Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024

2024 highlights

In 2024, Weir has continued to execute its strategy for sustainable mining.

Orders1			Adjusted profit before tax1,3		Adjusted operating margin1,3		Total incident rate1,4,5		Employee net promoter score (eNPS)1,5,7
£2,523m +2%2			£428m +4%		18.8% +140bps		0.42 0.42 in 2023		47 in the top quartile within manufacturing8 48 in 2023
Revenue1			Statutory profit after tax		Free operating cash conversion		Revenues from new products1,6		Scope1&2 greenhouse gas emissions1,5,9
£2,506m -1%2			£313m +37%		102% +17pp		£144m -6%		133,488 tonnes CO2e 27% reduction since 2019
1. Continuing operations. 2. 2023 restated at 2024 average exchange rates. 3. Profit figures before adjusting items (note 2 of the Group Financial Statements). 4. Total incident rate is an industry standard indicator that measures lost time and medical treatment injuries per 200,000 hours worked.					5.  The 2024 KPI was subject to independent limited assurance by SLR Consulting.  6.  Defined as revenue from new products introduced in the last five years. 7.  eNPS (employee net promoter score) is an index used to measure employee satisfaction levels. 8.  Based on Peakon’s manufacturing sector benchmarks. 9.  Market-based greenhouse gas emissions. For definition, see page 56.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 1

Contents

Strategic Report
Our purpose	2
Mining technology for a sustainable future	3
Investment case	7
Chair’s statement	9
Chief Executive Officer's strategic review	11
Market review	15
Business model	17
Our stakeholders	19
Our We are Weir strategic framework	21
Sustainability at the core	22
Strategic progress: Customer	23
Strategy in action: Customer case study	25
Strategic progress: Technology	26
Strategy in action: Technology case study	28
Strategic progress: Performance	29
Strategy in action: Performance case study	31
Strategic progress: People	32
Strategy in action: People case study	34
Key performance indicators	35
Operating review: Minerals Division	37
Operating review: ESCO Division	39
Financial review	41
Sustainability review	46
Risk management	59
Viability statement	71

Governance
Introduction from the Chair	73
Governance at a glance	74
Board of Directors	75
Group Executive	79
Our Governance framework	80
Board activities and principal decisions made in 2024	81
Shareholder and investor engagement	83
Our culture and approach to employee engagement	84
Wider stakeholder engagement by the Board	87
Division of responsibilities	88
Board effectiveness	89
Risk management and internal controls	90
Nomination Committee report	91
Safety, Sustainability and Technology Committee report	97
Audit Committee report	99
Directors' Remuneration report	113
Directors' report	148
Statement of Directors' responsibilities	152

Financial Statements
Independent auditors’ report to the members of The Weir Group PLC	153
Consolidated Income Statement	161
Consolidated Statement of Comprehensive Income	162
Consolidated Balance Sheet	163
Consolidated Cash Flow Statement	164
Consolidated Statement of Changes in Equity	165
Notes to the Group Financial Statements	167
Company Balance Sheet	227
Company Statement of Changes in Equity	228
Notes to the Company Financial Statements	229
Additional Information
Subsidiary undertakings	239
Shareholder information	246
Glossary	250

Cautionary statement: This Annual Report contains forward-looking statements with respect to the financial condition, operations and performance of the Group.

These statements reflect knowledge and information available at the date of preparation of this Annual Report. By their nature, these statements involve uncertainty

since future events and circumstances can cause results and developments to differ materially from those anticipated. The Company undertakes no obligation to

update these forward-looking statements and nothing in this Annual Report should be construed as a profit forecast.

01

73

153

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 2

Our purpose

We are here to enable

the sustainable and

efficient delivery of

the natural resources

essential to create a

better future

Weir is a global leader in mining

technology that is helping the

mining industry scale up and clean up.

We provide innovative end-to-end

solutions that are accelerating the

transition to smart, efficient and

sustainable mining.

Find out more on our website: global.weir

Read more about

our purpose

for the world

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 3

Mining

technology

for a

sustainable

future

No one serves more mines

than Weir.

Working in close partnership

with our customers, we help

them to move less rock, use

less energy, use water wisely

and create less waste,

accelerating the path to

smart, efficient and

sustainable mining.

Our planet’s future depends

Every mine is different. Delivering

innovative mining technology solutions

demands a combination of deep

customer insight, world class

engineering and materials science,

enabled by intelligent automation.

on the transition to renewable

energy, and that transition can

only happen with the metals

and minerals our mining

customers deliver.

Read more about mining

technology for a

sustainable future

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 4

A clear

	People We are a global family. We are proud of our unique blend of talent, technology and culture. We are here to inspire our people to do the best work of their lives.		Customer We will be the most admired business in our sector. Working in partnership, we deliver distinctive solutions and compelling value.
	Performance We deliver excellence for all of our stakeholders, through strong leadership, performance culture and rigorous standards of governance.		Technology We shape the next generation of smart, efficient and sustainable solutions with cutting-edge science and our tradition of innovation.

strategy for

sustainable

mining

Our We are Weir strategy sets

out our ambition for how we will

deliver mining technology for a

sustainable future.

It has four strategic pillars -

People, Customer, Performance

and Technology - with our

purpose and our sustainability

strategy at its core.

à Read more about our strategic framework on pages 21 to 34

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 5

Our end-to-end mining technology solutions tackle our customers' biggest challenges

Move less rock Miners want to reduce effort spent on processing zero and low grade ore. We help them optimise the material entering their processing plant.		Use less energy Mining today is very energy intensive. Our solutions deliver significant energy savings and lower CO2 emissions.		Use water wisely Water is fundamental in minerals processing. Our solutions increase water recovery, recycling and introduce water-free steps.		Create less waste Today, over 90% of waste rock ends up in tailings. We help manage the tailings produced more safely and sustainably.
1. Savings = 3,000 t/y haulage + 1,900 t/y reduced usage of lower priority loaders.  2, 3, 4 & 6.  Improvements from Weir’s redefined circuit when compared to a conventional circuit.  5. Up to 55% less water compared to a thickener alone.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 6

A global presence

No one serves

32%

of sales

North America

3,199 colleagues

5%

of sales

Europe

1,589 colleagues

12%

of sales

Asia Pacific

1,839 colleagues

more mines

than Weir

Our customer intimacy sets

us apart. We are close to our

customers - never more

than 200km away from any

major mine.

c.12,000

colleagues

>50

countries around the world

18%

of sales

Australasia

1,267 colleagues

12%

of sales

Middle East & Africa

1,352 colleagues

21%

of sales

South America

2,405 colleagues

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 7

Investment case

Weir is a focused mining technology leader with a compelling value creation opportunity. We have highly attractive business

fundamentals: we enable the mining industry to deliver the natural resources needed to support the global energy transition.

In parallel, our Performance Excellence programme drives value creation and returns.

Strongly positioned for long-term sustainable growth

– Mining is expected to offer high growth potential over the decades ahead driven by

demand for metals such as copper, that will enable the global energy transition.

– Our aftermarket-focused business model is highly resilient as around 80% of our

revenues come from supplying aftermarket (AM) equipment. This is driven by the

tonnes of ore our customers process and is largely inelastic to mining capital

expenditure and commodity price cycles.

– We continue to expand our addressable market over time through organic growth

initiatives and accelerate our growth through carefully selected acquisitions.

à Read more about sustainable growth on pages 17 to 18

With unique capabilities and high barriers to entry

– We use our world class engineering, innovation and manufacturing capability to

solve our customers’ most difficult challenges.

– We have high levels of customer intimacy, with both ‘boots on the ground’

relationships and strategic global collaborations.

– We have a large captive installed base of trusted mission-critical equipment,

underpinned by our IP, leading brands, customer intimacy and vertically integrated

operating platform. We retain >90% of the AM opportunity from our installed base.

à Read more about our strategic progress on pages 21 to 34

Our commitments are simple and clear

Growth

Outgrowing our markets

Mid to high single digit % organic revenue growth through the cycle

Margins

Expanding our margins

Adjusted operating profit margin sustainably above 20% in 2026

Returns

Converting earnings into cash and returns

90-100% free operating cash conversion; focus on growing ROCE

Resilience

Providing resilience and predictability

7% Minerals AM revenue CAGR since 2010

Sustainability

Delivering for people and planet

Accelerate sustainable mining; deliver sustainable Weir

Prioritising total shareholder returns

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 8

Strongly positioned for long-term sustainable growth

Focused on attractive markets
77% of revenues from mining applications
¢	Mining applications	77%
¢	Infrastructure & other	23%

Biased towards future- facing commodities
49% of revenues from copper, iron ore, gold and battery metals
¢	Copper	23%
¢	Gold	11%
¢	Iron ore	10%
¢	Industrial	12%
¢	Infrastructure	8%
¢	Oil sands	7%
¢	Coal	5%
¢	Nickel, lithium, cobalt (battery metals)	5%
¢	Other minerals	16%
¢	Other	3%

Highly resilient through the cycle
80% of revenues from recurring aftermarket
¢	Aftermarket	80%
¢	Original equipment	20%

	Serving customers from pit to processing plant through two Divisions
	ESCO Division					Minerals Division
	Principally serving the extraction activities of customers, the Division supplies ground engaging tools (GET), attachments, and AI and machine vision technologies that optimise productivity in global mining and infrastructure markets.					Working across comminution, processing and tailings, the Division engineers, manufactures and services processing technology used in abrasive high wear applications in global mining and infrastructure markets.
	à	Read more about ESCO Division on pages 39 to 40				à	Read more about Minerals Division on pages 37 to 38
	Divisional revenue1 £688m +1%2					Divisional revenue1 £1,818m -2%2
	Divisional adjusted operating profit1,3 £ 129m +9%2					Divisional adjusted operating profit1,3 £383m +9%2
	% Divisional revenue from aftermarket 91%					% Divisional revenue from aftermarket 75%
	1. Continuing operations. 2. 2023 restated at 2024 average exchange rates. 3. Profit figures before adjusting items (note 2 of the Group Financial Statements).					1. Continuing operations. 2. 2023 restated at 2024 average exchange rates. 3. Profit figures before adjusting items (note 2 of the Group Financial Statements).

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 9

Chair’s statement

Through Performance Excellence and

our continued focus on operational

performance, we have the financial

strength and stable platform to invest for

growth and drive value for shareholders."

Barbara Jeremiah

Chair

A compelling value

creation opportunity

Dear shareholder,

I am pleased to report that our strategy is delivering on many

fronts. We have posted a strong financial performance and

made good progress in accelerating sustainable mining for

our customers. Colleagues across Weir have played their part

in these achievements and the Board recognises that some

of the changes being made to optimise our business have

had an impact on individuals. On behalf of the Board, I would

like to thank all of our people for their efforts in 2024.

Creating value through growth and

Performance Excellence

Through our focused strategy, we are capitalising on the

growth opportunities in our mining markets. Securing a

significant order for our transformational technology at the

Reko Diq copper project in Pakistan is a further signal that the

mining industry is increasingly recognising the value of our

sustainable solutions, while the successful commercial launch

of our next generation ESCO® NexsysTM lip and GET system

exemplifies our sustained technology leadership.

We have continued to execute our Performance Excellence

transformation programme. A major milestone in 2024 has

been the move to a global business services model for our

core functions. We have also realised the benefits from a

number of capacity optimisation projects and lean initiatives

that commenced at the start of the programme. Overall, we

are ahead of where we expected to be in terms of the cost

savings delivered and we are unlocking additional

opportunities. Through Performance Excellence and our

continued focus on operational performance, we have the

financial strength and stable platform to invest for growth

and drive value for shareholders.

Engaging with employees and other stakeholders

Connecting with our employees, understanding their views

and sharing our perspectives is an important aspect of the

Board’s role, including our role in shaping the culture at Weir.

We really value our interactions with colleagues around the

world during our formal Tell the Board sessions and town

halls, as well as through our more informal discussions and

site visits. During the year, we enjoyed a memorable visit to

our operations in India where we learned more about our

activities and the growing market opportunities in the

country. We met with colleagues in the Engineering Science

(EnSci) team and were struck by the real energy and vitality

they have for their work and the pride they have for their

contributions to Weir’s success.

Individually, or in small groups, my Board colleagues and I

also visited Weir’s operations and spent time with employees

in the UK and Turkey this year, and held a virtual Tell the Board

session with some of our graduates and interns. We

continued to meet with affinity group members and allies

as well as our recently formed Inclusion, Diversity and Equity

(ID&E) Steering Committee to hear about the progress of

our ID&E strategy and the opportunities for improvement. As

always, discussions have been wide ranging and the Board

appreciates the thoughtful questions that are put to us.

I continued to meet with our major shareholders during 2024

to understand their perspectives on our performance,

governance and strategy. It is evident from my discussions

that the views of our shareholders are well aligned with our

own and I’d like to thank them for their continued support

and constructive input.

à Read more about the Board’s employee engagement

approach, activities and engagement with other

stakeholders in 2024 on pages 83 to 87

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 10

Chair’s statement

continued

Our focus on safety, sustainability and technology

Thinking safety first is a core value for Weir and the top

priority for the Board in our meetings and our virtual and

in-person discussions with employees. Right across the

Company, there is huge emphasis and action on achieving

a zero harm workplace where no one gets hurt. As such,

following the tragic event in April, where one of our

colleagues suffered a fatal incident, the Board has supported

Jon, our CEO, and the Executive as they acted promptly to

understand and learn from what happened and reinvigorate

the safety culture and approach.

Given the Board’s role in shaping culture, including safety

culture, we are dedicating additional time and focus to safety.

We have added safety to the remit of one of our Board

Committees, now called the Safety, Sustainability and

Technology Committee, chaired by our Non-Executive

colleague, Tracey Kerr, who has extensive experience in

all aspects of operations from her work in major global

mining companies.

We formed this Committee in December 2023, initially with

sustainability and technology as its remit, as a forum to

provide both strategic and governance oversight in exploring

the future of the mining industry and the implications for

Weir. During the Committee’s first year, discussion topics

included a review of the progress of our sustainability

strategy and our Enterprise Technology Roadmap, as well

as thematic deep-dives on the key sustainability challenges

faced by our customers.

Given the criticality of technology to Weir’s strategy, business

model and customer value proposition, the full Board joined

the Group Executive in October for a technology review

session at Weir’s Advanced Research Centre in Glasgow, UK.

This was a very useful opportunity for the Board members to

learn more about the many aspects of our technology that

underpin our growth and success.

The Board in 2024

We have continued to refresh the diversity of skills and

experience of the Board this year. In March 2024 we

welcomed Brian Puffer as our new CFO. We are already

benefiting from his strong leadership of both our finance

function and in the delivery of Performance Excellence, and

he has brought fresh perspective to the Board.

As noted in my statement last year, Andy Agg joined us as an

independent Non-Executive Director at the end of February

2024. Andy is currently CFO of National Grid plc and as such,

is contributing important insight to the work of the Board. I

also noted last year that two of our Non-Executive Directors,

Srinivasan Venkatakrishnan and Sir Jim MacDonald, would

step down, and they left us in March and April respectively.

In May, we were delighted to appoint Nick Anderson to the

Board as an independent Non-Executive Director, and to

welcome him to his first Board meeting in June. Nick had

recently retired as Group Chief Executive of Spirax-Sarco

Engineering plc, the FTSE 100 industrial engineering company,

and his wealth of experience as a leader in international

engineering and manufacturing operations is already proving

to be a great asset to the Board.

Having informed us of his intention to retire for personal

reasons, Stephen Young, our independent Non-Executive

Director and Chair of the Audit Committee left us at the end

of July. I’d like to thank Stephen for his many contributions to

the work of the Board and the Audit Committee over the

course of his tenure and wish him all the best for the future.

Following Stephen’s retirement, Andy Agg succeeded

Stephen as Chair of the Audit Committee.

Through our recent appointments, we have a talented Board

well suited to support Weir in achieving its strategic

objectives, with deep experience spanning mining and

engineering, international business and finance. Our

programme of visits this year has helped our new members

to become immersed in Weir’s business and culture and I am

very pleased with how we are working as a team.

Towards the end of the year we carried out our externally

facilitated triennial deep dive Board performance review.

The headline findings were extremely positive, noting that

interactions are productive and relationships are going well

at these early stages of a newly refreshed Board. The review

identified helpful focus areas for 2025, and it was pleasing to

see that the feedback and conclusions confirmed that, as a

Board, we are focusing well on creating shareholder value

through our Board discussions.

à Read more about our Board and the performance review

on pages 75 to 78 and page 89

Final reflections

As I look back on 2024, we have achieved a strong

performance against an uncertain macroeconomic and

geopolitical backdrop. We are executing our strategy well and

delivering strongly on the commitments we laid out in 2022.

We expect further growth in the year ahead and our

longer-term opportunities remain compelling. Consequently,

the Board is recommending a final dividend of 22.1 pence

per share, which equates to a total full year dividend of 40.0

pence per share and represents an increase of 4% on the

prior year.

Our future prospects are very exciting and we have a strong

and committed team. It is clear that the world needs

substantially more metal for the energy transition, and that

metal must be produced more sustainably. Technology is a

massive enabler and that plays precisely to the strengths of

Weir. The opportunity for growth and value creation therefore

remains attractive, and as demonstrated in 2024, we are

proving we can deliver.

Barbara Jeremiah

Chair

27 February 2025

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 11

Chief Executive Officer’s strategic review

Weir is delivering on its mission to 

provide mining technology for a

sustainable future and executing well

against the commitments set out in

our investment case."

Jon Stanton

Chief Executive Officer

Watch Jon’s review of our 2024 performance

Visit: global.weir/ceo-review-2024

Accelerating the path

to sustainable mining

A year of strategic progress

In 2024, we performed strongly against a

backdrop of macroeconomic and geopolitical

uncertainty, with achievements across the

four pillars of People, Customer, Technology

and Performance in our We are Weir

strategic framework.

We grew our pipeline of market-leading sustainable original

equipment (OE) solutions and delivered growth in our

aftermarket (AM) business as customers maximised

production at their existing assets. We transformed the way

we operate across our businesses and maintained our focus

on our customers. We executed well against our

commitments to our stakeholders delivering significant

growth in operating profit, operating margins and cash

generation.

Throughout the year, activity levels in mining markets

remained high as customers position to address the

long-term structural demand for critical minerals. While

permitting remains a challenge in certain geographies,

governments around the world have signalled their support

for accelerating long delayed applications and bright spots

are emerging as customers renew investment in future

growth through new greenfield projects. In June we launched

our refreshed brand - mining technology for a sustainable

future - positioning Weir as a market-leading strategic

partner for our customers as they scale up and clean up to

deliver the metals and minerals required for the energy

transition.

This is reflected in our strengthening pipeline of projects that

is beginning to convert, while our resilient aftermarket biased

business model continues to deliver growth across our

businesses.

We made significant progress in our Performance Excellence

programme in 2024, delivering cumulative savings of £29m,

ahead of expectations. Our achievement reflects our

progress in optimising capacity, implementing lean

processes and functional transformation across Weir, all while

maintaining our commitment to be there for our customers.

Our refreshed sustainability strategy now sits at the core of

our We are Weir strategic framework - focusing on what we

do internally to deliver sustainable Weir and externally to

accelerate sustainable mining. The health, safety and

wellbeing of colleagues remains our top priority, and we have

taken steps to reinforce and reinvigorate a zero harm culture.

Partnering with customers, our engineers are developing

innovative new technologies to move less rock, use less

energy, use water wisely and create less waste, enabled by

intelligent automation. In 2024 we launched ESCO® NexsysTM,

the next generation of our market-leading core GET and lip

system. We also continued to expand our digital offering with

the launch of NEXT intelligent solutions and new MOTION

METRICSTM ShovelMetricsTM technology to support our

customers in making real-time decisions that help them to

run their operations more efficiently and safely.

Our performance in 2024 is a testament to the hard work and

dedication of Weir colleagues across the globe. We recognise

that the tough choices we have had made as we optimise

our business has impacted some of our people. I would like

to thank all our employees for their commitment and

contribution to our success.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 12

Chief Executive Officer’s strategic review

continued

Going into 2025, we have strong operational momentum and

supportive mining markets, underpinning our expectations

for further revenue growth and margin expansion. We

anticipate greater capital expenditure in mining markets will

drive heightened demand for our market-leading

sustainable solutions, particularly for larger flowsheet

solutions. Given the strong delivery of our Performance

Excellence programme, we are upgrading the absolute

savings target to £80m in 2026 and, as a result, expect to

achieve operating margins sustainably beyond 20% in 2026.

Further out, we are well positioned to deliver compelling

value creation to our stakeholders. We are a focused mining

technology leader with differentiated capabilities and high

barriers to entry. Our markets are primed for a multi-decade

growth opportunity driven by demand for critical minerals to

support the energy transition, as well as the adoption of

artificial intelligence (AI). Together with our strong operating

platform, we are well positioned to deliver compounding

financial benefits, while remaining resilient and doing the

right thing for our people and the planet.

Growth: Demand for critical minerals driving original

equipment order pipeline conversion

The structural demand drivers for critical metals enabling

electrification remain robust, supplemented by growing

investment in AI. Despite short-term uncertainty in commodities,

constructive changes in mine permitting and greenfield capital

expenditure globally drove demand for our larger OE solutions

through the second half of the year.

We secured a £53m order to supply an industry-leading fine

grinding solution to Barrick Gold's Reko Diq copper-gold

project in Pakistan, capitalising on growing industry

acceptance of our Redefined Mill Circuit and supporting our

customer's need to use less energy and water at this remote

mine site. We also secured a £25m order to supply an energy

efficient separation solution to OCP's Benguerir and Louta

phosphate projects in Morocco, leveraging the market-

leading WARMAN® slurry pump and CAVEX® hydrocyclone

brands. Demand for OE in smaller brownfield and

debottlenecking projects at existing mines remained stable.

Full year constant currency OE orders decreased 4% reflecting

delays in timing of project awards in Q4 following a strong

Q3, with several medium size orders being received in

January. In our core Minerals business, we converted 92% of

our completed mill circuit pump trials and in ESCO we won

118 net major diggers as we continue to drive strategic

growth initiatives.

Encouragingly, several Tier 1 miners announced plans for

additional capex throughout the globe and we continue to

position ourselves as an essential partner for our customers

in key growth markets. For example, in order to participate in

the mining and metals growth strategy of Saudi Arabia, we

agreed a head of terms to form a joint venture with Olayan

Saudi Holding Company (Olayan), which will extend our

extensive expertise in sales and sustainable mining

technology solutions to the region. Under the terms of the

joint venture, Weir will take the lead on sales, technical and

product responsibilities, while Olayan will focus on new

business development, capitalising on its strong presence

and knowledge of the regional market.

Growth in aftermarket: Installed base expansion

and improving activity levels

Overall, we saw good levels of activity across the global

mining sector. Market prices for our main commodity

exposures of copper, gold and iron ore were well above

customers' cost to produce, while nickel and lithium

producers remain under pressure from lower commodity

prices.

Across the Group, demand was particularly strong in the

Middle East and Africa where we continue to grow market

share. Both Minerals and ESCO saw an elevated level of

mine-specific headwinds in the first half, such as shutdowns

in Panama and Australia, but these trends were more than

offset in the second half as the commissioning of new

installed base accelerated. From a commodity perspective,

order growth was strongest in future facing minerals such as

copper and phosphate, while year-on-year demand

decreased in both coal and the oil sands.

Infrastructure markets were largely stable through the year.

Orders from infrastructure customers grew 2%, though

absolute orders remain below peak levels seen in previous

years.

Full year constant currency AM orders increased by 4% driven

by hard rock mining production trends, installed base

expansion and a modest contribution from pricing.

As previously indicated, the large annual recurring order

usually received in Minerals during the second quarter has

been split this year between the second and fourth quarter

due to the timing of the contract renewal - the net effect

being that c.£14m of aftermarket orders have shifted to the

second half. In 2025, the full annual order of around £31m is

expected to be received in the second quarter.

Revenue1

£2,506m

-1%2

Revenue and margins: Performance Excellence

ahead of plan

Despite strong execution in the fourth quarter, revenue for

the Group declined 1% for the full year on a constant

currency basis with aftermarket growth of 2% offset by the

phasing of two large OE project deliveries into 2025. The

Group’s book-to-bill was 1.01. The operating environment in

2024 was stable. Our leading market positions and strong

brands enabled us to achieve sufficient price increases

during the year to protect our gross margins from any

inflationary effects across our cost base.

Progress within our Performance Excellence programme

continues at pace and is ahead of our targets for cumulative

absolute savings. During the year, we recognised the benefits

of projects launched at the start of the programme, including

the consolidation of several Minerals manufacturing facilities

in the US and APAC, as well as optimisation of our Australian

service centre and Latin American distribution footprints.

Adoption of our refreshed lean programme, Weir Integrating

Network System (WINS) in Minerals, contributed to the largest

savings during the year, driving a reduction in overall material

cost as well as quality improvements.

We opened our new ESCO foundry in Xuzhou, China, the most

efficient in our network, ensuring that we remain highly

responsive to demands from within our own supply chain.

We also established Weir Business Services (WBS) and are

embedding new ways of working through transformation

across our Finance, HR and IS&T functions, the benefits of

which will be reflected in years to come.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 13

Chief Executive Officer’s strategic review

continued

Adjusted operating margin1,3

18.8%

+170bps2

On a constant currency basis, adjusted operating profit grew

9% year-on-year, and adjusted operating margins were

18.8%, up 170bps on the prior year. Expansion in operating

margin arose from very strong execution within Performance

Excellence workstreams and movement in Minerals revenue

mix towards aftermarket.

Return on capital employed1

19.3%

+130bps

Returns: Growth in returns and strong balance sheet

Free operating cash conversion for the year increased to

102%, above our 2024 target range of 90% to 100%, benefiting

from a strong reduction in working capital driven by lean

projects within Performance Excellence. Our strong cash

generation continued through the second half of the year

and overall represents a significant 17 percentage point

improvement on the prior year. Working capital as a

percentage of sales reduced to 20.7% (2023: 21.3%).

As a result, net debt to EBITDA at the end of December was

0.7x, giving the Group considerable optionality and flexibility

to deploy capital to grow total shareholder returns.

Reflecting our focus on execution together with continuing

deleveraging of our balance sheet, return on capital

employed (ROCE) was 19.3%, an increase of 130bps versus

the prior year.

Full year dividend

40.0p

+4%

The Board is recommending a final dividend of 22.1 pence

per share. This equates to a total full year dividend of

40.0 pence per share, in line with our policy to pay out 33%

of adjusted earnings per share (EPS), and represents an

increase of 4% on the prior year. The final dividend will be

paid on 30 May 2025 to shareholders on the register on

22 April 2025.

Safety and sustainability: Affirming our vision for a

zero harm workplace

Our goal is a zero harm workplace where everyone goes

home safe and healthy. However, in 2024 we fell very short of

our goal. In April, tragically one of our colleagues suffered a

fatal accident while at work. Since then, we have held safety

stand downs to discuss the learnings and re-emphasise that

safety must always come first. Overall, in 2024, lost time

accident numbers were flat year-on-year and our total

incident rate4 (TIR) was unchanged at 0.42 (2023: 0.42).

Following events in 2024, we have taken action to

reinvigorate our safety approach. It is absolutely our top

priority in 2025 to ensure we drive improvement in our safety

performance.

Total incident rate1,4

0.42

2023: 0.42

Within our businesses we continue to talk openly about

mental health and prioritise wellbeing. We were once again

recognised by CCLA as a 'top improver' for mental health in

an assessment of the UK's largest companies.

We have continued to focus on making Weir a place where

people feel like they belong and where they can do the best

work of their lives. During the year, we created a new

inclusion, diversity and equity (ID&E) Steering Committee of

representatives from our senior leadership team as part of

our efforts to accelerate the benefits that come with having a

vibrant purpose-driven culture.

We invested in our people, supporting a focus on talent and

succession planning through learning and personal growth.

Our new global mentoring programme will provide additional

opportunities to connect our employees and develop

mutually rewarding relationships across our workforce. As we

look to develop the next generation of talent and capabilities,

we have continued our involvement with science, technology,

engineering and maths (STEM) initiatives across the globe.

Our brand launch in June provided an opportunity for

colleagues to more deeply connect with our purpose and our

mission to create mining technology for a sustainable future.

It was great to see so many of them join introductory

webinars and leader-led workshops to explore and

understand more about the brand. Then, in December, we

launched a new global programme, the Weir values awards,

to further drive connection and recognise those colleagues

who exemplify our values in action. There has been a very

positive response with over 200 nominations received and I

am looking forward to announcing the winners in April 2025.

Listening to colleagues and acting on their feedback gives us

insight that helps maintain our special culture and we

continue to run our annual all-employee survey. Pleasingly,

our employee net promoter score5 (eNPS) of 47 remains in

the top quartile of manufacturing companies6 as

benchmarked by Peakon. We maintain high levels of

participation across our employees, with 88% responding to

this year's survey.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 14

Chief Executive Officer’s strategic review

continued

We have continued to embed our refreshed sustainability

strategy to deliver sustainable Weir and work in partnership

with customers to accelerate sustainable mining. We have

made great progress against our 2030 scope 1&2 Science

Based Targets initiative (SBTi) targets and are well on track to

deliver our target to reduce these emissions7 by 30% versus a

2019 baseline.

We are actively mapping our performance against future

non-financial reporting regulations to help us prepare to

meet International Sustainability Standards Board (ISSB) and

EU Corporate Sustainability Reporting Directive (CSRD)

requirements over the coming years. While these standards

are not yet fully implemented, our focused approach is

designed to ensure we place our best efforts on the most

material impacts, risks and opportunities.

Partnering with customers on transformative

technology

Through our technology strategy we prioritise our R&D

investment towards solutions that boost productivity and

sustainability for our customers while continuing to protect

our core business. Our portfolio covers engineered hardware

as well as digital technology and we continue to integrate

these to generate added insight and enhanced performance

for our customers.

Historically, the mining industry has been somewhat

conservative when it comes to adopting new technology.

However, in my discussions with our customers,

it is very clear they are looking to partner with innovators like

Weir that can help them scale up and clean up the way they

extract and process minerals. We are increasingly engaging

with them on opportunities for our transformative solutions

that combine proven technologies in innovative ways,

enabled by intelligent automation, as their appetite for these

new technologies continues to grow.

Outlook: Growth in revenue, operating profit and

margins in 2025

Activity levels in our mining markets are positive as

customers look to invest in projects that address structural

critical metal demand. Supported by favourable commodity

prices, customers continue to prioritise maximising ore

production and improving the efficiency of existing mine

sites which, together with ongoing installed base expansion,

provides a strong underpin for demand for our aftermarket

solutions.

We have upgraded our total Performance Excellence savings

target to £80m in 2026, with £20m of incremental savings

expected in 2025. This is supported by additional capacity

optimisation and lean process opportunities that have been

identified as we progress with the programme. We anticipate

additional exceptional costs of £30m to complete these

projects, taking the total expected programme cost to

£120m.

The continued favourable backdrop in mining, combined with

execution of Performance Excellence, underpins our

confidence in delivering 2025 operating profits in line with

current market expectations, driven by mid single digit

revenue growth and around 50bps of operating margin

expansion. We expect free operating cash conversion of

between 90% and 100%, in line with our medium-term

guidance as capex settles in line with depreciation and our

lean operating model continues to deliver working capital

efficiency.

Further out, the long-term value creation opportunity for Weir

is compelling. The fundamentals for our business are highly

attractive, underpinned by long-term structural growth

trends in our mining markets, and our technology strategy to

accelerate sustainable mining. In addition, we expect the

benefits of Performance Excellence will drive further margin

expansion and move our operating margins sustainably

beyond 20%, while our strong cash generation and balance

sheet give us optionality to allocate capital, compounding

total shareholder returns.

Mining technology for a sustainable future

Weir is delivering on its mission to provide mining technology

for a sustainable future and executing well against the

commitments set out in our investment case. Leveraging our

technical capabilities and our customer intimacy, we are

shaping innovation that will enable the mining industry to

scale up and clean up and delivering strong outcomes for

customers. At the same time our Performance Excellence

programme has created the efficient scalable platform that

positions Weir for compounding growth in the years ahead.

Jon Stanton

Chief Executive Officer

27 February 2025

1. Continuing operations.

2. 2023 restated at 2024 average exchange rates.

3. Profit figures before adjusting items (note 2 of the Group Financial

Statements).

4. Total incident rate is an industry standard indicator that measures lost time

and medical treatment injuries per 200,000 hours worked.

5. eNPS (employee net promoter score) is an index used to measure employee

satisfaction levels.

6. Based on Peakon’s manufacturing sector benchmarks.

7. Market-based greenhouse gas emissions. For definition, see page 56.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 15

Market review

The long-term trends in our markets

are highly attractive.

The world needs to significantly increase the production of

critical metals and minerals to power the global energy

transition. In parallel, our customers must adopt new

technologies to extract and process those natural resources

in a more sustainable way. Together, these trends represent

a compelling growth opportunity for Weir.

Outlook for our core commodities

There are strong end market growth drivers across Weir’s

main commodity exposures of copper, iron ore and gold. Our

exposures are set out in the pie chart on page 8.

Copper is a key component of many technologies,

particularly those that will enable electrification and

decarbonisation. An electric vehicle, for example, requires

around four times the amount of copper as a conventional

car1. More copper will also be needed as the world transitions

to decarbonised infrastructure applications and electrical

grid expansion.

As such, the outlook for copper demand continues to be

strong and is accelerating. Estimates suggest that copper

supply will need to more than double in the decades ahead1.

The outlook for core iron ore demand is also solid, driven

by population demographics and the increasing shift

towards the more sustainable production of steel (so called

blue or green steel, manufactured using hydrogen). Green

steel production uses higher grade iron ore, which requires

more processing. It is found in areas such as Brazil and the

Pilbara in Western Australia – locations where Weir has a

strong presence.

Gold continues to be an investment safe-haven, particularly

at times of geopolitical uncertainty, and central banks

continue to grow their reserves. Long-term demand is also

underpinned by GDP growth and increasing wealth,

particularly in developing economies.

Drivers of demand are also strong for other commodities,

such as high grade mineral sands used in the growing

technology sector, and phosphate and potash used in the

fertilisers that will be needed to support the growing global

population. The demand outlook for battery metals, namely

lithium, nickel and cobalt, is fast-increasing, as outlined in the

section below.

With a global shift away from fossil fuels, new project activity

and capital expenditure in the oil sands market is expected to

reduce. During the transition, we expect to continue to

support customers' production, providing high quality spare

parts that enable them to operate existing assets more

efficiently and sustainably.

For Weir: Strong demand for our core commodities will

incentivise our customers to maximise ore production that, in

turn, will drive strong demand for our differentiated mining

technology solutions and our aftermarket spares

and expendables.

Climate change action is accelerating demand for

key electrification metals

2024 was the warmest year on record and saw a number

of extreme weather events around the world. The most

recent COP29 summit, held against a backdrop of wider

geopolitical uncertainty, reached new agreements on a new

finance goal and carbon markets. 78% of the world’s GDP and

84% of the global population are covered by a net zero

emissions target2..

According to the Intergovernmental Panel on Climate

Change (IPCC)3, to limit warming to 1.5°C above

pre-industrial levels, global greenhouse gas emissions will

need to decline by around 45% from 2010 levels by 2030 and

continue to net zero by 2050.

Therefore, the world needs to move even more quickly to

take action to implement, at scale, technologies to

decarbonise and electrify energy supply and transportation.

Doing so will create significant demand for metals, such as

copper (as described earlier), lithium, nickel and cobalt, that

are essential in these technologies.

1. https://internationalcopper.org/resource/copper-the-material-of-choice-for-

vehicle-manufacturers/

2. https://zerotracker.net/

3. www.ipcc.ch/sr15/

4. IEA, Global Critical Minerals Outlook 2024.

5. McKinsey, The Resilience of Steel.

6. Based on reviewing a selection of 12 of Weir's most significant customers.

Key trends

Copper

>100%

increase in production required by 20504

Iron

c.12x

anticipated growth in demand for green steel by 20305

Customer commitments

92%

of Weir's significant customers committed to reduction

of scope 1&2 emissions by 20306

	c. $800bn Investment required between now and 2040 to achieve net zero by 20504
		¢	Copper
		¢	Nickel
		¢	Lithium
		¢	Rare earth metals
		¢	Cobalt

c.$800bn

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 16

Market review

continued

Despite short-term volatility, there is strong long-term

projected demand for battery electrification metals, such

as lithium, cobalt and nickel to support a predicted six-fold

growth in battery electric passenger car production

this decade7.

Lithium demand, for example, is forecast to increase almost

nine-fold to 20404 to support a shift in favour of lithium-

heavy batteries and despite recent investments to boost

nickel supply, such as in South East Asia, over two times more

supply will need to be brought on line to meet demand4.

The accelerating demand for electrification metals will

require major investment in both new mines and also in

capacity expansions, as outlined in the chart on page 15. We

continue to see some policy response from governments, in

the form of critical minerals policies4. However, more support

is needed to put permits and finance in place to deliver the

vast quantities of metals required for the energy transition.

For Weir: We have strong exposure to these ‘future facing’

commodities, with the majority of the world’s copper today

being processed using Weir technology. The significant

demand for battery and electrification metals creates a

strong tailwind for Weir in the years ahead, accelerating

growth in these parts of our business, which over time, will

make them a larger overall component of our mix. We

continue to invest in differentiated technology solutions

to help customers improve productivity and sustainability.

Declining ore grades, ore body development and

ore extraction

Miners are looking to increase production through expansion

of existing assets and new projects. However, accessing

higher quality deposits is getting harder. For example, the

average grade of copper concentrate in Chile has declined

30% since 20054. Evidence suggests that there are new

exploitable reserves for key commodities, but they are in

environments that are deeper and more difficult to mine.

Consequently, greater quantities of rock must be excavated

and processed to extract the same quantity of ore – using

energy and water, and causing increased wear of processing

equipment. The result of this decline in ore grades is more

waste rock per unit of ore and increased CO2 emissions.

For Weir: Increased wear of processing equipment drives

demand for our aftermarket spares and expendables. In

addition, lower grade ore processing supports the use of our

sustainable solutions to deliver efficiency and environmental

benefits. Alongside these, we are also developing

transformative AI-based ore sorting and characterisation

technologies with the potential to enable miners to select

and then move only ore-containing rocks.

More sustainable mining needed

In parallel with production growth, it is essential that the

mining industry adopts more sustainable extraction and

processing techniques in order to secure the social licence

it needs to meet anticipated demand.

Mining processes today use vast amounts of energy and

water, and create a lot of waste. So for the industry to have

the environmental and social licence to operate and secure

permits for new mines, it needs to rapidly innovate and

adopt new technologies.

In extraction, typical ore grades in a new copper mine are

around 1%8, so 99% of rock that is moved and processed

ends up as waste, consuming huge amounts of energy

and water. In comminution, the process of making small

particles out of large rocks, the mining industry consumes

a staggering 3% of global electricity each year9.

During processing in the mill circuit, the grading and

classification of material are traditionally very imprecise

processes that lack dynamic control. As a result, there is a

high degree of recirculating load, yields are held back and

cost per tonne elevated, with scope for improvement. The

tailings produced in mining is the biggest waste stream on

the planet. Close to 13 billion cubic metres of tailings are

produced each year10 and must be transported, processed

and stored.

For Weir: There is a significant opportunity to help the mining

industry scale up and clean up to deliver the resources

needed to stem global warming. We are engineering new

technologies, enabled by intelligent automation, and working

closely with customers to provide solutions that support the

industry's reputation and accelerate sustainable mining.

7.  McKinsey, Toward security in sustainable battery raw material supply.

8.  https://investingnews.com/daily/resource-investing/base-metals-investing/

copper-investing/types-copper-deposits-world/

9.  www.ceecthefuture.org/resources/mining-energy-consumption-2021

10. The Future of Tailings report, https://promo.mining-journal.com/future-of-

tailings-2023/

2024 market review

Ore production trends in mining continued to be

strong, despite complexities in the macroeconomic

and geopolitical environment.

Market prices for our main commodity exposures

of copper, gold and iron ore were well above

customers' cost to produce, although nickel and

lithium producers remain under pressure from lower

commodity prices.

Throughout the year, activity levels in mining

markets were high as customers position

themselves to address the long-term structural

demand for critical minerals. Encouragingly, several

Tier 1 miners announced plans for additional capex.

Permitting remains a challenge in certain

geographies. However, governments around the

world have signalled their support for accelerating

long delayed applications, and bright spots are

emerging as customers renew investment in future

growth through new greenfield projects.

These constructive changes in mine permitting and

greenfield capital expenditure globally drove

demand for our larger original equipment solutions

through the second half of the year.

Demand for our aftermarket products was

particularly strong in the Middle East and Africa

where we continue to grow market share. We saw an

elevated level of mine-specific headwinds in the first

half, such as shutdowns in Panama and Australia, but

these trends were more than offset in the second

half as the commissioning of new installed base

accelerated. Our order growth was strongest in

future-facing minerals such as copper and

phosphate, while year-on-year demand decreased

in both coal and the oil sands.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 17

Business model

Our differentiated aftermarket-focused business model drives sustainable

The value we deliver
	For the planet and society Sustainable, efficient delivery of natural resources essential to create a better future for the world.
	27%
	For our customers Market-leading technologies and excellent service that helps them optimise productivity and sustainability.
	£2.5bn
	For our people and communities A rewarding place where people are empowered to do the best work of their lives and support local communities.
	£623m
	For governments Support for economic growth and development in the countries in which Weir operates.
	£  111m
	For our shareholders An opportunity to invest in a low carbon future through the essential technology driving the global mining industry’s transition to net zero.
	£100m

compounding growth.

Our purpose

To enable the sustainable and efficient delivery of the natural

resources essential to create a better future for the world.

Our strengths

Core expertise in materials, engineering and data

Our expert teams create smart, efficient and sustainable

solutions for our customers' biggest challenges.

Our unique culture

We have an inspiring purpose and focus on making Weir

the place where people can do the best work of their lives.

Integrated manufacturing and service facilities

Our network means we provide customers with certainty

of supply and ensures we keep our IP in-house.

Excellent customer focus

Our customer service network is second to none. Our people

are on the ground, where and when our customers need

them, providing a rapid and reliable response, and giving

Weir a unique insight into their challenges.

World-leading brands

Our products and solutions are synonymous with both

productivity and sustainability. We invest in technology

to maintain our leading positions.

Financial strength

Through continued careful management, we are focused

on maintaining a strong and resilient balance sheet to

support future growth.

Supported by our values and our risk

management framework

How we use our strengths to create value

reduction in scope 1&2 CO2e

emissions since 2019

orders in 2024

paid in employee

benefits in 2024

Highly engineered equipment

Our solutions and digital technologies solve our customers'

toughest challenges with lowest total cost of ownership.

Mission-critical solutions

paid in corporate

income tax in 2024

Customers rely on Weir's solutions to avoid costly unplanned

downtime and lower their environmental footprint, so we are

a vital technology partner.

Comprehensive global support

No one serves more mines than Weir. We provide customers

with the technology they need quickly and efficiently.

Intensive aftermarket care

total dividends

paid in 2024

Our solutions are used in highly abrasive applications and so

equipment parts wear out. That generates recurring demand

for aftermarket spares and expendables.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 18

Business model

continued

We differentiate through technology and

customer intimacy

In mining, downtime is the enemy of our customers and if

unplanned, can cost them millions of dollars per day in lost

production. Mining processes are highly abrasive, so

equipment inevitably wears out, sometimes within a matter

of weeks.

Our customers therefore look for a premium solution that is

the most reliable and has the longest wear life, thereby

minimising downtime – a solution that delivers the lowest

total cost of ownership. This covers both original equipment

and the aftermarket spares and expendables they require.

Sustainability continues to rise up the agenda at our

customers as they seek to maintain social licence to operate.

In parallel to total cost of ownership, they are increasingly

looking for solutions that also help reduce their

environmental footprint.

Weir’s mining technology solutions address both productivity

and sustainability. We provide both original equipment and

aftermarket products. We differentiate with:

– World class engineering, innovation and manufacturing

capability that delivers highly engineered original

equipment and aftermarket products that have the

longest wear life and that also address customers’

sustainability challenges;

– being deeply embedded within our customers’

operations and supply chains with local day-to-day

relationships increasingly complemented by strategic

global collaboration; and

– intellectual property, leading brands, customer focus and

vertically integrated manufacturing base. This means we

benefit from a large captive installed base of trusted

mission-critical equipment.

These differentiation factors create a significant barrier

to entry.

Our business model drives compounding growth

Sales of original equipment typically account for around

20% of our annual total revenue. Every sale of original

equipment grows our installed base and generates a highly

valuable and visible annuity-like aftermarket revenue stream

on a recurring basis, as we provide spare parts to the

equipment for the life of the mine.

Today, approximately 80% of our total revenue comes from

aftermarket. It is driven by non-discretionary spend on spare

parts that are essential to keep mines running. As a result, our

growth is predictable and sustainable.

We have a large and growing installed base of original

equipment around the world. It is a huge asset for Weir,

fuelling significant aftermarket revenue over the long term.

We protect it with our ‘boots on the ground’ comprehensive

global service approach.

We are also focused on growing our installed base of OE

throughout the mining cycle. So even when large projects are

slower to convert, we continue to grow the base by providing

debottlenecking and small brownfield expansion solutions to

existing mines.

Capture rate

>90%

of aftermarket from original equipment sales

Customers recognise that Weir provides premium solutions

and our leading support and service. Consequently, we

capture more than 90% of aftermarket from our original

equipment sales. This high capture rate supports our

aftermarket-focused business model because each piece of

original equipment sold generates, on average across the

business, 30% of its original value in aftermarket spares

revenue every year.

We are highly resilient through the cycle

Minerals Division

7%

compound growth in aftermarket revenue

since 2010

The combination of installed base expansion, ore production

growth, the effects of declining ore grades and pricing drives

aftermarket revenue and enables us to consistently deliver

mid to high single digit through-cycle growth.

This predictable and sustainable aftermarket growth is

demonstrated by the 7% compound growth in aftermarket

revenue in our Minerals Division since 2010.

Throughout various market cycles, including the global

mining downturn where capital expenditure fell significantly

and commodity prices fell by 50%, our aftermarket business

has remained highly resilient, continuing to grow and

demonstrating its inelasticity to both capital expenditure and

commodity price cycles.

This embedded resilience is a significant differentiator for

Weir and our aftermarket-focused model, through the cycle,

is proven to be among the most resilient in our sector.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 19

Our stakeholders

We strive to deliver excellent outcomes

for all our stakeholders.

Achieving that means we focus on building and maintaining

positive relationships with the people, communities and

organisations that have an interest in our business and may

be impacted by the decisions we take.

These stakeholders, as outlined below, are at the heart of our

We are Weir strategic framework that sets out our purpose,

business model, strategic priorities, values and culture.

Employees

Our people are a critical driver of our success and their safety

and wellbeing is our top priority. We want Weir to be a place

where they feel included and where they can do the best

work of their lives. As such, we place huge emphasis on

listening to, and acting on their feedback, and on building

the right culture where people can thrive.

What matters to them

Our people want to work in a safe and inclusive environment

where their physical and mental health is prioritised. They

want to feel that their voice is heard and that everyone is

treated fairly and equitably. People are looking to work for

a company that nurtures their individual success, provides

development opportunities and where they can contribute

to broader societal and environmental goals. Being paid and

rewarded equitably for their work is also important.

2024 engagement activities and outcomes

In June, we launched our new brand and sustainability

strategy with a global all-employee town hall, drop-in ‘lunch

and learn' sessions and leader-led workshops to explain and

connect people to our brand. Large numbers of colleagues

joined the sessions and are now driving activation and

embedding. Colleagues took the opportunity to nominate

their peers and teams for our new Weir values awards

programme. More than 230 entries were received and

winners will be announced at an event in April 2025.

During the year, we formed a new steering committee to

drive our inclusion, diversity and equity (ID&E) agenda.

We continued to engage colleagues on safety and wellbeing,

including in our Zero Harm Behaviours Framework, to support

a broader safety culture. In March 2024, colleagues

participated in the annual Weir safety day with activities and

events held at sites globally. Our approach to employee

wellbeing and mental health was also demonstrated in 2024

when we were recognised as the top improver for mental

health in an assessment of the UK’s largest companies in the

CCLA corporate mental health benchmark. Case studies

showing our approach in action can be found on our website

at global.weir/wellbeing-stories.

Employees continued to receive monthly 'CEO Briefings' from

Jon Stanton covering strategy and business progress and

participated in activities led by our affinity groups. At a

divisional and functional level, briefings from leadership were

a regular feature throughout the year and locally, employees

joined site-level meetings and toolbox talks.

Colleagues' learning and development were supported with

the launch of several new programmes, including a global

mentoring framework that we developed following positive

feedback from the reverse mentoring pilot in 2023.

We continued to encourage employee involvement in our

performance through Sharebuilder, our all-employee share

plan that grants eligible employees shares in Weir at no cost.

We ran our regular all-employee engagement survey and

shared the results and priorities for action on a global and

local level to ensure that colleagues understand the priorities

for improvement both across Weir and at their location.

à Read more about the Board's approach to employee

engagement and activities led by the designated

Non-Executive Director in the year on pages 84 to 87

Customers

Customers are partners in our success, driving our growth

and informing our technology and sustainability priorities. We

want to be an innovation partner for sustainable mining, with

strong relationships at multiple levels at our customers. By

embedding our sales and engineering teams close to them

on mines across the globe, we develop effective working

relationships and gain insights to inform our strategy.

What matters to them

Our customers want a supplier that understands and

responds to their challenges with reliable high performance

solutions that support their safety and productivity goals and

that provides them with the lowest total cost of ownership.

They also turn to Weir as a strategic innovation partner for

sustainable mining to help support their social licence to

operate and their sustainability ambitions. Our proximity to

customers is crucial as downtime and breakdowns can be

critical. They also rely on our technical expertise and deep

industry understanding as we partner with them to develop

and commercialise solutions for their biggest challenges.

2024 engagement activities and outcomes

Colleagues continued to support customers across the globe

with their productivity and sustainability challenges. This

included day-to-day interactions by our local teams with

mine-site customers as well as meetings and discussions

involving leadership at Weir and our customers that deepen

our strategic relationships. We’ve worked with customers on

field trials of our latest solutions and innovations, and

continued to work with strategic partners, such as Eriez, to

advance our customer value proposition.

To remain close to our customers, we develop our network

of facilities. We opened a new service centre in Port Hedland,

Australia to support customers and their operations across

the Pilbara region. We also expanded our global foundry

network with a new facility in Xuzhou, China. The foundry

manufactures ESCO® ground engaging tools (GET) and gives

us additional manufacturing flexibility for GET to serve our

global customers.

Using feedback from our engagements with customers,

in June we introduced a new brand strategy focused on

supporting their short and long-term productivity and

sustainability goals.

Shareholders

Our shares are listed on the London Stock Exchange and we

raise debt from banks and through listed bonds. Our equity

and bonds are owned by investors in the UK, US, Europe and

other regions and we engage with, and provide information

to, them through our investor relations programmes and

communications.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 20

Our stakeholders

continued

What matters to them

Our shareholders are concerned with our financial and

operational performance, our business strategy and total

shareholder returns. They want to understand our business

and how we create value. Our approach to sustainability

and our environmental, social and governance (ESG)

performance are also important.

2024 engagement activities and outcomes

We engaged with more than 60% of our shareholder base

and a number of prospective investors in 2024. Meetings took

place with investors in the UK, North America, Australia and

Europe and covered a wide range of topics including

strategy, financial performance, our Performance Excellence

transformation programme, sustainability and

remuneration-related matters. Additionally, a number

of investors also attended the MINExpo industry event

in September.

Suppliers

Our global network of suppliers is critical in supporting robust

supply chains that allow us to serve our customers and

operate efficiently.

What matters to them

Our suppliers want to understand how to support us through

delivering reliable, high quality and competitively priced

products and services, and engage with us on innovations

and technology developments. Effective collaboration, good

communication and transparent partnerships are important

to them, and they are concerned with sustainability,

compliance and ethical practices.

2024 engagement activities and outcomes

We worked positively and collaboratively (divisionally

and functionally) on tactical matters such as quality and

improvements to suppliers' manufacturing processes.

We also engaged on health and safety, modern slavery laws

and anti-bribery and corruption laws. We engaged through

technology and R&D collaborations on topics relevant to our

longer-term technology and sustainability ambitions. With

the roll-out of Weir Business Services this year, we also

engaged with suppliers of our HR, Finance and IS&T global

business services. Engagements typically take the form of

virtual and face to face meetings.

Communities and environment

Why is this stakeholder group important to us?

Contributing to our local communities is core to our

sustainable business practices. Our communities serve as

integral partners, providing a skilled workforce and fostering

innovation. We build relationships through community

engagement to promote long-term resilience and growth

both for Weir and the communities we operate in.

What matters to them

Our communities want us to provide safe and attractive

employment opportunities together with investment and

support for local initiatives and education. They expect us to

demonstrate strong social responsibility and deliver on our

sustainability and environmental goals.

2024 engagement activities and outcomes

We believe that our colleagues best understand the needs

of their communities at a local level and engagement in 2024

has continued to be led by our sites across the globe. There

have been many examples of outreach initiatives,

educational seminars and support, including financial

support, for important areas such as safety, health, diversity

and inclusion, and sustainability. We provided employment

to c.12,000 people in over 50 countries worldwide, including

through our apprenticeship programmes.

à Read more about our community engagement activities

and outcomes on our website: global.weir/communities

Governments and NGOs

We develop relationships with governments and

non-governmental organisations (NGOs) to ensure we

stay abreast of developments in regulatory compliance

and responsible corporate practice. It also enables us to

contribute to the debate on industry-specific topics relating

to sustainable mining. At a local level, we engage on

operating frameworks, environmental standards, worker

safety and ethical conduct.

What matters to them

The role of mining in the energy transition and how

technology enables that, together with mining’s social licence

to operate, are a major focus of governments and NGOs at a

global and local level.

In parallel, understanding the employment opportunities

we provide and the future skills we need are also important.

They want to know we are an ethical and responsible

business and a good employer.

2024 engagement activities and outcomes

We engaged with governments, key NGOs, trade bodies and

research organisations throughout the year on topics

including safety, manufacturing and sustainable mining.

Through our partnership with CEEC International, we are

participating in its recently launched Global Water Initiative,

a groundbreaking collaboration to drive action to ensure

responsible water use within the industry.

We have continued to engage with organisations on

education and skills, including with science, technology,

engineering and maths (STEM) skills, to promote STEM

education and opportunities, particularly for women and

other under-represented groups. Our Young Weir-Wise

Discovering Engineering programme, delivered in

partnership with the University of Strathclyde, UK, welcomed

300 girls from schools across Scotland. An additional one-day

virtual event was attended by a further 100 pupils, making

the programme even more accessible.

Section 172 statement

In accordance with the requirements of Section 172

of the UK Companies Act 2006 (the Act), the Directors

consider that, during the financial year ended

31 December 2024, they have acted in a way that they

consider, in good faith, would most likely promote the

success of the Company for the benefit of its

members as a whole, having regard to the likely

consequences of any decision in the long term and

the broader interests of other stakeholders, as

required by the Act.

For more information in support of this statement, see

‘Board activities and principal decisions made in 2024’ on

pages 81 to 82 and 'Wider stakeholder engagement by

the Board' on page 87.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 21

We are Weir strategy

Our strategic framework

Our commitments

We commit to…

Our We are Weir strategy for sustainable mining

Growth

Outgrowing our markets

Margins

Expanding our margins

Returns

Converting earnings into cash and returns

Resilience

Providing resilience and predictability

Sustainability

Delivering for people and planet

à Read more on page 7

sets out our ambition for how we deliver

excellent outcomes for all our stakeholders.

It centres around four strategic pillars – People,

Customer, Technology and Performance – and has

our purpose and our sustainability strategy at its core.

It also sets out our values and defines our culture,

guiding how we behave and how we work.

It incorporates our business model and, taken

together, this is how we deliver excellent outcomes

for our stakeholders.

à Read more on pages 23 to 34

Our business model

We deliver…

Our aftermarket-focused model delivers sustainable

compounding growth.

à Read more on pages 17 to 18

Our values We believe in... – Thinking safety first – Delighting your customer – Respecting each other – Doing the right thing – Aiming high Our culture We work this way... – We always seek to improve and innovate – We care for, challenge and encourage each other – We’re passionately, authentically ourselves – We work together to enhance our global communities – We speak up and take ownership for our shared success – We can’t wait

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 22

Sustainability at the core

Sustainability is at the core of our We are Weir strategy. We are leading by example to deliver sustainable Weir and working in

partnership with customers to accelerate sustainable mining.

Deliver sustainable Weir

Deliver sustainable Weir focuses internally on

our people, operations and ways of working.

Champion zero harm

– Champion a zero harm workplace where

everyone goes home safe and healthy

– Build a world class safety culture

– Prioritise employee health and wellbeing

– Safeguard the environment in and around

our operations

à Read more on pages 32 to 33

Nurture our culture

– Nurture our culture to inspire our people to

do the best work of their lives

– Maintain strong engagement

– Grow and develop our talent

– Build a truly inclusive, diverse and

equitable culture

à Read more on pages 32 to 33

Reduce our footprint

– Actively reduce our footprint to minimise

our impact on the environment

– Reduce energy and CO2e in our

operations

– Rethink, reduce, reuse and recycle to

minimise our waste

– Responsibly manage water, prioritising

water stressed operating locations

à Read more on pages 46 to 58

Strengthen our foundations

– Strengthen our foundations to meet

expectations of all responsible businesses

– Employ responsible business and supply

chain practices

– Create high quality sustainability data,

systems and assurance

– Transparently report ESG strategy, goals

and progress

à Read more on page 57

In support of UN Sustainable

Development Goals (SDGs)

Champion zero harm

– Champion zero harm is just as

important on our customers’ sites,

both in the safety-first behaviours

and actions of our people and our

product design and stewardship

à Read more on pages 32 to 33

In support of UN Sustainable

Development Goals (SDGs)

Accelerate sustainable mining

Accelerate sustainable mining focuses

externally on solving our customers’ biggest

sustainability challenges

Use less energy

– Innovate solutions to use less energy,

helping customers reduce both costs and

CO2e emissions

à Read more on pages 26 to 27

Use water wisely

– Tailor customer solutions to use water

wisely by reducing consumption,

increasing recovery and introducing

water-free process steps

à Read more on pages 26 to 27

Create less waste

– Create less waste by helping customers

manage tailings more safely and

sustainably, and considering the circularity

of our product

à Read more on pages 26 to 27

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 23

Strategic progress

Customer

We will be the most admired business in our sector.

Working in partnership, we deliver distinctive solutions

and compelling value.

Being close to our customers - in terms of both

physical proximity and our understanding of their

challenges - is a significant strength for Weir. No

one serves more mines than Weir and we pride

ourselves on being no more than 200km away

from any major mine in the world. Our voice-of-

customer-led strategic growth initiatives ensure

we have the best performing products and

sustainable solutions in the market, underpinning

our commitment to outgrow our markets

through the cycle.

A strategic partner in mining technology solutions

The global mining industry that we serve is in a period of

change – it needs to scale up and clean up to deliver more of

the critical metals needed for the energy transition, and it

needs to produce those metals in a more sustainable way.

This presents a compelling growth opportunity for Weir –

providing the end-to-end solutions that will accelerate the

shift to more sustainable mining. Our new brand strategy –

mining technology for a sustainable future – is designed to

ensure that our customers look to us to help them achieve

their ambitions as the world transitions to a low carbon

future. Launched in June 2024, the brand strategy positions

us to lead in the new mining era.

2024 performance

Outgrow our markets through voice-of-customer-

led initiatives

We have made good progress across our strategic growth

initiatives, supporting customers with solutions for their

challenges in each process stage – extraction, comminution,

processing and tailings.

At the extraction stage, we maintained leadership in our core

ESCO® branded ground engaging tools (GET) technology,

winning 118 net major diggers in the year. In September,

we delivered the full commercial launch of ESCO® NexsysTM,

our next generation lip and GET system and secured several

orders in the final quarter of the year.

We gained further traction with our innovative end-to-end

integrated solutions for comminution, processing and

tailings, demonstrating that customers are increasingly

looking for mining technology solutions that address both

productivity and sustainability challenges. Successes during

the year included two significant new orders for major

greenfield projects. A £53m order to supply industry-leading

fine grinding solutions to Barrick Gold's Reko Diq copper-gold

project in Pakistan was closely followed by a £25m order from

OCP Group for phosphate projects in Morocco. Our strategic

alliances with other mining technology providers, such as

Eriez, are developing well and we are leveraging our

combined strengths to deliver industry-leading solutions

to customers, such as those described above.

	Strategic initiatives – Outgrow our markets through voice-of-customer- led initiatives – Solve our customers' biggest smart, efficient and sustainable challenges – Show leadership in our industries' pathway to net zero
	Link to sustainability strategy
		Use less energy
		Use water wisely
		Create less waste
	Customer KPIs
	Revenue in 2024		£2.5bn (2023: £2.5bn)
	à Read more on pages 35 to 36
	Related principal risks
	à Read more on pages 59 to 70

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 24

Strategic progress

Customer continued

At a product level, we achieved further market share gains

in large WARMAN® pumps, converting over 90% of our

competitive field trials, and saw growth in demand across our

range of aftermarket products. The phasing of large original

equipment shipments from Q4 2024 into Q1 2025 held back

year-on-year revenue growth in 2024.

Solve our customers’ biggest smart, efficient and

sustainable challenges

Helping our customers scale up and clean up is more

relevant than ever and in putting our sustainability strategy at

the heart of our We are Weir business strategy this year, we

have amplified efforts that accelerate sustainable mining for

our customers. We have made good progress towards our

remuneration-linked sustainability goals and KPIs centred

around helping customers use less energy, use water wisely

and create less waste.

Use less energy

Following completion of our pioneering study on avoided

emissions that we launched at COP28 at the end of 2023,

we continued to build out our work on avoided emissions to

unlock the significant opportunities to reduce energy use and

emissions in minerals processing. Our 2023 study1 focused

on the avoided emissions impact of our redefined solutions

for the comminution process, which can reduce energy use

by 40% and avoid up to 50% CO2e at 20% lower operating

costs compared to conventional technology. In 2024, we

broadened the scope of our assessment to include the

GEHO® pump range. Our sustainability KPI of avoided

emissions through customers' use of energy efficient

solutions is to increase avoided emissions against our 2023

baseline. In 2024, we increased overall avoided emissions by

171% to 442,894 tCO2e (2023: 163,564 tCO2e) including an

increased contribution from energy efficient comminution

solutions as well as 12,786 tCO2e from the addition of

GEHO® pumps. Read more on page 47.

Use water wisely, create less waste

Water is fundamental to the way in which minerals are

processed but in some parts of the world there is too little

and in others there is too much. Similarly, safe storage of

tailings waste presents a major challenge to the sector

and today, over 90% of waste rock ends up in the tailings

waste stream.

As such, water use and waste are among our customers'

biggest challenges and both are a priority topic in our own

technology strategy and sustainability materiality matrix.

We already optimise our products according to water

availability at our customers’ operations and are developing

more transformational solutions. To support this, we are

defining specific milestones for water optimisation. This has

been informed by our involvement in the Global Water

Initiative, a collaboration with CEEC International where we are

making good progress in outlining actions to develop

optimised flowsheets for water-related challenges in mining.

Our transformational flowsheets for tailings management

help miners reduce, rethink and repurpose their tailings and

during the year, we have defined specific milestones that

provide a baseline for us to begin to measure customer

waste impact in 2025.

Supporting customers to improve health and safety

Our zero harm culture is just as important on our customers'

sites, so we embed product stewardship within our SHE

Management System to ensure we take a cohesive and

consistent approach to support customer health and safety.

Show leadership in our industry's pathway to net zero

We completed research to inform a new brand strategy

using input from customers, our senior managers and our

employees. The new brand strategy, launched in June 2024,

supports our ambition to lead in the industry and helps boost

recognition and traction of our end-to-end technologies. We

are uniting across all our global businesses under a single

external facing brand – Weir – underpinned by our signature

product brands.

As we build our refreshed brand, we have reinvigorated our

engagement with customers and other stakeholders on

sustainability, innovative integrated solutions and intelligent

digital automation in mining. We will expand this work in 2025

to support our strategic goals.

Developments in early 2025

In January 2025, we agreed to form a new joint venture with

Olayan Saudi Holding Company to provide mining

technology solutions in Saudi Arabia. This new partnership will

leverage the combined strengths of both organisations to

serve the Kingdom's rapidly expanding mining market.

	Link to remuneration - 2024 scorecard
	Strategic measures
	Execute our strategic growth initiatives	ò	ò	ò
	Capture value from new strategic alliances			ò
	Position Weir as a mining technology solutions partner			ò
	ESG measures
	Customer avoided emissions			ò
	Customer water optimisation			ò
	Customer waste impact			ò
	à Read more on pages 133 to 136
	Rating key ò   Outcome achieved meets or exceeds on-target ò   Outcome achieved is between threshold and on-target ò  Outcome achieved is below threshold
	2025 bonus measures
	Strategic measures
	Execute our strategic growth initiatives
	Position Weir as a mining technology solutions partner
	Refresh key account strategy
	ESG measures
	Customer avoided emissions
	Customer water and waste impact
	à Read more on page 120
	1. global.weir/newsroom/global-news/new-study-by-weir-highlights- big-energy-saving-opportunity-in-mining/

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 25

Strategy in action

Customer case study

Transforming

mining processes

Mining needs to scale up and clean up to deliver the metals

required for the energy transition. By redefining key mining

processes, we are helping customers boost productivity and

sustainability – a win-win for them and for the planet.

Weir has channelled its engineering

expertise to tackle one of the most energy

hungry processes in mining – a process

called comminution that is used to crush

rocks into tiny particles. It is estimated that

comminution in mining consumes up to 3%

of primary energy globally each year1.

Weir has partnered with customers and

other innovators to develop a redefined

process that can cut energy consumption in

comminution by up to 40% and avoid up to

50% CO2e emissions per tonne of ore versus

conventional technology. Importantly, there

is no trade off elsewhere as the redefined

process uses less water too.

These are big numbers. Weir has validated

the potential impact of its redefined process,

studying the energy savings and avoided

emissions it can deliver2.

This is not a solution for the mine of the

future, it’s for the mine of today. The process

is already operational at Iron Bridge,

Fortescue Metals Group’s (FMG’s) large iron

ore mine in Australia. Most recently, it has

also been selected for Barrick’s Reko Diq tier

one copper-gold project in Pakistan – a

£53m contract win for Weir in 2024. The Reko

Diq project is located in one of the hardest to

reach locations in the world, making energy

a premium on site. The project is another

real-world reference for our technology and

illustrates its versatility across geologies.

This is not the mine of the future.

Find out more about how Weir is

transforming mining processes today.

Find out more:

global.weir/transforming-

flowsheets

This redefined process demonstrates the

substantial opportunity for the global mining

industry to help meet demand for critical

metals and make a material contribution to

CO2 emissions reduction, all in one.

>100%

increase in production required by 20503

up to 3%

global primary energy consumed

in comminution3

up to 40%

reduction in energy use4

up to 50%

of CO2e emissions avoided4

20%

lower operating costs4

1. https://www.ceecthefuture.org/resources/mining-

energy-consumption-2021

2. global.weir/newsroom/global-news/new-study-by-

weir-highlights-big-energy-saving-opportunity-in-

mining/

3. IEA, Global Critical Minerals Outlook 2024.

4. Versus conventional technology.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 26

Strategic progress

Technology

We shape the next generation of smart, efficient and

sustainable solutions with cutting-edge science and our

tradition of innovation.

Technology leadership lies at the heart of

our success and we are investing in the

development and commercialisation of

transformative new sustainable technologies

that will drive future growth.

Technology strategy drives growth

Weir’s mining technology operates in some of the harshest

conditions on earth and where downtime can cost our

customers tens of millions of dollars a day. Our core value

proposition is lowest total cost of ownership or TCO. Our

products operate more efficiently, so use less energy and

water, and last longer than alternative solutions. As a result,

spare parts need to be replaced less frequently.

These characteristics stem from our world class engineering

and materials science, manufacturing know-how and deep

customer insight, increasingly enabled by intelligent

automation. We have some of the world’s leading

metallurgists, materials scientists, data scientists and foundry

experts in our team, and our exotic alloys and specific

foundry processes give our products their extended,

best-in-class wear life.

Higher performing, longer lasting products bring inherent

sustainability benefits too. Embodied carbon emissions are

lower because less metal is being poured, less waste is being

created and less carbon is expended in supply chains.

In addition, given the critical role of mining as an enabler in

the energy transition and the industry’s imperative to scale

up and clean up, we are investing in R&D to deliver innovative

transformational technology solutions aligned to our

customers’ biggest priorities that are to:

– move less rock;

– use less energy;

– use water wisely;

– create less waste; and

– boost with digital.

These themes are the framework for our technology strategy

and we use them to prioritise and allocate our engineering

and R&D resources to address our customers' needs.

With clear customer priorities and a compelling mandate

to make mining more sustainable, we continue to target

investment in R&D of 2% of revenue, differentiating ourselves

further and prioritising spend based on voice-of-customer

feedback and projects. These include:

– protecting our core business – through investments in

materials science and core engineering capabilities; and

– developing new products and solutions that will address

our customers' biggest sustainability challenges.

	Strategic initiatives – Invest in innovating transformational solutions – Digitally enable everything we do – Create new business and business models from data and insights
	Link to sustainability strategy
		Use less energy
		Use water wisely
		Create less waste
	Technology KPIs
	R&D investment as a percentage of Group revenues in 2024		1.9% (2023: 1.8%)
	à Read more on pages 35 to 36
	Related principal risks
	à Read more on pages 59 to 70

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 27

Strategic progress

Technology continued

In parallel, we are also adding new capabilities in areas such

as digital, data management and AI. Furthermore, strategic

alliances and acquisitions have further accelerated our

organic strategy and we continue to manage a pipeline

of inorganic opportunities.

Our R&D strategy is very clear. We will continue to invest to

protect our core value proposition, while increasing spend

to address our customers' biggest challenges and drive our

future growth.

Transformative solutions deliver

compounding benefits

Many of our current growth initiatives are supported by new

innovations that already align to one or more of the key

customer themes in our technology strategy. Our range

of more nascent technologies has the potential to deliver

further growth and is similarly aligned.

However, the most exciting opportunity for Weir and our

customers comes from integrating proven technologies in

innovative new ways. By packaging technologies together,

right across the mine, we can create solutions that will deliver

compounding benefits – driving productivity up, and

environmental footprint down. Our digital insights ensure

processes are optimised, which together with our sustainable

hardware solutions, will significantly reduce energy and water

consumption, and create less waste. These transformative

integrated solutions are set to be key growth drivers for

Weir in the years ahead and will further expand our

technology leadership.

2024 performance

Invest in innovating transformational solutions

Through our technology strategy, we have prioritised

technology development, R&D and engineering resources in

line with our customers’ sustainability challenges – to move

less rock, use less energy, use water wisely, create less waste

and boost with digital. Revenue from new products

introduced in the last five years was lower in 2024 at £144m

(2023: £154m) reflecting product development cycles and

the phasing of new product introductions. We continued to

collaborate with customers around the world to develop

transformational flowsheets that make mining more

sustainable. R&D investment in the year of £46.5m (2023:

£46.4m) was 1.9% (2023: 1.8%) of revenues.

Digitally enable everything we do

We continued to invest in leveraging digital technologies to

improve the productivity and sustainability performance of

our customers' operations. Integration of the SentianAI

platform (acquired in November 2023) with our proprietary

Synertrex® platform, has accelerated our digital capabilities. 

In September, we launched a new digital brand –

NEXT intelligent solutions - that transforms our process

optimisation services into real-time digital solutions for

our customers. Uptake increased substantially this year

and we now have installations of NEXT intelligent solutions

at over 100 mine sites.

Create new business and business models from

data and insights

Our combined ESCO® and MOTION METRICSTM offer continues

to deliver significant safety and efficiency benefits for

customers. In 2024, we have added to our global installed

base of MOTION METRICS™ systems and rolled out a new

subscription-based offering to customers.

Technology improvements included a new MOTION METRICS™

payload monitoring solution, designed to optimise truck

loading and improve haulage efficiency for customers.

Field trials are proving the value of our vision-based sensing

technology, underpinned by AI, including in other

applications in the mine, such as ore sorting and

characterisation. These have the potential to significantly

improve the sustainability footprint of mining.

	Link to remuneration - 2024 scorecard
	Strategic measures
	Revenue from new products			ò
	Digitise our current business model		ò	ò
	Execute our Enterprise Technology Roadmap to plan			ò
	ESG measures
	Progress our priority R&D projects			ò
	à Read more on pages 133 to 136
	Rating key ò   Outcome achieved meets or exceeds on-target ò   Outcome achieved is between threshold and on-target ò  Outcome achieved is below threshold
	2025 bonus measures
	Strategic measures
	Revenue from new products
	Boost with digital
	Execute our Enterprise Technology Roadmap to plan
	ESG measures
	Progress our priority R&D projects
	à Read more on page 120

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 28

Strategy in action

Technology case study

How the best 'GET's

even better

Our ESCO® GET systems are the market leader, used by

customers across the globe to tackle their toughest excavation

challenges. In 2024, we launched ESCO® NexsysTM – our next

generation of GET technology.

The next evolution of ground engaging tools

is here.

Read more about our next

generation ESCO® NexsysTM

GET for excavation.

+15%

increase in tooth wear life versus our

previous system

est. 40%

reduction in overall lip maintenance time over

a five-year period (current rebuild intervals)

Our ESCO® ground engaging tools – or GET –

are at the front line in the excavation

process and as such, they must withstand

some of the harshest conditions on the mine.

Durability, safety, wear life and ease of

maintenance are the hallmarks of performance

that our customers demand and so we

continue to invest in our technology to

maintain our competitive edge.

2024 marked the culmination of five years of

work to raise the bar on GET performance.

From the lab to the foundry floor, our

engineers combined their expertise in

metallurgy, engineering design and

manufacturing to develop the new system.

In the field, engineers and technical services

representatives worked on field trials with

our customers to track system performance

and monitor feedback.

The results are impressive. In trials at an iron

ore mine in Brazil, even in the toughest

digging conditions, after six months of

continuous operation, the ESCO® Nexsys™

system delivered significant performance

advantages over the competitive systems.

The longer component life of the new

system improved machine production,

lowered maintenance costs and minimised

worker exposure to the hazards associated

with maintenance work.

The ESCO® Nexsys™ system is one of the

most advanced available for rope shovels,

delivering exceptional performance and

durability for our customers, improving

productivity, enhancing sustainability and

reducing their total cost of ownership.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 29

Strategic progress

Performance

We deliver excellence for all of our stakeholders, through

strong leadership, performance culture and rigorous

standards of governance.

A performance mindset underpins our

commitment to deliver excellent outcomes for

all our stakeholders. We are taking Weir from

good to great and an even better place to work,

driving strong and sustainable financial

outcomes to support future growth, while

reducing our own environmental impact.

Transforming Weir through Performance Excellence

Performance Excellence is our business transformation

programme. Launched in 2022, it is optimising the structure

of our operations and driving synergy across our processes,

creating the platform for compounding growth in the

years ahead.

The programme centres around three key pillars. The first is

capacity optimisation where we are focusing on

opportunities to consolidate in some areas to be closer to

our customers and better service their needs. The second

pillar is lean processes, driving these across our

manufacturing operations and global value streams, and

building on our culture of continuous improvement. The third

pillar is functional transformation, bringing a consistent global

business services approach for support functions, while

leveraging foundational systems and technology.

Performance Excellence is also providing clearer, simpler

ways of working and new development opportunities for our

teams. In addition, it is helping us better serve our customers

and ensuring we realise the full potential of our business.

2024 performance

Drive clean, lean and agile operations and supply chain

Capacity optimisation and lean processes

Performance Excellence continues at pace and during the

year we recognised the benefits of capacity optimisation

projects launched at the start of the programme. These

include the consolidation of several of Minerals Division’s

manufacturing facilities in the US and APAC as well as

optimisation of its Australian service centre and Latin

American distribution footprints. The Division also continued

to embed its lean programme, Weir Integrating Network

System (WINS) to drive reductions in overall material cost and

quality improvements. ESCO Division opened its new, highly

efficient foundry in Xuzhou, China and made good progress

in improving operational and quality metrics at its North

American foundries. We also made good progress in

completing the next phase of Performance Excellence

projects, with savings to be realised over the course of 2025.

This includes the reorganisation of our Minerals Europe,

Middle East and Africa (EMEA) region, the launch of

configure-to-order platforms for our equipment, and site

consolidation of our facilities in Turkey.

Reducing our footprint

We have set ambitious emissions reduction targets for

scopes 1, 2 & 3 that were approved by the Science Based

Targets initiative (SBTi) in March 2023. We track climate

risks and opportunities annually as part of our strategic

planning process.

	Strategic initiatives – Drive clean, lean and agile operations and supply chain – Deliver high quality, efficient back office functions – Expand margins and deliver strong cash conversion
	Link to sustainability strategy
		Reduce our footprint
		Strengthen our foundations
	Performance KPIs
	Adjusted profit before tax1,2		£428m (2023: £411m)
	Free operating cash conversion		102% (2023: 85%)
	Adjusted operating margin1,2,3		18.8% (2023: 17.1%)
	à Read more on pages 35 to 36
	Related principal risks
	à Read more on page 59 to 70
	1. Continuing operations. 2. Profit figures before adjusting items (note 2 of the Group Financial Statements). 3. 2023 restated at 2024 average exchange rates

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 30

Strategic progress

Performance continued

We continued to drive down CO2e emissions across our

facilities, achieving a cumulative 27% absolute reduction in

our scope 1&2 market-based emissions since 2019, keeping

us on track to achieve our goal of a 30% reduction by 2030,

versus our 2019 baseline.

Our absolute scope 1&2 footprint in 2024 is133,488 tonnes

CO2e (2023: 142,213 tonnes CO2e) down 6% on the prior year.

In line with our Transition Plan, we are focusing on energy

efficiency initiatives and increasing low carbon electricity

supply to meet our 2030 target. Renewables now make up

31% of our total electricity supply (2023: 23%), and 12% of our

total energy (2023: 9%) supported by initiatives in 2024

including the installation of solar panels at our operations in

Kalgoorlie, Australia and Monterrey, Mexico. We continue to

disclose to CDP Climate to show corporate transparency on

our climate change performance (see page 121). Our CO2e

reporting is externally assured as part of our assurance

roadmap described on page 55.

à Read more about our Transition Plan and how we manage

climate risk on page 52

Alongside our focus on reducing greenhouse gas emissions,

we are also driving responsible water use and waste

reduction initiatives across Weir. We continue to develop

water stewardship programmes in all water-stressed

locations, aligning with the Alliance for Water Stewardship

Standard, and in 2024 we extended our CDP disclosures to

also address questions relating to water. Waste reduction

initiatives are focused on the most significant waste streams

in our operations – namely sand, metal scrap, elastomer

scrap and dust. In 2024, 82,419 tonnes of scrap metal were

reused in our foundries across both Divisions (2023: 80,066

tonnes). Our approach to managing water and waste in our

operations is underpinned by our SHE Management System

and further information on that approach is available on

our website.

Sites around the world continue to focus on projects towards

our goal to deliver sustainable Weir. An energy management

system introduced at our foundry in South Africa is delivering

significant cost and energy savings, while our facility in

Malaysia is benefiting from taking an holistic approach to

optimising its energy, water and waste:

global.weir/sustainability/accelerate-sustainable-mining/

Deliver high quality, efficient back office functions

Through the functional transformation pillar of Performance

Excellence we have created Weir Business Services (WBS),

bringing together Finance, HR and IS&T transactional

processes under a global shared business services model,

and focusing our functions on activities that support business

growth. During 2024, we delivered a phased transition to WBS

across all three functions and are now embedding new, more

effective and efficient ways of working.

Expand margins and deliver strong cash conversion

On a constant currency basis adjusted operating profit grew

9% year-on-year, and adjusted operating margins were

18.8%, up 170bps on the prior year. Expansion in operating

margin arose from very strong execution within Performance

Excellence workstreams and movement in Minerals revenue

mix towards aftermarket.

Free operating cash conversion for the year increased to

102%, which is above our 2024 target range of 90% to 100%,

benefiting from a strong reduction in working capital driven

by lean projects within Performance Excellence. Our strong

cash generation from the first half continued through the

second half of the year and overall represents a significant

17 percentage point improvement on the prior year.

Working capital as a percentage of sales reduced to 20.7%

(2023: 21.3%).

We made significant progress in our Performance Excellence

programme in 2024 delivering cumulative savings of £29m,

ahead of expectations. The cash outflow for the programme

was £28m. We have upgraded our total Performance

Excellence savings target to £80m in 2026, with £20m of

incremental savings expected in 2025. This is supported by

additional capacity optimisation and lean process

opportunities that have been identified as the programme

progresses.

Overall, we expect the benefits of Performance Excellence to

drive further margin expansion and move our operating

margins sustainably beyond 20%, while our strong cash

generation and balance sheet give us optionality to allocate

capital, compounding total shareholder returns.

	Link to remuneration - 2024 scorecard
	Strategic measures
	Improve our lean processes	ò
	Optimise our capacity	ò
	Functional transformation, including Weir Business Services	ò
	ESG measures
	Reduce scope 1&2 CO2e vs 2019 base aligned to SBTi	ò
	Develop and implement ESG data assurance roadmap	ò
	Further integrate climate risk/opportunity in strategic planning	ò
	à Read more on pages 133 to 136
	Rating key ò   Outcome achieved meets or exceeds on-target ò   Outcome achieved is between threshold and on-target ò  Outcome achieved is below threshold
	2025 bonus measures
	Strategic measures
	Improve our lean processes
	Optimise our capacity
	Functional transformation
	ESG measures
	Reduce scope 1&2 CO2e vs 2019 base aligned to SBTi
	Implement ESG data assurance roadmap
	à Read more on page 120

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 31

Strategy in action

Performance case study

From good to great

with Performance Excellence

Launched in September 2022, Performance Excellence is delivering ahead of our expectations.

It is streamlining our operations and creating the scalable platform to move our operating margins

sustainably beyond 20%.

Performance Excellence is our business

transformation programme to take Weir

from a good business to a great business,

and an even better place to work. Its focus is

on driving efficiency in all that we do,

supporting margin expansion and cash

conversion, creating the platform for the

future growth of Weir.

The programme has three pillars:

– capacity optimisation focuses on keeping

us close to our customers through service

centres and foundry optimisation

programmes, improving working

environments for our people and

enhancing returns for our business;

– by embedding a philosophy of lean across

Weir we are cutting out waste from our

processes and delivering value chain

excellence; and

– functional transformation is delivering a

global approach for core activities across

Finance, HR and IS&T, supported by

common technology systems, to provide

excellent internal customer service and

drive business growth.

2024 marked an important milestone

as we officially opened a brand

new US$60m state-of-the-art

manufacturing facility for ESCO®

products in Xuzhou, China – a facility

that has set new standards for Weir in

terms of efficiency and sustainability,

supporting the delivery of Weir's

commercial and ESG goals.

Since launching Performance Excellence

we’ve built great momentum and the cost

savings delivered are ahead of our

expectations. We’ve seen the scope of

existing projects expand and a number of

new projects identified. As a result, we now

believe we can deliver even greater benefits

to our business and we are upgrading our

savings goal for 2026.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 32

Strategic progress

People

We are a global family. We are proud of our unique blend

of talent, technology and culture. We are here to inspire

our people to do the best work of their lives.

Weir has always been a values-led business.

Our new brand – mining technology for a

sustainable future – is focused on delivering

against our ambitions for our sector, technology

and financial returns, while supporting our

culture, values and our focus on creating a safe,

diverse, inclusive and equitable workplace.

2024 performance

Deliver on zero harm for our people and the environment

Our goal is a zero harm workplace where everyone goes

home safe and healthy, and we believe that people's safety,

physical and mental health and wellbeing are all connected.

Recognising these zero harm ambitions, we have ‘thinking

safety first’ as one of our core values within our We are Weir

framework. Within our sustainability strategy, ‘champion zero

harm’ is a distinct part of our ‘deliver sustainable Weir’

priority areas.

Safety performance

In April, tragically one of our colleagues suffered a fatal

accident while at work. Since then, we have held safety stand

downs to discuss the learnings and re-emphasise that safety

must always come first. Overall in 2024, lost time accident

numbers were flat year-on-year and our total incident rate1

(TIR) was unchanged at 0.42 (2023: 0.42).

We have taken steps to renew our emphasis on driving a zero

harm safety culture and engage our teams. Under our Zero

Harm Behaviours framework, sites continued to complete

improvement actions identified during gap analysis

workshops in 2023 and we included a new question on

supervisor involvement in our employee engagement

survey, which has given us actionable insights on

improvement areas. Our SHE learning programme, which

includes learning relating to our SHE protocols and life saving

behaviours, supported employees' knowledge and

understanding. Additionally, we have appointed a new role,

Senior Director of Group Safety, Health and Environment,

reporting to the CEO, to ensure we enhance the level of focus

and commitment needed to deliver our zero harm ambitions.

Prioritising wellbeing

We have continued to prioritise employees’ wellbeing

supported by our health and wellbeing framework. Our

progress was again recognised when we were named top

improver in the CCLA corporate mental health benchmark, an

assessment of how leading UK-based businesses are

managing and reporting on workplace mental health.

Our website includes more information on local initiatives in

support of the framework and our policies, which highlight

our commitment to a supportive culture for workplace

mental health: global.weir/careers/health--wellbeing

	Strategic initiatives – Deliver on zero harm for our people and the environment – Accelerate our purpose-driven culture and lead in inclusion, diversity and equity – Create talent and capabilities for the future
	Link to sustainability strategy
		Champion zero harm
		Nurture our culture
	People KPIs
	Total incident rate1		0.42 (2023: 0.42)
	Employee net promoter (eNPS) score2		47 (2023: 48)
	% female representation		19% (2023: 19%)
	à Read more on pages 35 to 36
	Related principal risks
	à Read more on pages 59 to 70
	1. Total incident rate is an industry standard indicator that measures lost time and medical treatment injuries per 200,000 hours worked. 2. eNPS (employee net promoter score) is an index used to measure employee satisfaction levels. 3. Based on Peakon’s manufacturing sector benchmarks.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 33

Strategic progress

People continued

Managing safety, health and environment (SHE)

Our 'Zero Harm. Every Day.' guide sets out our approach to

managing SHE risk and includes our Zero Harm Behaviours

framework and SHE Management System (see page 58).

It must be followed by all sites and includes SHE standards

and protocols that are aligned to ISO 14001 and 45001.

We also maintain certification to ISO 14001 and 45001 in

applicable Weir sites, defined according to a site's risk profile,

with an accreditation rate of 67% in 2024 (2023: 65%).

Our SHE Management System also details minimum

standards for controlling environmental risks to air, land and

water. During the year ended 31 December 2024, there were

no significant environmental incidents, penalties or fines

reported at sites under our operational control. Further

aspects of how our zero harm culture is developed and

managed are outlined on page 57.

Accelerate our purpose-driven culture and lead in

inclusion, diversity and equity (ID&E)

In August, we ran our ninth global employee survey with

participation levels at an excellent 88%. Our employee net

promoter score2 (eNPS) of 47 is in the top quartile of Peakon’s

manufacturing benchmark3. The survey feedback, which also

included over 62,000 comments from employees, provides

valuable insight on what we do well and where we could do

better, with improved feedback on engagement drivers such

as SHE involvement and sense of belonging.

à Read more about the outcomes of our employee

engagement on pages 84 to 86

ID&E is driven by our values and we believe it is essential for

sustainable business success. During 2024, we created a new

ID&E Steering Committee of representatives from our senior

leadership team. The Committee is driving strategic

integration and embedding ID&E into our business strategy,

putting responsibility and accountability with leaders for

championing the business case for ID&E. By engaging across

Weir, the goal is to embed inclusion as a business-wide

priority, with everyone contributing to our inclusive culture.

The Committee has prioritised inclusive leadership, hiring,

learning and communications, and good early progress has

been made on each of these focus areas.

Our employee-led affinity groups have continued to be

highly active in 2024, expanding their global reach. Females

represented 19% of employees in 2024 (2023: 19%).

Towards the end of the year, we launched the Weir values

awards, a new recognition programme to connect

employees to our brand and purpose. Over 230 entries were

received and winners will be announced in April 2025.

Create talent and capabilities for the future

We continued to provide all our employees access to high

quality learning offerings and in 2024 over 11,500 online

courses were completed across Weir. We also invested in

developing our first line leaders with a further 13 cohorts

completing our leadership foundations programme during

the year. In October we launched a new global mentoring

programme to provide employees with access to internal

mentors, as detailed on page 86.

We have prioritised succession planning in 2024 to ensure we

identify and grow talent to fill leadership and business-critical

positions in the future. During the year, we introduced more

regular talent discussions to support managers in developing

robust and inclusive plans. There was strong engagement –

we exceeded our expectations in terms of number of plans in

place and have made good progress in making talent

development a truly ongoing activity.

We continue to focus our community partnership activities

on projects with strong community, health and education

themes, including initiatives that support under-represented

groups in science, technology, engineering and maths (STEM)

careers. Total charitable donations in 2024 amounted to

£453,111 (2023: £486,715) with examples of local activities

available on our website: global.weir/charity-and-outreach

Transforming Weir from good to great

With 2024 being the first full year of delivery for our

Performance Excellence programme, it has been challenging

for certain parts of the business as we work to ensure we are

structured and set up to run as an efficient and effective

organisation. Some of the changes, which have included a

number of large-scale regional restructures, have impacted

individuals, while others have meant new ways of working for

colleagues. In line with our values, we have done our utmost

to be open and transparent, treat people with respect and

provide them with support throughout the changes.

	Link to remuneration - 2024 scorecard
	Strategic measures
	Retain our talent			ò
	Succession planning			ò
	Maintain engagement score in top quartile of Peakon’s manufacturing benchmark			ò
	ESG measures
	Improve our safety TIR			ò
	Improve our female gender diversity		ò	ò
	Improve our CCLA corporate mental health benchmark score			ò
	à Read more on pages 133 to 136
	Rating key ò  Outcome achieved meets or exceeds on-target ò  Outcome achieved is between threshold and on-target ò  Outcome achieved is below threshold
	2025 bonus measures
	Strategic measures
	Retain our talent
	Succession planning
	Maintain engagement score in top quartile of Peakon’s manufacturing benchmark
	ESG measures
	Improve our safety TIR
	Improve our gender and ethnic diversity
	Improve our CCLA corporate mental health benchmark score
	à Read more on page 120

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 34

Strategy in action

People case study

Affirming our

commitment

to zero harm

Weir is built around our zero harm commitment, where

everyone has a safe start, safe finish and safe journey home.

Several parts of Weir have introduced mental health first aiders,

who are there to support colleagues' health and wellbeing. In 2024,

we adopted this approach as a pilot in Minerals' North America region.

Following training, the region now has 28 new advocates who are

prepared to offer immediate support to colleagues facing mental

health challenges. These individuals serve as the first line of

assistance, providing guidance, encouragement and support to

those in need in the workplace.

Safety is our top priority every single day –

from toolbox talks and safety moments, to

training programmes and safety learning.

We work hard to create a safety culture

where everyone feels responsible and

empowered to create a safe environment.

In addition, once a year we come together

across Weir to recognise our safety

achievements and take a further opportunity

for each of us to think about what we can do

to improve. This is Weir Safety Day and, in

March 2024, we focused on how everyone

can become a better safety leader, guided

by our Zero Harm Behaviours framework.

Right across Weir – on our sites, at a

customer’s site or in the office – colleagues

took time to consider the zero harm

behaviours and actions that will make them

a better safety leader, and empower them

to look out for their own safety and that of

their colleagues.

As well as our dedication to achieving zero

harm from a physical safety perspective, we

also want to support all our people to take

an holistic approach to their overall health

and wellbeing, including mental health.

So we take an active approach and our

global health and wellbeing framework

focuses on culture and leadership, safety

and environment, and the many facets of

wellbeing - mental, physical, digital and

financial. The framework allows different

parts of Weir to bring to life the aspects that

are most meaningful for them. 

Read more about our safety culture and

focus on wellbeing: global.weir/wellbeing-

case-studies

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 35

Key Performance Indicators

We have financial and non-financial

metrics to measure our performance.

These metrics are aligned to our We are Weir

strategic framework and the majority are linked to

executive remuneration.

In 2024, 60% of Executive Directors' annual bonus was

directly linked to financial KPIs (adjusted profit before

tax and free operating cash conversion), 20% was

directly linked to progress against strategic

measures and 20% directly linked to ESG measures.

Further details are provided in the Directors’

Remuneration Report on pages 113 to 147.

The Key Performance Indicators include a mixture of GAAP measures

and those that have been derived from our reported results in order

to provide a useful basis for measuring our operational performance.

Adjusted results are for continuing operations before adjusting items

as presented in the Consolidated Income Statement. Details of

alternative performance measures are provided in note 3 of the

Group Financial Statements.

1. Continuing operations.

2. Total Group.

3. Calculation is on a lender covenant basis with net debt at average

exchange rates.

4. The 2024 KPI was subject to independent limited assurance by SLR

Consulting. 

5. The 2022 TIR has been restated to account for injuries inadvertently

excluded from the reported rates and has been assured by SLR.

6. Total incident rate is an industry standard indicator that measures

lost time and medical treatment injuries per 200,000 hours worked.

7. Market-based greenhouse gas emissions. For definition, see page

56.

8. eNPS (employee net promoter score) is an index used to measure

employee satisfaction levels.

Key

ò Financial metricò Strategic metricò ESG metric

Financial

Revenue1 £bn	ò
2024 performance Continuing operations revenue of £2,506m was down 1% on a constant currency basis with aftermarket growth offset by the phasing of two large original equipment project deliveries into 2025.
Link to strategy People, Customer, Technology, Performance
à Read more on pages 41 to 45

Adjusted profit before tax1 £m	ò
2024 performance Continuing operations adjusted profit before tax was £428m (2023: £411m). Continuing operations adjusting items were £81m (2023: £90m). These were mainly due to costs relating to Performance Excellence, a brand name impairment and movements in the legacy US asbestos-related provision.
Link to strategy People, Customer, Technology, Performance
à Read more on pages 41 to 45

Adjusted operating margin1 %	ò
2024 performance Continuing operations adjusted operating margins were 18.8%, up 170bps on a constant currency basis. Expansion in operating margin arose from very strong execution within Performance Excellence workstreams and movement in Minerals Division revenue mix towards aftermarket.
Link to strategy Performance
à Read more on pages 41 to 45

Free operating cash conversion ratio2 %	ò
2024 performance Free operating cash conversion of 102% (2023: 85%) exceeded our target of between 90% and 100%. We continue to target operating cash conversion of 90% to 100% driven by working capital efficiency and maintaining capex an d lease costs close to 1.0x depreciation.
Link to strategy People, Customer, Technology, Performance
à Read more on pages 41 to 45

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 36

Key Performance Indicators

continued

Balance sheet efficiency – Net debt to EBITDA3	ò
2024 performance Net debt to EBITDA on a lender covenant basis was 0.7 x (2023: 1.1 x) compared to a lender covenant level of 3.5 x. Within our capital allocation policy we aim to keep net debt to EBITDA between 0.5x to 1.5x, and up to 2.0x for acquisitions, with through-cycle 33% adjusted earnings per share being distributed by way of dividend.
Link to strategy People, Customer, Technology, Performance
à Read more on pages 41 to 45

Key

ò Financial metricò Strategic metricò ESG metric

Non-financial

R&D investment as a percentage of revenues1 %	ò
2024 performance Research & development costs for continuing operations of £46.5m (2023: £46.4m) were in line with the prior year and equated to 1.9% of revenues. We continue to focus our R&D investment on technologies that accelerate sustainable mining.
Link to strategy Technology
à Read more on pages 26 to 27

Inclusion, diversity and equity: Female representation %	ò
2024 performance Female representation was unchanged at 19% of employees (2023: 19%). While female representation increased in our more senior job bands 3-5, representation in our job bands 1-2 remained unchanged.
Link to strategy People
à Read more on pages 32 to 33

Safety1,4,5 (total incident rate6)	ò
2024 performance Our total incident rate (TIR) of 0.42 (2023: 0.42) is disappointing relative to our ambition of zero harm. We have taken action to reinvigorate our safety approach to drive improvement in performance.
Link to strategy People
à Read more on pages 32 to 33

Greenhouse gas emissions: Scope 1&2 CO2e tonnes CO2e1,4,7	ò
2024 performance Scope 1&2 CO2e emissions in 2024 were 133,488 tCO2e, a cumulative reduction of 27% since 2019, driven by many projects at our sites across the world. We are targeting a reduction of 30% in absolute scope 1&2 market-based CO2e by 2030, from a 2019 baseline. This target has been approved by the Science Based Targets initiative (SBTi).
Link to strategy Technology and Performance
à Read more on pages 26 to 27, 29 to 30 and page 47

Employee engagement (eNPS1,4,8)	ò
2024 performance Levels of engagement remained high and our employee net promoter score of 47 keeps us in the top 25% against manufacturing sector benchmarks. Participation levels in our regular all-employee engagement survey remained excellent at 88%.
Link to strategy People
à Read more on pages 32 to 33

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 37

Operating review: Minerals Division

Our Minerals Division is a global leader

in engineering, manufacturing and

servicing the processing technology

used in abrasive, high-wear mining

applications. Its differentiated

technology is also used in infrastructure

and general industrial markets.

Divisional orders by end market %
	¢	Mining	80%
	¢	Industrial	15%
	¢	Naval and marine	2%
	¢	Infrastructure	2%
	¢	Power generation	1%

Revenue by original equipment/aftermarket %
	¢	Aftermarket (AM)	75%
	¢	Original equipment (OE)	25%

1. 2023 restated at 2024 average exchange rates.

2. Profit figures before adjusting items (note 2 of the Group Financial Statements).

2024 Divisional revenue

£1,818m

-2%1

2024 Divisional adjusted operating profit

£383m

+9%1,2

Divisional orders by geography %
	¢	South America	24%
	¢	North America	23%
	¢	Australasia	19%
	¢	Africa	13%
	¢	Asia Pacific	12%
	¢	Europe	5%
	¢	Middle East	4%

Number of facilities
	¢	Europe	28
	¢	Africa	27
	¢	Asia Pacific	21
	¢	Australasia	21
	¢	South America	15
	¢	North America	13
	¢	Middle East	1

2024 strategic review

We delivered a year of good strategic progress, including the

award of two large orders featuring our redefined mill circuit

technologies, launching our new digital brand and delivering

margin progression supported by Performance Excellence

workstreams. Progress across all four pillars of the We are

Weir strategic framework is outlined below.

People

On safety, TIR for Minerals was 0.34 (2023: 0.34 ). We are

continuing to implement the lessons learned as a result of

the fatal incident suffered by one of our colleagues in the

year and are strengthening our commitment to achieve zero

harm.

Customer

We are generating high levels of customer interest with our

portfolio of sustainable solutions across comminution,

separation and tailings. Market acceptance of our redefined

mill circuit continues to grow, offering customers reduced

CO2 output, energy demand and operational costs. In 2024,

OE orders for comminution doubled year-on-year. Our

market-leading WARMAN® slurry pump and CAVEX®

hydrocyclone separation technologies were selected by OCP

Group for their greenfield phosphate projects in Morocco, a

£25m order.

While investing in new growth opportunities, we continue to

gain market share in large mill circuit pumps, converting over

90% of our competitive field trials in the year. In 2024, we were

selected to provide the largest mill circuit pump in North

America to the Highland Valley Copper project in Canada,

highlighting our dedication to innovation and quality.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 38

Operating review: Minerals Division

continued

Technology

In September, we launched our new digital brand NEXT

intelligent solutions, integrating our existing digital offerings

such as Synertrex® and SentianAI to offer customers an

integrated platform to help their operations run safer and

more efficiently. We now have over 100 sites utilising our

digital platform.

We invested in development of our redefined mill circuit

products, taking lessons from the Iron Bridge project to

extend our strong position in large format HPGRs. In addition,

we launched our new ENDURON® Elite screen at MINExpo in

September, which is one of the largest screens in the market

for hard rock mining, delivering efficiency and energy savings.

Performance

The Division continues to progress key capacity optimisation

workstreams, aligning the operational footprint to be closer

to customers, and programmes delivering savings across the

supply chain.

Within the Performance Excellence programme, the Division

has rolled out its bespoke approach to lean manufacturing,

Weir Integrating Network System (WINS), across several of our

operational sites which has resulted in a significant reduction

in the cost of poor quality, while also improving inventory

turns.

On sustainability, in our continued drive to reduce our

environmental footprint, the Division met its target emissions

savings in the year and launched an internal ESG dashboard

for several key product lines, which will allow improved ESG

data monitoring and reporting across the Division's

operations.

2024 financial review

Orders increased by 3% on a constant currency basis at

£1,860m (2023: £1,804m), with book-to-bill at 1.02 reflecting

installed base expansion and strength in mining markets. OE

orders decreased 3% year-on-year, driven by the phasing of

large orders and market conditions in certain commodity

markets such as nickel and lithium. We received two large

orders for the Reko Diq and OCP projects with £42m and

£25m recognised in the year, respectively. AM orders

increased 5% year-on-year, reflecting installed base

expansion, growth in comminution and a minor contribution

from price. As expected, H2 included the remaining value of

the multi-period order historically recognised fully in H1.

Excluding the impact of this order, AM grew 5% sequentially in

H2. For the full year, AM orders represented 74% of total

orders (2023: 73%), and mining end-markets accounted for

80% of total orders (2023: 84%).

Revenue decreased 2% on a constant currency basis to

£1,818m ( 2023: £1,848m), reflecting the expected reduction

in revenue from customers in the Canadian oil sands, the

absence of revenue from Russia, and OE order book phasing.

Despite these headwinds, AM revenues grew by 3%, reflecting

a strong performance in both South America and Australasia

benefiting from growth in hard rock mining volumes and

contribution from price realisation. Full year revenue mix

moved towards aftermarket, which accounted for 75% of

revenue, up from 71% in the prior year.

Adjusted operating profit increased 9% on a constant

currency basis to £383 m (2023: £353m) as the Division

benefited from incremental Performance Excellence savings

and strong operational execution.

Adjusted operating margin on a constant currency basis was

21.1% (2023: 19.1%). The year-on-year improvement of

200bps reflects strong business execution, incremental

savings from Performance Excellence, and the benefit from

revenue mix shifting towards aftermarket.

Adjusted operating cash flow increased by 9% to £455m

(2023: £418 m) reflecting growth in operating profit and a

decrease in the working capital outflow to £4m (2023: £26m).

Working capital movements include an increase in creditors

reflecting phasing of purchases offset by an increase in

inventory and debtors impacted by order book phasing.

North America's largest pump

In November, we were selected to supply our

WARMAN® MCR® 760 pump to Teck’s Highland Valley

Copper Mine Life Extension project in Canada,

together with our CAVEX® hydrocyclones. Once

installed this will be the largest mill circuit pump in

North America. With declining ore grades and

increased demand, miners are looking for solutions to

maximise their throughput and our pumps play a

pivotal role in ensuring they continue to meet their

production targets.

Read more about this contract win and how

we design and engineer at scale: global.weir/

largest-pump-north-america

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 39

Operating review: ESCO Division

Our ESCO Division is a global leader in

1. 2023 restated at 2024 average exchange rates.

2. Profit figures before adjusting items (note 2 of the Group Financial Statements).

the provision of ground engaging tools

(GET) for large mining machines. Its

highly engineered technology

improves productivity through extended

wear life, increased safety and reduced

energy consumption.

Divisional orders by end market %
	¢	Mining	70%
	¢	Infrastructure	26%
	¢	Industrial	4%

Revenue by original equipment/aftermarket %
	¢	Aftermarket (AM)	91%
	¢	Original equipment (OE)	9%

2024 Divisional revenue

£688m

+1%1

2024 Divisional adjusted operating profit

£129m

+9%1,2

Divisional orders by geography %
	¢	North America	55%
	¢	South America	14%
	¢	Australasia	10%
	¢	Africa	9%
	¢	Europe	5%
	¢	Asia Pacific	4%
	¢	Middle East	3%

Number of facilities
	¢	North America	23
	¢	South America	9
	¢	Australasia	8
	¢	Africa	6
	¢	Asia Pacific	4
	¢	Europe	4

2024 strategic review

We made strong strategic progress in the year, further

improving safety performance, launching our next generation

lip and GET system Nexsys™ and opening our new foundry in

Xuzhou. Progress across all four pillars of the We are Weir

strategic framework is outlined below.

People

Safety performance in ESCO was a highlight, with a reduction

in TIR to 0.74 (2023: 0.81). This reflects strong focus across the

Division and is an important step forward on our journey to

delivering our ambition of zero harm.

Customer

Throughout the year, the Division grew market share in our

core GET markets, winning net 118 major digger conversions,

as our best-in-class wear life and total cost of ownership

model continues to add value to our customers' operations.

We also grew orders in the Middle East and Africa, reflecting

the momentum in these regions for our market-leading

product offerings.

We gained further traction with our MOTION METRICSTM digital

solutions, growing our installed base and rolling out our

subscription-based offering to customers.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 40

Operating review: ESCO Division

continued

Technology

The commercial launch of our next generation GET

technology Nexsys™ was a major highlight in 2024 and we

secured several orders in Q4. The technological benefits of

improved wear life and reduced adapter change time follow

thousands of hours of field trials, with the step change in

technology resonating with customers.

We also launched our latest MOTION METRICSTM

ShovelMetrics™ payload monitoring solution, which provides

optimised truck loading and improved haulage efficiency for

customers.

In addition, we received the first order for our next generation

hydraulic excavator bucket following extensive field trials. Its

lightweight design and high performance improves payload

performance and dig efficiency for customers, combined

with reduced energy usage and emissions, and it is an

important element of the Division's sustainability offerings.

Performance

The Division made strong strides in optimising the

performance in its foundry network. The new Xuzhou foundry

opened in the year ahead of schedule, with production

continuing to ramp up and is increasing the Division’s low

cost manufacturing capacity.

Progress in improving the efficiencies in our North American

foundries continued in the year with improvements in both

operational and quality metrics being ahead of plan.

The Division also launched its proprietary continuous

improvement programme, APEX, in the year, setting core

principles to drive improvements in safety, quality and

efficiencies supporting several of our Performance Excellence

workstreams.

2024 financial review

Orders decreased 1% on a constant currency basis to £663m

(2023: £671 m), with book-to-bill at 0.96 . This reflects strong

demand for our core GET products and dredging solutions

offset by normalised demand from the Canadian oil sands

and a reduction in mining attachment orders. Aftermarket

continues to be the largest part of ESCO accounting for 92%

of total orders in the year (2023: 91%). In total, mining end-

markets accounted for 70% of orders (2023: 72%) and

infrastructure accounted for 26% (2023: 25%).

Revenue on a constant currency basis increased by 1% to

£688m (2023: £680m) driven by growth in mining GET and

dredge solutions within the Middle East and Asia Pacific.

Additionally, growth in mining attachment revenues drove an

increase of 9% in original equipment revenue.

Adjusted operating profit increased by 9% to £ 129m

(2023: £118m) on a constant currency basis, as the Division

benefited from Performance Excellence savings and

operational efficiencies.

Adjusted operating margin on a constant currency basis was

18.8% (2023: 17.4%), with the year-on-year improvement of

140bps reflecting incremental Performance Excellence

savings and operational efficiencies, despite a headwind

from increased R&D spend.

Adjusted operating cash flow increased by 15% to £157m

(2023: £137m) reflecting growth in operating profit and a

working capital inflow of £3m (2023: outflow of £4m). Working

capital movements include a reduction in inventory and

increase in payables offset by an increase in receivables.

Boosting performance with digital

We are integrating digital technology and services to

boost performance for our customers. Equipment

downtime is one of the costliest problems they face

and our latest generation MOTION METRICSTM

ShovelMetrics™ payload monitoring solution can alert

operators quickly to issues that could cause a blockage

in the crusher further downstream. Additionally, the

system continuously monitors shovel tooth wear so

that unscheduled maintenance can be avoided,

thereby reducing further downtime.

Learn more about how we are boosting

productivity and sustainability with our digital

technology and solutions at:

global.weir/services/digital-services/

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 41

Financial review

We delivered growth in operating profit

and margin expansion, supported by

Performance Excellence. Strong cash

generation reduced leverage to 0.7

times, increasing our balance sheet

strength.

Revenue1

£2,506m

-1%2

Adjusted operating profit1,3

£472m

+9% 2

Adjusted operating margin1,3

18.8%

+170bps2

1. Continuing operations.

2. 2023 restated at 2024 average exchange rates.

3. Profit figures before adjusting items (note 2 of the Group Financial Statements).

4. Calculation is on a lender covenant basis with net debt at average exchange

rates.

Overview

Strong execution through 2024 in our Performance Excellence

programme and movement in Minerals revenue mix towards

aftermarket (AM) saw the Group deliver year-on-year growth

in operating profit and significantly expand our operating

margins. This has been achieved against the backdrop of

lower revenue due to phasing of large original equipment

(OE) shipments. A positive cash generation performance,

exceeding our free operating cash conversion target, has

resulted in leverage reducing to 0.7 times. Our balance sheet

remains strong with significant liquidity to support our future

growth ambitions.

Our business model of vertically integrated operations and

market-leading positions and brands ensures that we

continue to deliver for our customers, while growing margins

through operational efficiency, the continued realisation of

benefits from our Performance Excellence programme and

sufficient price increases to protect gross margins from

inflationary effects.

We enter 2025 with a growing pipeline of project bids, a

strong order book and positive production trends in our

mining markets. Combined with our focus on delivering the

benefits from our Performance Excellence programme, and

achieving our increased target savings, we are well placed to

exceed our adjusted operating margin target of 20% in 2026

and to continue to deliver our cash conversion target of

between 90% and 100%.

Financial highlights

Continuing operations orders increased 2% on a constant

currency basis, reflecting continued strength in demand for

our solutions. Demand for AM increased 4%, with growth in

hard rock mining and a contribution from pricing. Towards

the end of the year, we saw strengthening in AM orders with

Q4 up 10% year-on-year and 11% sequentially. In OE, we saw

an overall 4% contraction in orders. Demand for OE was

driven by greenfield capital expenditure with momentum

building during the second half of the year, while activity in

smaller brownfield and debottlenecking projects at existing

mines remain stable.

Continuing operations revenue decreased 1% on a constant

currency basis, reflecting phasing of large OE shipments

partially offset by AM revenues, which increased 2% on a

constant currency basis. On a reported basis, revenues

decreased 5%, impacted by a foreign exchange translation

headwind of £108m. Overall book-to-bill was 1.01.

Adjusted operating profit from continuing operations

increased by £13m (3%) to £472m on a reported basis

(2023: £459m). Excluding a £26m foreign currency translation

headwind, the constant currency increase was £39m (9%).

Continuing operations adjusted profit before tax of £428m

was an increase of £17m from £411m in the prior year, after

a foreign currency translation headwind of £25m. Adjusted

operating margin of 18.8% is 140bps ahead of 2023 on an as

reported basis and 170bps on a constant currency basis.

Continuing operations adjusting items decreased by £9m to

£81m (2023: £90m) with the current year mainly driven by

costs associated with our Performance Excellence

programme and the impairment of the Trio brand name

following a decision to rebrand certain products within the

Minerals Division.

Statutory profit for the year after tax from total operations of

£313m (2023: £229m) includes an exceptional tax credit of

£87m, of which £69m relates to the recognition of a deferred

tax asset for net operating losses in the US, which arose on

the disposal of Seaboard International LLC as part of the

Group's divestiture of its Oil & Gas Division in 2021.

Adjusted operating cash flow increased by £65m to £591m in

the year, and reflects an increase in profitability together with

an improvement in working capital cash flows, with

underlying working capital performance measured by

working capital as a percentage of sales reducing to 20.7%

(2023: 21.3%). Free operating cash conversion of 102% (2023:

85% ) exceeded our external target of between 90% and 100%.

A free cash inflow of £328m primarily funded dividends

and exceptional cash flows, leaving a net cash inflow of

£194m. Unfavourable foreign exchange translation of £24m

coupled with increased lease liabilities of £14m primarily

resulted in net debt decreasing by £155m to £535m. Net

debt to EBITDA on a lender covenant basis was 0.7 times4

(2023: 1.1 times) compared to a lender covenant level of

3.5 times (2023: 3.5 times).

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 42

Financial review

continued

Results summary

Continuing operations1	2024	2023	As reported +/-	Constant currency 2 +/-
Orders2	£2,523m	£2,475m	n/a	+2%
Revenue	£2,506m	£2,636m	-5%	-1%
Adjusted operating profit3	£472m	£459m	+3%	+9%
Adjusted operating margin3	18.8%	17.4%	+140bps	+170bps
Statutory operating profit	£391m	£368m	+6%	n/a
Net finance costs	£44m	£48m	-8%	n/a
Adjusted profit before tax3	£428m	£411m	+4%	n/a
Statutory profit before tax	£347m	£321m	+8%	n/a
Adjusted effective tax rate3	27.7%	27.0%	+70bps	n/a
Adjusted earnings per share3	120.0p	115.9p	+4%	n/a
Total Group
Statutory profit after tax	£313m	£229m	+37%	n/a
Statutory earnings per share	121.1p	88.2p	+37%	n/a
Adjusted operating cash flow3	£591m	£526m	+12%	n/a
Free operating cash conversion	102%	85%	+17pp	n/a
Dividend per share	40.0p	38.6p	+4%	n/a
Net debt	£535m	£690m	+£155m	n/a

The Financial review includes a mixture of GAAP measures and those which have been derived from our reported results in order to provide a useful basis for measuring

our operational performance. Adjusted results are for continuing operations before adjusting items as presented in the Consolidated Income Statement. Details of

alternative performance measures are provided in note 3 of the Group Financial Statements.

1. Continuing operations.

2. 2023 restated at 2024 average exchange rates.

3. Profit figures before adjusting items. Total operations adjusted operating cash flow excludes additional pension contributions, exceptional and other adjusting cash

items and income tax paid. Total operations net cash generated from operating activities was £450m (2023: £394m).

4. Calculation is on a lender covenant basis with net debt at average exchange rates.

Continuing operations orders

Orders

£2.5bn

+2%2

Orders at £2,523m on a constant currency basis were up 2%

on the prior year. Original equipment orders were £532m and

aftermarket orders were £1,991m.

Minerals orders increased 3% year-on-year on a constant

currency basis to £1,860m (2023: £1,804m), with a book-to-

bill of 1.02, reflecting installed base expansion and strength in

mining markets. Demand was strong in most regions, with

growth seen particularly in Africa and the Middle East, where

we continue to grow market share in our core Minerals

separation business. Across commodities, growth was seen

across future facing minerals such as copper and phosphate,

driven by large OE orders received for the Reko Diq and OCP

projects in Pakistan and Morocco respectively. OE orders fell

by 3% driven by the phasing of large orders and market

conditions in certain commodity markets such as nickel and

lithium. AM orders grew 5% year-on-year, reflecting installed

base expansion, growth in comminution and a minor

contribution from price. AM orders represented 74% of total

orders (2023: 73%), and mining end-markets accounted for

74% of total orders (2023: 78%).

ESCO orders decreased 1% on a constant currency basis to

£663m (2023: £671m) with strong demand for our core GET

products and dredging solutions offset by normalised

demand from the Canadian oil sands and a reduction in

mining attachment orders. AM continues to be the largest

part of ESCO, accounting for 92% of total orders in the year

(2023: 91%). The Division’s book-to-bill for the year was 0.96.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 43

Financial review

continued

Continuing operations revenue

Revenue

£2.5bn

-1%2

Revenue of £2,506m decreased 1% on a constant currency

basis. Aftermarket accounted for 80% of revenues, up from

77% in the prior year. Reported revenues decreased 5% (2023:

£2,636m), impacted by a foreign exchange translation

headwind of £108m.

Minerals revenue decreased 2% on a constant currency basis

to £1,818m (2023: £1,848m), reflecting a reduction in revenue

from customers in the Canadian oil sands, the absence of

revenue from Russia, and OE order book phasing. Despite

these headwinds, aftermarket revenues grew by 3%,

reflecting a strong performance in both South America and

Australasia benefiting from growth in hard rock mining

volumes and contribution from price realisation. Full year

revenue mix moved towards aftermarket, which accounted

for 75% of revenue, up from 71% in the prior year.

ESCO revenue increased 1% on a constant currency basis to

£688m (2023: £680m) driven by growth in mining GET and

dredge solutions within the Middle East and Asia Pacific.

Growth in mining attachment revenues drove an increase of

9% in original equipment revenue.

Continuing operations profit

Adjusted operating profit

£472m

+9%2

Continuing operations adjusted operating profit increased by

£39m, 9%, on a constant currency basis or by £13m, 3%, on an

as reported basis to £472m.

Minerals adjusted operating profit increased £30m on a

constant currency basis to £383m (2023: £353m) as the

Division benefited from incremental Performance Excellence

savings and strong operational execution. Adjusted operating

margin on a constant currency basis was 21.1% (2023: 19.1%),

with the 200bps increase driven by factors above as well as

the benefit from revenue mix shifting towards aftermarket.

ESCO adjusted operating profit increased by £11m on a

constant currency basis to £129m (2023: £118m), as the

Division benefited from Performance Excellence savings and

operational efficiencies.

Adjusted operating margin of 18.8% was up 170bps on a

constant currency basis (2023: 17.1%), reflecting the

incremental benefits of Performance Excellence, as well as

Minerals revenue mix moving towards aftermarket.

Unallocated costs at £40m have increased by £2m on a

constant currency basis (2023: £38m).

Statutory operating profit for the year of £391m was £23m

favourable to the prior year due to the increase in reported

adjusted operating profit of £13m as well as a reduction in

adjusting items.

Continuing operations adjusting items

recognised in arriving at operating profit

Continuing operations adjusting items decreased by £9m to

£81m (2023: £90m). Intangibles amortisation decreased to

£21m (2023: £25m). Exceptional items increased by £33m to

£55 m (2023: £22m). Within exceptional items, costs of £36m

(2023: £29m) were recognised relating to initiatives across all

three pillars of our Performance Excellence programme - lean

processes, capacity optimisation and functional

transformation. Exceptional items in the year also included

the £19m impairment of our Trio brand name following a

decision to rebrand certain products within the Minerals

Division and smaller amounts relating to legacy legal claims

and integration costs, offset by the reversal of previously

impaired receivables balances resulting from the Russia

operations wind down (of which £8m was reversed in the

prior year). Other adjusting items of £6m (2023: £43m) are

primarily related to movements in the legacy US asbestos-

related provision and associated insurance asset. The prior

year reflected adjustments to the provision based on the

triennial actuarial review undertaken in 2023.

Continuing operations net finance costs

Net finance costs were £44m (2023: £48m) with a decrease in

finance costs of £1m after a foreign currency translation

tailwind of £1m on US$ denominated debt. The decrease in

net costs was largely due to higher finance income, driven by

higher interest rates on increased cash balances in the year.

Net finance costs (excluding retirement benefit-related

costs) were covered 12.7 times by adjusted operating profit

from continuing operations on a lender covenant basis

(2023: 10.6 times), compared to a covenant level of 3.5 times.

Continuing operations adjusted profit before tax

Adjusted profit before tax from continuing operations was

£428m (2023: £411m), after a foreign currency translation

headwind of £25m. The statutory profit before tax from

continuing operations of £347m compares to £321m in 2023

with the increase primarily due to higher adjusted operating

profit and a decrease in adjusting items.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 44

Financial review

continued

Continuing operations adjusted tax charge

The adjusted tax charge for the year of £119m (2023: £111m)

on adjusted profit before tax from continuing operations of

£428m (2023: £411m) represents an adjusted effective tax

rate (ETR) of 27.7% (2023: 27.0%). Our ETR is principally driven

by the geographical mix of profits arising in our business and,

to a lesser extent, the impact of Group financing and transfer

pricing arrangements.

In terms of cash tax, the total Group paid income tax of

£111m in 2024 across all of its jurisdictions compared to

£104m in 2023. The increase is a combination of increased

profitability across the Group combined with an increase in

withholding taxes suffered on cash repatriation to the UK.

Continuing operations adjusting items tax credit

A tax credit of £87m (2023: £20m) has been recognised in

relation to continuing operations adjusting items and

includes an exceptional tax credit of £69m in relation to the

recognition of a deferred tax asset for net operating losses in

the US, which arose on the disposal of Seaboard International

LLC as part of the Group's divestiture of its Oil & Gas Division

in 2021.

Continuing operations profit after tax

The continuing operations profit after tax before adjusting

items is £310m (2023: £300m). The statutory profit after

tax for the year from continuing operations is £315m (2023:

£230m).

Discontinued operations statutory loss after tax

The statutory loss after tax for the year from discontinued

operations of £3m (2023: £1m) related to the finalisation of

certain tax indemnities under the sale and purchase

agreement for the Oil & Gas Division, which was disposed of

in 2021.

Statutory profit after tax

The statutory profit for the year after tax from total operations

is £313m (2023: £229m), with the increase primarily driven by

the exceptional tax credit of £87m mentioned above.

Cash flow and net debt

Adjusted operating cash flow3

£591m

+12%

Adjusted operating cash flow increased by £65m to £591m

(2023: £526m) primarily driven by the increase in adjusted

operating profit, coupled with an improvement in working

capital of £36m (2024: inflow of £8m vs 2023: outflow of

£28m). The net working capital inflow reflects an

improvement in payables, including an increase in advance

payments of £29m, and inventory, partially offset by higher

receivables. Working capital as a percentage of sales

reduced to 20.7% (2023: 21.3%). Non-recourse invoice

discounting facilities, primarily customers supply chain

financing facilities, of £35m (2023: £33m) were utilised and

suppliers chose to utilise supply chain financing facilities of

£34m (2023: £32m). Higher cash outflows from exceptional

and other adjusting items and income tax paid, partially

offset by lower additional pension contributions, resulted in

net cash generated from operating activities of £450m (2023:

£394m).

Capital expenditure

Net capital expenditure decreased by £14m to £69m (2023:

£83m) primarily as a result of completing construction of our

new ESCO foundry in China in early 2024.

Lease payments decreased by £6m to £25m (2023: £31m)

driven by lease incentive income received in the year.

Free operating cash flow

£484m

Free operating cash flow increased by £92m to £484m (2023:

£392m) resulting in free operating cash conversion of 102%

(2023: 85%) (refer to note 3 of the Group Financial

Statements). This exceeded our 2024 target of between 90%

and 100% and reflected the previously noted improvement in

cash generation, reduced capital expenditure and lower

purchases of shares for employees. We continue to target

free operating cash conversion for 2025 of between 90% and

100%.

Free cash flow (refer to note 3 of the Group Financial

Statements) from total operations was an inflow of £328m

(2023: £238m). In addition to the movements noted above,

this was primarily impacted by an increase in tax payments of

£7m and higher net finance costs of £3m, partially offset by a

reduction in additional pension contributions of £9m

primarily due to the strength of the funding position of the UK

Main Plan.

Net debt

£535m

Net debt decreased by £155m to £535m (2023: £690m) and

includes £127m (2023: £117m) in respect of IFRS 16 'Leases'.

The movement primarily reflects free cash inflow of £328m,

offset by dividends of £100m, exceptional cash flows of

£31m, an increase in lease liabilities of £14m and

unfavourable foreign exchange on translation of £24m. Net

debt to EBITDA on a lender covenant basis reduced to 0.7

times4 (2023: 1.1 times) compared to a covenant level of 3.5

times.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 45

Financial review

continued

As a result of strong cash generation in 2023, the Group

reduced its multi-currency revolving credit facility (RCF) by

US$200m to US$600m in February 2024. In March 2024, the

Group exercised the option to extend its RCF by one year,

which will now mature in April 2029. This extended the

average tenor of the Group's debt financing and, coupled

with a further year of strong cash generation, there remains

in place more than £1bn of immediately available liquidity.

Pensions

The Group has a mixture of defined benefit pension plans

and other employee compensation or medical plans in both

the UK and North America.

The total movement in surplus across all the Group's

schemes was an increase of £7m (2023: decrease of £13m),

comprising a £3m surplus increase in the UK Main Scheme

and a £4m deficit reduction in all other schemes. The key

drivers of the £7m increase were Company contributions

totalling c.£3m (2023: £13m) plus net actuarial gains of c.£5m

(2023: net actuarial losses of £28m), offset by pension

expenses of c.£1m (2023: £nil).

For 2024, the net actuarial gain was driven by a number of

factors including movements in market conditions and

experience and demographic assumption updates from the

latest triennial valuation of the UK Main Scheme. The net

actuarial gain in the year resulted in a credit of £5m (2023:

charge of £28m) being recognised in the Consolidated

Statement of Comprehensive Income.

Insurance policy assets held for the UK scheme cover c.60%

(2023: 60%) of the UK's total funded obligation, reducing the

Group's exposure to actuarial movements. The latest actuarial

funding valuation of the UK Main Plan was completed in 2024.

As the valuation reported a funding surplus, no recovery plan

was required and therefore no future deficit reduction

contributions are currently payable. In addition, the strength

of the funding position of the ESCO defined benefit plans

resulted in the Group making no additional pension cash

contributions in 2024 (2023: £9m).

Asbestos-related provision

A US-based subsidiary of the Group is co-defendant in

lawsuits pending in the United States in which plaintiffs are

claiming damages arising from alleged exposure to products

previously manufactured which contained asbestos. At the

end of 2024, there were 2,053 outstanding asbestos-related

claims in the US (2023: 1,788).

The US subsidiary has recognised a US asbestos-related

provision of £70m (2023: £76m), which reflects the mean

value of expected future settlements and defence costs

based on the triennial actuarial review, which was completed

in December 2023. Insurance cover exists for claims with a

pre-1981 date of first exposure and, as a result, a

corresponding insurance asset of £4m (2023: £15m) is

recognised. The net result is a £66m liability (2023: £61m).

A charge of £6m (2023: £43m) has been recognised as an

other adjusting item in the year (see note 6 of the Group

Financial Statements).

Based on the profile of the claims in the actuarial model,

external advisers expect the insurance cover and associated

limits currently in place related to claims with an exposure

date pre-1981 to exhaust during the first half of 2025.

Following the exhaustion of the insurance asset, the US

subsidiary will be required to fund future settlements and

defence costs of c.£7m per annum from mid 2025.

Full details of the provision, plus the related insurance

receivable, are provided in note 22 to the Group Financial

Statements.

Key accounting and policy judgements

The key accounting and policy judgements are contained

within note 2 to the Group Financial Statements on page 168.

Earnings per share

Adjusted earnings per share from continuing operations

120.0p

+4%

Adjusted earnings per share from continuing operations

increased by 4% to 120.0p (2023: 115.9p) reflecting the

increased adjusted profit in the year. Statutory reported

earnings per share from total operations is 121.1p (2023:

88.2p), with the increase driven by improved operating profit

and the adjusting item deferred tax credit. The weighted

average number of shares in issue was 257.8m (2023:

258.4m).

Dividend

Full year dividend

40.0p

+4%

The Board is recommending a final dividend of 22.1p,

resulting in a total dividend of 40.0p for the year. If approved

at the Annual General Meeting on 24 April 2025, the final cash

dividend will be paid on 30 May 2025 to shareholders on the

register as at 22 April 2025.

Brian Puffer

Chief Financial Officer

27 February 2025

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 46

Sustainability introduction

Our collective efforts put sustainability at the very

heart of our strategy, leading by example to

deliver sustainable Weir and working in

partnership with customers to accelerate

sustainable mining.

Our evolved sustainability strategy has given us greater

clarity and new focus on what matters most: internally, our

people, operations and ways of working through deliver

sustainable Weir; and externally, on solving our customers’

biggest sustainability challenges through accelerate

sustainable mining.

à Read more about our sustainability strategy on page 22

Highlights in 2024

Sustainability is at the core of our We are Weir strategy. We

continued to make progress across all elements of the

strategy in 2024, with performance measured via priority KPIs.

– Our total incident rate (TIR) was unchanged at 0.42 with lost

time incidents flat year on year.

– Employee net promoter score (eNPS) of 47 is in the top

quartile of Peakon's manufacturing benchmark.

– Absolute scope 1&2 emissions are down 27% against our

2019 baseline, so we are well on track to achieve our 2030

SBTi target for a 30% reduction.

– In 2024 we increased overall avoided emissions by 171% to

442,894 tCO2e (2023: 163,564 tCO2e) including a

contribution from the addition of GEHO® pumps.

à Read more on our strategic progress on pages 23 to 34

Evolving our governance

We refreshed Board-level governance of the sustainability

strategy and our technology strategy by establishing the Safety,

Sustainability and Technology Committee in early 2024. During

the year, we further developed our ESG assurance roadmap,

with oversight from the Audit Committee, and expanded

assurance over our ESG-related KPIs to cover TIR and eNPS.

à Read more about our Safety, Sustainability and Technology

Committee on pages 97 to 98

à Read more about our sustainability data, systems and

assurance on page 57

Strategy and reporting

We continue to mature our sustainability strategy following our

double materiality review in 2023 and ensure this is embedded

in assurance and systems plans. Our focus is on the most

strategic areas, and in 2024 we reviewed high-priority topics

from our materiality matrix, identifying areas for further

improvement.

We also assessed future reporting requirements such as the

International Sustainability Standards (ISSB) and EU Corporate

Sustainability Reporting Directive (CSRD), as well as extending

our disclosure in areas such as CDP Water for the first time.

Although the reporting landscape continues to evolve, our

approach is designed to ensure we focus on the most

material impacts, risks and opportunities.

à Read more about our double materiality assessment

at global.weir/sustainability/doublemateriality

à Read more about our ESG strategy, goals and progress

on page 57

Planning our transition to a low carbon economy

Our approach to climate risk is a critical element of Weir’s

strategy. It will drive many opportunities in our markets as

mining scales up to meet the demands of the energy

transition and cleans up by adopting new technology to

reduce its energy, water and waste impact. We also need to

manage physical risks across our operations and value chain

and deliver sustained emissions reductions, as set out in our

SBTi-approved targets.

In 2024, we supported the recommendations of the UK

Transition Plan Taskforce by speaking at its launch event in

London during April. We also reviewed our emissions against

our 2030 SBTi targets. In scope 1&2, we are well on track to

deliver our target to reduce emissions by 30% versus a 2019

baseline. In scope 3, emissions have risen since 2019 and so

we have reviewed our scope 3 2030 forecast in 2024 to

assess risks vs our SBTi target (see page 52). As well as our

success in promoting more energy efficient technologies, we

depend on the rate of decarbonisation of electricity supply.

We aim to publish an update to our climate transition plan

during 2025.

à Read more about our climate transition plan in the

TCFD report on page 52

à Read more about our engagement on transition plans

at global.weir/sustainability/TPT panel discussion

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 47

Sustainability review: Avoided emissions

Overview

Quantifying avoided emissions is a key strategic programme

for Weir and supports our ambition to accelerate sustainable

mining by helping us develop compelling customer value

propositions. Our assessments can inform how we can save

money, energy and CO2e emissions per tonne of ore

processed, helping our customers to differentiate solutions

and understand the benefits of their investments. The

solutions we have assessed are step-change offerings that

have significant potential to avoid CO2e emissions associated

with the mining of critical minerals needed for the transition

to a low carbon economy.

Reducing energy use and avoiding emissions

in comminution processes

In comminution – the process of crushing rock into tiny

particles to expose the entrapped mineral so it can be

extracted later in the mining process – our High Pressure

Grinding Rolls (HPGR) technology can deliver substantial

energy and CO2e benefits versus conventional technologies.

Last year, we reported the avoided emissions impact of

HPGR-based comminution circuits that became operational

in 2023; we have now built on this progress by quantifying

the impact from solutions that became operational

during 2024.

Reducing energy use and avoiding emissions

in tailings and dewatering applications

Weir’s GEHO® piston diaphragm pumps are a positive

displacement pumping solution which act as an efficient

option for transporting slurry (a mixture of solids and liquids),

particularly when there is a high solids content. For the first

time this year, we have quantified the avoided emissions

benefits of GEHO® pumps in tailings or mine-dewatering

projects that became operational during 2024, compared to

other less-efficient pumping technologies.

2025 target

Our 2025 target is to increase tonnes CO2e (tCO2e) avoided

using our solutions - see page 120 for more details.

Total emissions avoided (tCO2e)
Circuit type	2024	20231
HPGR-based comminution circuits	430,108	163,564
GEHO® pumps	12,786	–
Total avoided emissions from all qualifying solutions	442,894	163,564

Avoided emissions calculation

We have calculated avoided emissions data for HPGR-based

comminution circuits that became operational in 2023 and

2024, and GEHO® pumps that became operational in 2024,

by comparing the impact of these solutions with the

expected performance of conventional technologies.

Annualised impacts include the yearly avoided emissions

of solutions that became operational in previous reporting

years that are still in use during the current reporting year.

For HPGR-based comminution circuits, we calculate circuit-

level savings by applying specific outcomes from our

previous archetypal study (see global.weir/AE-study) to the

key performance attributes of each installation, based on

calculated power consumption, design capacity, run time,

ore type and location-specific emissions factors. In selected

cases, a revised third-party methodology2, recognised by the

Global Mining Guidelines Group (GMG), has been applied to

better evaluate the specific energy consumption of the

comminution circuits being compared, leading to a modest

restatement of the 2023 baseline measure we reported

previously.

For GEHO® pumps, we calculate avoided emissions by

applying operational efficiency assumptions to the key

performance attributes of each installed pump, based on

the calculated power consumption that is required to

achieve the specified slurry flow rate and operating

discharge pressure, as well as run time and location-specific

emissions factors.

Methodology and notes

Calculation approach

Avoided emissions are calculated according to the World Business Council for

Sustainable Development (WBCSD) Guidance on Avoided Emissions, using a year-

on-year timeframe and attributional approach with a medium/company specific

specificity level. The use phase only is assessed for both the solution and the

reference scenario. Reference scenarios are defined on a case-by-case basis,

using the most likely alternative technology at each site, normally tumbling mill-

based circuits for comminution and centrifugal pumps for GEHO® applications.

Verification

The 2023 and 2024 assessments have been externally verified to a limited level of

assurance by SLR Consulting. A copy of the assurance statement can be found on

our website at global.weir/2024/sustainability/SLR_assurance. The assurance work

included a review of the avoided emissions data and supporting methodology for

completeness, accuracy and appropriateness. Previous verification has included

limited assurance of our archetypal study (see global.weir/AE-study) and a high-

level review of cradle-to-grave life cycle assessment data showing that

operational emissions represent the overwhelming majority (more than 99%) of

emissions across the system life cycle.

Acknowledgements and limitations

We comply with the three eligibility gates of the WBCSD guidance:

i) our SBTi targets and scope 1, 2 & 3 CO2e emissions are externally reported at

global.weir/sustainability

ii) the solution aligns to the Intergovernmental Panel on Climate Change (IPCC)

mitigation options for energy efficiency; and material efficiency/demand

reduction; and to EU Taxonomy activities: installation, maintenance and repair of

energy efficiency equipment; and

iii) the solution has a direct and significant decarbonising effect.

Avoided emissions are reported separately from our greenhouse gas inventory

and we do not claim them as a contribution towards climate neutrality. We do not

report absolute life cycle CO2e emissions for the solution and reference scenarios

because differential assumptions may be used to calculate the avoided

emissions results. Potential negative side effects have been assessed and we are

confident that the solutions currently in-scope have no trade-offs elsewhere. Our

solutions often consume less water than the reference scenario and do not

generate more waste or pollution. We plan to complete a comprehensive

screening versus the ‘Do No Significant Harm’ (DNSH) criteria of the EU Taxonomy

to support these points. Application of our technologies is likely to be in situations

- greenfield mine sites, or brownfield expansions - where production is likely to

increase. However, global mineral production is driven by market demand, which

is not sensitive to the emissions profile of production. We therefore consider

rebound effects to be minimal. We do not report revenues for solutions where we

have quantified avoided emissions at present, for reasons of commercial

confidentiality. However, we have started to track revenues in line with the EU

Taxonomy and propose to report these in future, subject to the complexity around

accounting rules and our focus on quantifying impacts when our technologies

become operational, which may differ from the year of sale.

1. 2023 results are restated to reflect changes in the methodology and data

used for selected installations, resulting in more representative calculations

and claims.

2. GMG, 2021: The Morrell method to determine the efficiency of industrial

grinding circuits. See: https://gmggroup.org/wp-content/uploads/2024/07/

GUIDELINE_The-Morrell-Method-to-Determine-the-Efficiency-of-Industrial-

Grinding-Circuits_2021-1.pdf.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 48

Sustainability review: TCFD

We continue to embrace and embed TCFD reporting

We believe that companies should be transparent about how they plan to mitigate and be resilient in the face of climate change and enable a just transition. The disclosures set out in the

narrative on pages 49 to 54 are consistent with the four recommendations and 11 recommended disclosures set by the Task Force on Climate-related Financial Disclosures (TCFD). The table

below also provides references to where you can find more information on our climate-related actions throughout our Annual Report. In preparing our disclosure, we have taken into account

the 2021 TCFD Annex (where appropriate).

Pillar/description	Recommendation	Reference points1
Governance Disclose the organisation’s governance around climate- related risks and opportunities.	Describe the Board’s oversight of climate-related risks and opportunities.	Governance section – page 49 Governance framework – page 80 Safety, Sustainability and Technology Committee report - pages 97-98	Compliance Scorecard – page 104 ESG measures (Audited) – pages 135-136
	Describe management’s role in assessing and managing climate-related risks and opportunities.	Governance section – page 49 Governance framework – page 80
Strategy Disclose the actual and potential impacts of climate- related risks and opportunities on the organisation’s businesses, strategy and financial planning where such information is material.	Describe the climate-related risks and opportunities the organisation has identified over the short, medium, and long term.	Strategy section – pages 49-50 Risks and opportunities – pages 53-54 Risk management – page 61
	Describe the impact of climate-related risks and opportunities on the organisation’s businesses, strategy, and financial planning.	Strategy section – page 50 Transition Plan – page 52 Risks and opportunities – pages 53-54 Sustainability strategy - page 22	Viability statement – pages 71-72 Financial Statements: Basis of preparation – page 168
	Describe the resilience of the organisation’s strategy, taking into consideration different climate-related scenarios, including a 2°C or lower scenario.	Strategy section – page 50-51 Risks and opportunities – pages 53-54 Strategic progress: Technology - pages 26-27	Board activities and principal decisions - page 82
Risk management Disclose how the organisation identifies, assesses and manages climate-related risks.	Describe the organisation’s processes for identifying and assessing climate-related risks.	Risk management section – page 51 Strategy section – page 50-51	Risk management – page 61
	Describe the organisation’s processes for managing climate-related risks.	Risk management section – page 51 Strategy section – page 49-50 Risks and opportunities – pages 53-54	Risk management – page 61 Technology principal risk – page 64 Market principal risk – page 67
	Describe how processes for identifying, assessing and managing climate-related risks are integrated into the organisation’s overall risk management.	Risk management section – page 51 Risk management – page 61	Risk management roles and responsibilities – page 62 Climate principal risk – page 68
Metrics and targets Disclose the metrics and targets used to assess and manage relevant climate- related risks and opportunities where such information is material.	Disclose the metrics used by the organisation to assess climate-related risks and opportunities in line with its strategy and risk management process.	Metrics and targets section – page 51-52 Strategic progress – pages 26-31 Key Performance Indicators – page 36	Transition Plan – page 52 Risks and opportunities – pages 53-54 ESG measures (audited) – page 135-136
	Disclose scope 1, scope 2, and, if appropriate, scope 3 greenhouse gas (GHG) emissions, and the related risks.	Metrics and targets section – page 51-52 Avoided emissions - page 47	Transition Plan – page 52 Scope 1, 2 and 3 GHG emissions – pages 55-56
	Describe the targets used by the organisation to manage climate-related risks and opportunities and performance against targets.	Metrics and targets section – page 51-52 Transition Plan – page 52 Strategic progress – pages 26-31

1. Bold = TCFD consistent disclosure; Standard = additional information.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 49

Sustainability review: TCFD

continued

Governance

The climate-related governance structure for 2024 is

summarised below and aligns with the underlying Group

model on page 80.

Board

Weir Group’s purpose is to enable the sustainable and

efficient delivery of the natural resources essential to create

a better future for the world. The Board considers climate-

related issues when setting annual budgets and business

plans and overseeing major capital expenditure, acquisitions

and divestments.

Any changes to the Company’s purpose, strategy and values,

including in relation to the climate-related aspects of these

topics, are reserved for the Board for approval in accordance

with the matters reserved to the Board.

The Board is responsible for reviewing and guiding the risk

management process. Climate has been identified as a

principal risk for the Group with updates provided to the

Board three times a year.

Safety, Sustainability and Technology Committee

The Board has established a Safety, Sustainability and

Technology Committee with a role to provide strategic and

governance oversight to explore the future of the mining

industry and the implications of the Weir Group’s fully

integrated business model, which includes overseeing

climate-related matters. The Committee performs a

governance role in overseeing sustainability performance

against agreed sustainability and climate-related metrics

and targets and providing feedback to the Board or relevant

Board sub-committees, such as recommendations to the

Remuneration Committee on sustainability and climate-

related KPIs in bonus schemes. The Committee also conducts

an annual deep dive on the Weir's sustainability strategy and

climate-related targets and the Chair of the Committee

feeds back those discussions to the Board. The Committee is

supported by the Chief Strategy and Sustainability Officer

(CS&SO) and management representatives across the

Group, with responsibility to deliver and report against their

climate-related priorities. In addition, the Committee, where

appropriate, has sought external input to widen the

discussion on climate-related matters. More can be found on

pages 97 to 98.

The Audit Committee

In 2024 it was agreed that the Audit Committee would keep

under review the effectiveness of the internal controls and

systems for reporting non-financial data, and the related

assurance activity. This includes climate-related data, where

appropriate. The Audit Committee is informed about, and

considers, climate-related matters through its work to

oversee the impact of climate on the financial statements. Its

review of results of the scope 1&2 compliance scorecard

responses (presented by management) also enables the

Audit Committee to monitor and oversee progress against

goals and targets for addressing climate-related issues (see

page 104).

Remuneration Committee

The Remuneration Committee considers and agrees

scorecard metrics for safety and sustainability, including

climate-related matters, on an annual basis.

Nomination Committee

The Nomination Committee considers sustainability and

climate in its succession considerations. For example, the

experience of Andy Agg in ESG matters (including his

involvement in the 'Accounting for Sustainability Network'')

was considered in his appointment.

Group Executive

The Group Executive are responsible for reviewing the

sustainability strategy and progress against priorities,

including climate, annually in advance of the Group's

strategic planning cycle, to ensure integration with business

strategy. With the establishment of the Safety, Sustainability

and Technology Committee in 2024, the residual

Sustainability Excellence Committee accountabilities have

been subsumed into the Group Executive and any material

climate-related emergent topics will be presented to the

Group Executive for input and discussion as required. Annual

climate-related KPIs on the Group Balanced Scorecard (see

pages 135 to 136) are also defined annually and reviewed

quarterly by the Group Executive as part of the Group

Executive annual schedule, alongside the other ESG metrics

that collectively make up half of the balanced scorecard.

Chief Executive Officer (CEO)

The CEO reports directly to the Board and is responsible for

planning Group climate-related objectives and strategy for

Board approval, along with ensuring the effective delivery of

Group strategy.

Chief Strategy and Sustainability Officer (CS&SO)

The CS&SO is the Group Executive member with

management responsibility for climate-related matters

and reports directly into the CEO. This includes developing

and implementing climate transition plans, assessing

and managing climate-related risks and opportunities,

and integrating climate-related items into Group strategy.

The CS&SO agrees management recommendations on

climate-related topics with the Group Executive,

provides climate-related updates to the Safety,

Sustainability and Technology Committee and is informed

about climate-related issues through input from their

specialist internal team, as well as various working groups

and third-party advisers.

Strategy

Risks and opportunities identified

The risks and opportunities table on pages 53 to 54 outlines

the Group's most material financial risks and opportunities

and considers their potential impact on financial

performance and position in the future. We also track other

identified climate-related risks and opportunities that

currently have a potential financial impact that is less than

our materiality threshold, which includes carbon pricing risk

and cost of capital opportunity from our 2021 and 2023

Sustainability-Linked Notes and Revolving Credit Facility. Risks

and opportunities are prioritised based on their strategic

importance and potential financial impact.

Our risk assessment materiality threshold is defined in

accordance with set financial thresholds on pages 53 to 54. In

this context, our materiality threshold is a gross risk or

opportunity of 5% of current year operating profit. Our time

horizons, also on pages 53 to 54, are in line with our Risk

Assessment Criteria and align to the time horizons used in

our strategic planning cycles. We recognise that climate-

related issues often manifest themselves over the medium

and longer terms, and this is reflected in our own medium

and long-term horizons of 3 to 5 years, and +5 years

respectively. We have not identified any potential climate-

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 50

Sustainability review: TCFD

continued

related issues that could have a material financial impact on

the Group arising in our short-term (0-3 year) time horizon.

Risks and opportunities process

We assess the impacts of physical and transition risks and

opportunities identified in our risk management process,

as outlined on page 51, to quantify financial impact and

compare to materiality thresholds previously mentioned.

These assessments are validated annually as part of our

strategic plan with Divisions asked to confirm those risks and

opportunities that are of most relevance to them, and have

the most significant potential financial impact on their plans.

We also annually review the financial impact of all climate-

related risks and opportunities to consider factors that may

change their materiality status, such as the EU Carbon Border

Mechanism Adjustment for our carbon pricing risk, and the

potential interest savings from our 2023 Sustainability-Linked

Notes. Outputs are monitored by the CS&SO and changes to

risks and opportunities are reported into the Group Executive

as required. There were no changes to our risks and

opportunities in the year.

Impact on business, strategy and financial planning

Our sustainability strategy is outlined on page 22. We are

already adapting our strategy to address climate-related

risks and opportunities, including through:

– ‘Deliver sustainable Weir’ with focus on reducing our scope

1&2 CO2e footprint as well as management of waste, water

and biodiversity within our own operations; and

– ‘Accelerate sustainable mining’ with focus on the impact of

our equipment to use less energy, use water wisely and

create less waste. This is linked to our scope 3 CO2e and

avoided emissions workstreams.

Climate-related risks and opportunities are also considered

as part of the mergers and acquisitions process, including

assessment of energy and water consumption, carbon

footprint, physical risks, contribution to Weir’s

climate-related technology opportunities and impacts on the

wider Weir network.

Note 2 to the Group financial statements (page 168) outlines

how we have considered potential climate impacts in our

financial statements. This is further evidenced by the financial

commitments within our Transition Plan on page 52. The

outputs from our scenario analysis described in the next

section have also been used in our viability assessment

(see pages 71 to 72).

Climate-related issues are considered in the financial

planning processes in a number of ways:

– Validation of risks and opportunities through the annual

five-year strategic planning process with our Divisions,

along with an assessment of related strategic initiatives.

We actively track for indicators of a faster global transition

requiring additional investment allowing us to deploy

capital flexibly where needed.

– Our ten-year operations CO2e forecasting model provides

an aligned view of the impact of planned production,

facility and energy changes to help plan future capital

requirements.

– As noted on page 135, we introduced a new annual target

for avoided emissions for 2024, approved through the

bonus scheme process, which will be embedded and

managed through the financial planning process.

– We have a cross-functional working group to oversee 2025

planned updates to the capital expenditure process to

more fully embed climate-related topics within the

decision-making process and capture data to support

future disclosures.

Overall, there is no material impact to current financial

performance and both capital and operating expenditure

needs to meet our 2030 CO2e targets have been assessed

and built into our strategic plans.

Scenario analysis and resilience of our strategy

We have used scenario analysis to assess risks in greater

depth and assess resilience, working with Willis Towers

Watson (WTW) to model our physical and transition risk

scenarios as outlined below:

– Physical risk: After identifying risks in the 2020 TCFD review,

as described in the Risk management section, we

modelled potential increases in extreme weather risk under

two physical climate scenarios: less than 2 degrees of

warming, applying physical climate scenario RCP 2.6; and 4

degrees of warming, applying RCP 8.5. We assessed

financial exposure in terms of the maximum foreseeable

one-off loss for facilities most at risk to flood risk beyond

2040, based on potential costs of damage and business

interruption at facilities most exposed. The potential

impacts are considered material and are included in our

risk and opportunity disclosure on page 54.

– Transition risk: After the 2020 TCFD review, we conducted

detailed quantitative scenario analysis in 2021 to quantify

risks and opportunities related to markets for key minerals

from the transition to a low carbon economy. The analysis

was then updated in 2023 for three different scenarios:

i. Business as usual (BAU) is based on market expectations

derived from the International Energy Agency (IEA) Stated

Policy Scenario, with temperatures exceeding +2°C by

2100 vs pre-industrial levels.

ii. 2DS considers a transition to a low carbon economy in

line with the Paris Agreement, based on IEA’s Sustainable

Development Scenario (SDS), assuming an orderly global

transition limiting warming to well below 2°C by 2100.

The scenario achieves net zero emissions by 2050 in

developed nations and global net zero by 2070 through

a forced (pushed by policy), but economically optimised,

trajectory constrained to a carbon budget.

iii. An additional 1DS scenario with the same parameters

as 2DS but faster transition limiting warming to 1.5°C by

2100 and global net zero emissions by 2050.

Our analysis highlighted accelerated movement in

commodities in the 2DS and 1DS scenarios, driven by

technology changes such as electrification, growth in battery

storage and electric vehicles, as well as the shift away from

fossil fuels. It considered consequent impacts on Weir’s

business in terms of revenue trends from customers

operating in each commodity. The analysis assumed no

actions in our business strategy to mitigate the impact of

declining commodities or leverage the opportunity from

future facing minerals under the faster transition scenarios,

and so can be deemed a worst case. Outcomes are shown

on page 53.

In addition to the scenario analysis work performed in 2021,

we consider the resilience of our overall five-year strategy,

including climate-related risks and opportunities, through

annual PESTLE (Political, Economic, Social, Technological, Legal,

and Environmental) analysis with the output provided to the

Board as part of the strategic plan review process (see page

82 for more information).

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 51

Sustainability review: TCFD

continued

Overall, we believe our strategy is resilient and that we are

well positioned to address emerging climate-related risks

and opportunities and meet our target to grow faster than

our markets. Our global network has wide reach and flexible

capacity to meet changing customer demands under all

three considered scenarios and we have invested in recent

years to expand capacity in key growth markets. We are

meeting customer demands for new technology through our

technology strategy (see pages 26 to 27) and we are

optimising our operations to drive up energy efficiency,

increase renewable energy and protect against physical risks.

Risk management 

Group principal risk

Climate is included in the Group’s principal risk register due

to the wide implications on the Group’s performance and

reputation (see page 68). This risk was first added as a

principal risk in 2019 and was previously called 'Environmental

Sustainability'. It was identified and assessed in accordance

with the Group’s Risk Management policy on page 61, before

being updated in 2021 to incorporate the outputs from our

TCFD assessments (see below), with our risk indicators

updated to align with TCFD categories of policy and legal,

technology, market, reputation and physical risk. The principal

risk is managed at a Group level with the CS&SO assigned as

the Group Executive principal risk-owner. Updates to the risk

are managed through the risk process outlined on page 62.

Identification and assessment of climate-related risks

Our 2020 TCFD review was designed to identify and assess

climate-related risks as follows:

– Physical risk: As a business with operations across the

world, we are exposed to risks of extreme weather events

disrupting our facilities or supply chain networks. We

performed scenario analysis to identify risks related to

physical impacts of climate change – such as direct

damage to property or ability to supply customers. The

assessment concluded that we are exposed to physical

risks with a potential to cause business interruption, in

particular, flood risks at facilities. Further information is on

page 54.

– Transition risk: The first step of our approach was to

identify plausible transition risks, over a time horizon of

ten years. Transition risk types considered followed those

prescribed by the TCFD framework, covering market,

reputation, technology and regulatory factors, including

existing and emerging regulatory risks. We identified a

shortlist of 12 topics in a survey of Senior Management

within each Division and assessed risks and opportunities

for each in greater detail through an approach aligned with

Weir's risk assessment criteria summarised on page 61,

including in-depth interviews and workshops with subject

matter experts and an assessment of likelihood and

potential impact of each risk and opportunity. We also

considered any existing or potential responses. The review

highlighted markets as the most material risk and

technology as the most material opportunity, so these

were reviewed in more detail, with scenario analysis

performed to quantify potential impact of the market risk

(further information on pages 50 to 51). We have also,

where possible, further assessed and validated the impact

of other transition risks, such as the financial quantification

of our carbon pricing exposure.

Our 2020 TCFD review allowed us to identify and assess

climate-related risks in isolation first, before subsequently

considering their relative significance alongside other,

non-climate-related risks. The 2020 TCFD review ultimately

informed the Group's principal risk on climate, as well as

identifying links to other principal risks, enabling a more fully

informed and integrated risk management process.

Managing climate-related risks

The disclosure on pages 53 to 54 set out the actions to

mitigate our material climate-related risks. As noted on page

49 to 50, climate-related risks are prioritised based on their

strategic importance and potential impact in line with

financial materiality thresholds.

In terms of making decisions to mitigate, transfer, accept or

control climate-related risks, we followed a similar risk

management approach as outlined on page 61, considering

the severity of each risk (using the impact and likelihood

outputs from TCFD assessment) and the effectiveness and

efficiency of internal controls. In 2021, we updated our

climate principal risk to embed further climate-related

mitigating actions. This process also highlighted links to our

technology and market principal risks, on pages 64 and 67

respectively, which incorporate climate-related actions to

mitigate overall Group exposure, such as R&D investment to

develop more sustainable technologies.

We continually monitor our climate-related risk exposure

through our risk management framework that underpins our

Group principal risk (see above), as well as being informed by

the strategic planning process as outlined on page 50.

Metrics

Key climate-related metrics and targets

The primary metrics we consider when assessing and

managing climate-related risks and opportunities are

as follows:

– Scope 1&2 emissions (see page 55)

– Scope 3 emissions (see page 56)

– R&D as % of sales (see page 36)

– Avoided emissions (see page 47)

These metrics link to our key climate-related targets and

commitments as summarised in our Transition Plan summary

on page 52. More information on performance in the year

can also be found in our Technology and Performance

strategic progress sections (see pages 26 to 31). Scope 1&2

and avoided emissions are subject to limited assurance from

SLR and scope 3 is subject to limited assurance by

PricewaterhouseCoopers LLP (see page 56).

2024 measures

We embed climate-related measures within our

remuneration policy to drive strategic action to improve our

overall performance of the key metrics above. Our 2024

climate-related measures are summarised in the

Remuneration report on pages 135 to 136, and include the

following:

– continued reduction in scope 1&2 emissions versus the

2019 baseline; and

– developed our targets for avoided emissions and progress

priority R&D projects. In 2023, we established our avoided

emissions baseline and set a target for 2024, which was

embedded in our bonus scheme (see page 135). Over

time, we expect this to impact our future scope 3

emissions as we drive customer uptake of more energy

efficient products with reduced emissions (see Transition

Plan section on page 52).

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 52

Sustainability review: TCFD

continued

Other metrics

In addition, we consider a range of financial and operational

metrics when assessing climate-related risks and

opportunities in line with our strategy. These are included in

our risks and opportunity disclosure on pages 53 to 54 and

Performance strategic progress on page 30. Although we

recognise these metrics’ connection to climate, we do not

currently use these as our key metrics for the assessment

and management of climate-related issues.

Additionally, we provide a more detailed emissions

breakdown within our CDP Climate disclosure and we

separately report energy consumption in operations and

product fuel economy data in our Sustainability Accounting

Standards Board (SASB) disclosure. Furthermore, we

completed the CDP Water questionnaire for the first time

in 2024 disclosing basic water-related data that we will

continue to build on in future years. Our CDP and SASB

disclosures are available in the Sustainability section of

our website1.

We are continuing to evolve our metric and target framework

and are taking actions to strengthen quality and governance

of underlying data, as well as being committed to reviewing

our KPIs and metrics as part of our transition to reporting

under ISSB and CSRD in future periods (see page 57).

1Links to website:

– CDP (both Climate and Water) and SASB reporting can be found on our

website at global.weir/sustainability/sustainability-performance-and-

reporting/

– Transition Plan can be found at global.weir/Transition-plan.

Transition Plan summary

The summary below sets out key elements of our Transition

Plan in line with TCFD requirements. The plan is published in

full on our website1, and we aim to publish an update to our

Transition Plan during 2025.

Scope 1&2 emissions – c.0.5% of our footprint

This category includes emissions from our operations within

our management control, including energy used in

manufacturing and other facilities. One challenge for Weir is

that we manufacture a high proportion of products in our

own foundries and therefore recognise a higher proportion

of emissions in scopes 1&2 than if we were to export

emissions to scope 3 by contracting out manufacturing.

Our scope 1&2 targets are as follows:

– SBTi approved 2030 Target: 30% reduction in absolute CO2e

vs 2019 baseline (aligned to SBTi well below 2 degrees)

– 2050 Target: Net Zero

The 2030 emissions reduction will continue to be

achieved through:

– Energy efficiency initiatives, with a focus on emissions

hot spots, particularly our foundries.

– Low carbon electricity supply, including on-site

renewable generation, green contracts, power purchase

agreements and, where necessary, Renewable Energy

Certificates (RECs).

– Purchase of offsets is not part of our transition plan to 2030.

Annual capital expenditure and operating costs required to

deliver the plan have been assessed at around £0.5m to £1m

across the period, and are considered non-material to our

business plan. We remain well on track to meet our 2030

targets, having achieved 27% reduction in 2024 vs 2019 –

see GHG Emissions data on page 55.

For 2030 to 2050, net zero requires economically viable

low carbon alternatives to natural gas and other fuels to

be used within our facilities. We continue to explore

technology and energy supply options and have not yet

quantified unabatable emissions or potential offsets

required beyond 2030.

Scope 3 emissions – c.99.5% of our footprint

The overwhelming majority, c.98%, of Weir Group’s end-to-

end carbon footprint is attributable to downstream value-

chain scope 3 emissions, specifically the use phase of our

long-lifespan products and solutions on our customers’ sites.

Our scope 3 target is therefore focused on our

downstream footprint:

– SBTi approved 2030 target: 15% reduction in use of

sold products vs 2019 baseline (aligned to SBTi well

below 2 degrees).

We have a compelling shared goal with our customers

to reduce our scope 3 footprint. Through our technology

strategy (pages 26 to 27), we develop new or improved

technologies to improve energy efficiency in key mining

processes. We have also developed our avoided

emissions value proposition to drive take-up by customers

(see page 47).

Due to inherent uncertainties in calculating scope 3, we take a

continuous improvement approach to review our processes

and data and disclose any restatements in a timely and

transparent manner. We have restated our 2023 emissions

as a result of improvements in data collection (see page 56).

Delivering against our 2030 target depends substantially on

external factors beyond our direct influence or control,

notably the rate of adoption of low carbon energy by our

customers and grid decarbonisation, given that the majority

of our equipment is already powered by electricity,

accounting for around 90% of use of sold product emissions.

Our scope 3 target is based on emissions factors for

customers purchased electricity aligned to the IEA Stated

Policy Scenario. However, our scope 3 footprint continued to

rise between 2019 and 2023 due in part to business growth

and sales to countries with high electricity emission factors.

Following the data improvements described above, we

reviewed our scope 3 2030 forecast in 2024 and concluded

that despite a 9% reduction in use of sold product emissions

in 2024 (see page 56), our 2030 scope 3 target is at risk.

Achieving it will depend on accelerated action to

decarbonise electricity grids. We continue to engage

externally in favour of energy efficiency and the low carbon

energy transition, as described on page 46. We intend to

keep our scope 3 target under review based on the overall

electrification and decarbonisation journey of the jurisdictions

in which our customers utilise our equipment.

The main cost to support our plan is R&D investment which is

already core to our business strategy (see page 36).

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 53

Sustainability review: TCFD

continued

Description			Categorisation		Impact	Summary
Both risk and opportunity
	Risk 1 Changing customer behaviour Decreased revenues due to reduced demand for products and services from declining. mining sectors Category: Transition – market		Time horizon1 Likelihood Magnitude2		Potential financial impact3 Risk: c.£120m per annum revenue under 2DS scenario; c.£210m per annum under 1DS Opportunity: c.£70m per annum revenue under 2DS scenario; c.£310m per annum under 1DS Cost of response: £46.6m costs per annum Metric – Commodity as % of revenue: Risk commodities (at constant currency) – coal, oil sands and iron ore 22% (2023: 24% ; 2022: 24%) Opportunity commodities (at constant currency) – copper, nickel and lithium 28% (2023: 26%; 2022: 28% )	Longer-term trends in demand patterns for key minerals are projected to change during the transition to a low carbon economy. Weir sells products and services to customers producing fossil fuels and certain minerals that are due to decline during the transition (coal, oil sands and iron ore), as well as future-facing commodities that are due to increase (copper, nickel, lithium and cobalt). We describe on page 50 to 51 our analysis of forced commodity market scenarios, constrained by carbon budgets. In 2024, similar to prior years, we compared the commodity market forecasts in our five-year strategic plan with those in the ten-year climate scenario analysis. We found that our five-year planning assumptions broadly align with the BAU scenario, particularly for the biggest commodities with most material impact on risks and opportunities. We noted greater variation between external data sources for timelines beyond five years and for commodities with a smaller impact on our revenue. Overall, we considered that BAU is largely built into our existing plans. The financial impact for both the risk and opportunity is, therefore, the difference in revenue between BAU and the 2DS and 1DS scenarios per annum by 2033. The assessment indicated that overall net revenue impact in 2033 would be about -£50m under the 2DS scenario, with a revenue downside of £120m for risk commodities and upside of £70m for the opportunity commodities. Under the 1DS scenario, this switched to a net opportunity of around £100m, due to the £210m downside in coal, oil sands and iron ore, being outweighed by a greater upside of £310m in copper, nickel, lithium and cobalt. ESCO Division is proportionately more exposed to downside risks. The potential impact would develop over a number of years, not as a one-off event, and the potential financial impact does not take account of mitigating actions, so can be deemed worst case. We monitor ongoing commodity-related data with recurring annual cost of £0.1m. Actions in our strategic plan mitigate the impact of declining commodities and leverage the opportunity from future-facing minerals in line with the BAU scenario, with contingency plans to manage a faster transition. We are well placed to manage transition risk due to long planning cycles in the mining sector, flexibility within our network, active tracking of market signals and ongoing resilience testing. In addition, our R&D capital allocation targeting 2% of annual revenue means we continue to provide compelling offers relevant to customer needs to scale up future facing commodities, meet iron ore demand from the low carbon steel sector and manage assets in declining sectors as efficiently and sustainably as possible. R&D in 2024 totalled £46.5m.
	Opportunity 1 Changing customer behaviour Increased revenues due to greater demand for products and services from growing mining sectors Category: Transition – market		Time horizon1 Likelihood Magnitude2

1. Our Risk Horizons as defined in our Risk Assessment Criteria are: up to 3 years – short; 3 to 5 years – medium; 5+ years – long.

2. Our Risk Assessment Criteria for the magnitude impact of gross risk are based on operating profit: >20% profits – high; 10-20% profits – medium to high; 5-10% of profits – moderate ; 0-5% profits – low Impact Score.

3. Potential financial impact is shown as increase or decrease in revenue or cost. Risk 2 also includes estimated profit impact.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 54

Sustainability review: TCFD

continued

Description			Categorisation		Impact	Summary
	Risk 2  Increased severity and frequency of events Impact of flood (coastal, fluvial, pluvial, groundwater) Category: Physical – acute		Time horizon1 Likelihood Magnitude2		Potential financial impact3 £30m one-off cost Cost of response £0-0.1m per annum cost Metric: We track our exposure through our financial impact and monitor disruption at our sites, of which there were no major incidents in the year	As a business with operations across the world, we are exposed to risks of extreme weather events disrupting our facilities or supply chain networks. As outlined in the Strategy section on page 50 to 51, we modelled potential increases in extreme weather risk under scenarios for <2°C and +4°C of warming and then assessed the maximum foreseeable one-off loss, based on potential costs of damage and business interruption at facilities most exposed to flood risk under a +4°C scenario beyond 2040. Analysis identified an aggregate one-off loss range across the Group of between £0-30m reflecting a combination of replacement of physical assets and gross profit exposed to climate-related risks. The results were shared across the Group’s operations, to reinforce both the appropriateness of our existing physical risk mitigation strategies and inform decisions on future risk initiatives and expansion plans. We continue to monitor disruption of climate-related physical incidents at our sites, with no significant events in 2024. In case of such events occurring, the Group maintains robust business continuity plans and specific insurance protection to mitigate against the extent of any operational impact that may occur. The loss range identified as part of the scenario analysis reflected potential gross losses before taking into consideration the Group’s controls environment. Through a combination of existing physical defence measures and business continuity plans, cross-divisional manufacturing capacity and the applications of insurance, the net loss forecast would reduce to a low figure. We, therefore, categorise the magnitude of impact as low. The cost of response reflects third-party loss control engineering advice to assist facilities identify risks and develop mitigation solutions.
	Opportunity 2 Development and/or expansion of low- emission goods and services Increased revenues due to greater demand for products and services Category: Products and services		Time horizon1 Likelihood Magnitude2		Potential financial impact3 £50m per annum revenue Cost of response: £46.6m of cost per annum Metric – R&D as % of sales: 2024: 1.9% (2023: 1.8%; 2022: 1.9%)	We target mid to high single digit growth above market per year, driven by four factors: sustainable solutions, integrated solutions, expanding our product range and geographic expansion. A 5% revenue uplift on annual continuing operations revenue of c.£2.5bn would deliver increased annual revenues of around c.£130m per annum, from the four factors combined. We have assumed 50% of this uplift in our calculations. Weir continues to target at least 2% of revenues investment on R&D in line with our technology strategy on pages 26 to 27. Our focus on sustainable solutions creates a compelling value creation opportunity as we link our goals directly with our customers, focus investment to accelerate the technology transition in mining, and quantify avoided emissions through our avoided emissions initiative to unlock value for customers (see page 47). The cost of response reflects R&D in 2024 of £46.5m, as well as recurring expenditure for the avoided emissions workstream of £0.1m.

1. Our Risk Horizons as defined in our Risk Assessment Criteria are: up to 3 years – short; 3 to 5 years – medium; 5+ years – long.

2. Our Risk Assessment Criteria for the magnitude impact of gross risk are based on operating profit: >20% profits – high; 10-20% profits – medium to high; 5-10% of profits – moderate ; 0-5% profits – low Impact Score.

3. Potential financial impact is shown as increase or decrease in revenue or cost. Risk 2 also includes estimated profit impact.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 55

Sustainability review: GHG emissions

Total annual GHG emissions

We have provided below our GHG emissions, as required under the Companies Act 2006 (Strategic Report and Directors’ Report) Regulations 2013, and have reported the requirements of the

Streamlined Energy & Carbon Reporting (SECR) framework. In 2024, we identified and implemented energy efficiency measures across our business, which included manufacturing efficiency

improvements, behavioural change, process upgrades and selecting energy efficient technology, such as LED lighting. Our total identified and implemented energy savings from projects

implemented in 2024 are estimated to be 11,501,794kWh.

Total scope 1&2 annual GHG emissions (continuing operations)

	UK & Offshore area annual GHG emissions (tCO2 e)			Global annual GHG emissions (tCO2 e)			Global GHG emissions intensity (tCO2 e per £m revenue at constant currency)
Location-based Emissions	2024	2023	2019	2024	2023	2019	2024	2023	2019
Scope 1 emissions: fuel combustion and operation of facilities	2,227	2,445	3,602	64,880	65,184	67,547	25.9	25.8	35.1
Scope 2 emissions: purchased electricity, heat and steam	2,847	3,053	4,951	93,234	94,606	121,807	37.2	37.4	63.3
Total scope 1&2 (location-based)	5,074	5,498	8,553	158,114	159,790	189,354	63.1	63.2	98.4
Market-based Emissions
Scope 2 emissions: purchased electricity, heat and steam	76	82	275	68,608	77,029	116,079	27.4	30.5	60.3
Total scope 1&2 (market-based)	2,303	2,527	3,877	133,488	142,213	183,626	53.3	56.3	95.4

	UK & Offshore area annual energy use (kWh)			Global annual energy use (kWh)
Energy	2024	2023	2019	2024	2023	2019
Energy consumption used to calculated emissions	25,815,058	27,935,581	38,601,875	540,772,071	537,267,104	578,199,219

Scope 1&2 annual GHG emissions from foundries (continuing operations)

	Annual GHG emissions (tCO2 e)			Proportion of global (continuing operations) annual emissions (%)			GHG emissions intensity (tCO2e per tonne of metal poured)
	2024	2023	2019	2024	2023	2019	2024	2023	2019
Scope 1 emissions: fuel combustion and operation of facilities	41,452	39,903	45,151	26.2	25.0	23.8	0.5	0.4	0.4
Location-based scope 2 emissions: purchased electricity, heat and steam	67,692	67,663	85,019	42.8	42.3	44.9	0.7	0.7	0.8
Market-based scope 2 emissions: purchased electricity, heat and steam	50,001	53,087	80,452	37.5	37.3	43.8	0.5	0.6	0.8
Total scope 1&2 (location-based)	109,144	107,566	130,170	69.0	67.3	68.7	1.2	1.1	1.2
Total scope 1&2 (market-based)	91,453	92,990	125,603	68.5	65.4	68.4	1.0	1.0	1.2

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 56

Sustainability review: GHG emissions

continued

Scope 3 total annual GHG emissions

Scope 3 category – continuing operations only		Evaluation status	2024 tCO2e	2023 tCO2e*
1.	Purchased goods & services	Relevant, calculated	506,221	527,382
2.	Capital goods	Relevant, calculated	10,631	12,064
3.	Fuel & energy related activities	Relevant, calculated	48,275	38,267
4.	Upstream transportation & distribution	Relevant, calculated	90,305	103,199
5.	Waste generated in operations	Relevant, calculated	15,530	16,964
6.	Business travel	Relevant, calculated	12,461	17,941
7.	Employee commuting	Relevant, calculated	7,944	7,980
8.	Upstream leased assets	Relevant, calculated	42	97
9.	Downstream transportation & distribution	Relevant, calculated	96	82
10.	Processing of sold products	Not relevant, explanation provided	–	–
11.	Use of sold products	Relevant, calculated	49,303,391	54,039,995
12.	End-of-life treatment of sold products	Relevant, calculated	382	881
13.	Downstream leased assets	Relevant, calculated	4,552	10,040
14.	Franchises	Not relevant, explanation provided	–	–
15.	Investments	Relevant, calculated	5,386	4,726
Total			50,005,214	54,779,618

    Scope 3 total annual GHG emissions for year ended 31 December 2024 was subject to independent limited assurance by PricewaterhouseCoopers LLP (PwC) in 2024. For PwC's Limited Assurance report see our website at global.weir/sustainability/2024/

PwC_assurance.

Methodology and Notes

For commentary on our progress against scope 1&2 and scope 3 emissions targets, see our Transition Plan Summary

on page 52

Scope 1&2

A detailed summary on our methodology can be found on our website at global.weir/2024/sustainability/

scope123_methodology.

In line with SECR, energy consumption data has been provided for the UK & Offshore and globally, this data was used in the

creation of our GHG emissions. Revenue for 2019 and 2023 are based on 2024 average exchange rates. 2023 constant

currency revenue is disclosed in note 4 of the Group Financial Statements. 2019 constant currency revenue is £1,925m

(continuing operations). For our foundries, the scope 1 proportion of Global continuing operations annual emissions is a

proportion of total market-based GHG emissions. Therefore, the % shown in the market-based total row does not equal the

sum of the scope 1 and market-based scope 2 rows.

Our 2024 scope 1&2 GHG emissions data have been externally verified to a limited level of assurance by SLR Consulting. A

copy of the assurance statement can be found on our website at global.weir/2024/sustainability/SLR_assurance.

*Scope 3

2023 category 11 is restated to reflect changes in methodology and data in 2024 to improve the accuracy of the motor power

rating (kilowatts) applied to the products we have sold and reduce the use of estimated data. These changes have increased

the total significantly. A detailed summary of our methodology and 2023 restatement can be found on our website at

global.weir/2024/sustainability/scope123_methodology. Note, prior to calculating scope 3 emissions, categories were

screened for relevance using the protocol criteria. Those listed as 'not relevant' above were all considered to make no

contribution to Weir's scope 3 emissions. It is not always possible to distinguish upstream and downstream transport so

categories 4 and 9 should be considered in aggregate. Furthermore, category 4 and 7 values for 2023 were restated following

the limited assurance by IBIS Consulting of the remaining scope 3 categories in March 2024.

Our 2024 scope 3 total annual GHG emissions for year ended 31 December was subject to independent limited assurance by

PricewaterhouseCoopers LLP ('PwC') in 2024. A copy of PwC's limited assurance report can be found on our website at

global.weir/sustainability/2024/PwC_assurance.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 57

Strengthen our foundations

Strengthen our foundations is a key priority of our

sustainability strategy with a focus on expectation of all

responsible businesses.

Responsible business and supply chain practices

Business practices

Responsible business practices are managed by our

compliance function, led by Group Head of Internal Audit and

Chief Compliance Officer. You can also read more about how

the Directors have regard to various matters under section

172 of the Companies Act 2006, including the desirability of

the Group maintaining a reputation for high standards of

business conduct, in the Strategic report on page 20 and in

the Governance report on page 82.

Code of Conduct

We are dedicated to doing business in an ethical and

transparent manner. The Group’s Code of Conduct (Code)

provides direction and a framework for how we expect our

people to conduct themselves on a day-to-day basis. Every

year, we provide Code training to our employees and

contingent workers, and in 2024, 96% of required employees

completed the mandatory fraud awareness module. We also

provided sanctions training to employees in higher risk roles

and regions, completed by 96% of designated employees.

To assure adherence to policies and procedures, and that

these remain robust, Internal Audit performs annual Code

audits (including employee expense reviews) at selected

Group locations (see page 104 for more information).

Ethics hotline

The Group maintains processes for employees to raise

concerns regarding unethical behaviour. This includes the

ability to report concerns through the Weir Ethics Hotline,

which is a 24-hour, multilingual service accessible via

telephone or online with the option of reporting

anonymously. The Compliance function works closely with

the business to ensure that matters raised via the Ethics

Hotline are investigated in a fair and impartial manner

consistent with the Group Investigation Protocol. Of the Ethics

Hotline cases received in 2024, 20% of them had

substantiated allegations.

To drive continuous improvement, in 2024, the Compliance

function created a new Ethics Investigation Protocol, along

with supporting procedures, to standardise and streamline

the processes for triaging ethics complaints, conducting

investigation, and monitoring remedial actions.

Human Rights

We respect the human rights of all those working for, or with,

us, and of the people in the communities where we operate.

In accordance with our Human Rights Policy, we will not do

business with companies, organisations or individuals that we

believe are not working to comparable human rights

standards or are engaged in forms of modern slavery.

In 2024, the Compliance function engaged a consultant from

Deloitte to continue the global human rights risk assessment

of our operations and supply chain. The assessment is

designed to drive additional process improvements in

managing our human rights risks in 2025. Further information

can be found in our Modern Slavery Statement (see page 58),

and we report on outcomes for safety on pages 32 to 33, and

Inclusion, Diversity and Equity on page 33.

Anti-Bribery and Corruption

The Group's Code of Conduct and Anti-Bribery and

Corruption Policy clearly prohibit bribery and corruption in all

our business dealings, and we have a zero tolerance policy

towards bribery and corruption by Group personnel and any

third parties working on our behalf. These efforts are

supplemented by our Gifts and Hospitality Policy and Agent

and Business Partner Policy. In 2024 we created a new

standalone Sponsorship and Donation Policy to address risks

associated with increased charitable giving. We regularly

provide reminders or training to key employees about

bribery and corruption risks, and Internal Audit perform

annual audits of employee expenses and the Gifts and

Hospitality Register for compliance against our policies

(see page 104 for more information).

For third-party risk, our risk-based due diligence and

management programme enables the Group to work only

with third parties that meet our Company standards and

expectations for compliance. 

Supply chain practices

We source raw materials, components and services across

the globe. Our suppliers play a critical role in our business

and our relationships with them are based on achieving the

best performance, product delivery, service and total cost in

an ethical and sustainable manner. Therefore, we expect our

suppliers to reflect the same values and behaviours. All

suppliers must abide by the minimum standards set out in

the Group Supply Chain Policy. 

In 2024, the Minerals Supply Chain function continued its

responsible supply chain project that requires key suppliers

to report risk-related information about their operations via a

third-party ESG software tool, with 75% of Minerals’

procurement spend covered to date. The data insights

provided by the tool will inform planned enhancements to

supply chain due diligence and monitoring processes.

Sustainability data, systems and assurance

We refreshed Board-level governance of sustainability and

technology by establishing the Safety, Sustainability and

Technology Committee in early 2024 (see pages 97 to 98).

During the year, our ESG assurance roadmap was reviewed

by the Audit Committee to ensure that strategic ESG KPIs are

supported by external assurance in line with sustainability

reporting requirements (see page 99). As a result, we have

expanded assurance during 2024 to cover safety total

incident rate (TIR) and employee engagement (eNPS) KPIs.

Underpinning this is a rigorous approach to cyber security,

managed through the IT governance framework (see page

69) with oversight from the Board (see page 82).

ESG strategy, goals and progress

We continue to mature our sustainability strategy following

our double materiality review in 2023, and challenge

ourselves to focus on the most strategic areas to enable

pace and impact. During the year, we reviewed all high-

priority topics from our materiality matrix to assess

governance, risk, strategy and KPIs, as well as map data

assurance and system needs. This review identified

downstream water and waste, product stewardship and

responsible supply chain as the next focus areas to address.

Our review also assessed readiness against future reporting

requirements such as the International Sustainability

Standards (ISSB) and EU Corporate Sustainability Reporting

Directive (CSRD). To help us prepare for implementation, our

focused approach to maturing our strategy is designed to

report on the most material impacts, risks and opportunities.

In the meantime, we extended disclosure in 2024 to address

questions relating to water as well as climate in our annual

submission to CDP.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 58

Sustainability and non-financial reporting

Non-financial and sustainability

Policy	Reporting requirement	Summary of areas covered	Section of Annual Report
Sustainability Strategy		Sets out our strategic priorities in relation to sustainability, covering areas such as champion zero harm, reduce our footprint, nurture our culture and strengthen our foundations around governance-related factors.	Page 22
Zero Harm. Every Day1		Our document describes how everyone at Weir has a role to play in working together to achieve zero harm. It covers our Zero Harm Behaviours framework which sets out our approach to safety culture, and our SHE Management System which sets out how we manage safety, health and environmental risk.	Pages 32 to 33
Inclusion, Diversity and Equity Policy1		Sets out our policy and ambitions in relation to inclusion, diversity and equity across Weir.	Page 33
Board Diversity Policy1		Sets out the approach to diversity on the Board of Directors of The Weir Group PLC.	Page 94
Health and Wellbeing Strategic Framework1		Sets out framework for employees to access a wide range of resources in support of their broader health and wellbeing, including mental wellbeing, at any time.	Page 32
Code of Conduct1		Outlines the ethical and legal standards to which Weir Group holds its employees and stakeholders, covering a range of areas including anti-bribery and corruption, competition (anti-trust) law, conflicts of interest and use of Group property and resources.	Page 57
Human Rights Policy1		Covers our main responsibilities in the areas of employee rights and the risk of human rights violations in our supply chain.	Page 57
Modern Slavery Statement1		Sets out how we identify, assess and manage modern slavery risks across our operations and supply chain.	Page 57
Group Supply Chain Policy 1		Sets out the minimum standards we expect our suppliers to abide by with respect to areas such as business ethics and legal and regulatory compliance.	Page 57
Anti-Bribery and Corruption Policy1		Prohibits bribery and corruption, whether by Weir or any third party who acts on behalf of the Group, and sets expected ethical business behaviours.	Page 57
Gifts and Hospitality Policy1		Supplements the Code of Conduct by further describing the requirements and process for providing business courtesies to customers and other third parties.	Page 57
Agent and Business Partner Policy1		Covers how to protect the Group from engaging with third parties who, in the course of representing or working for the Group, could undertake improper activities such as offering or accepting a bribe or engaging in other misconduct.	Page 57
Sponsorship and Donation Policy		Outlines the guidelines and procedures for the sponsorship and donation activities undertaken to ensure all such activity is conducted in a transparent, ethical, and compliant manner.	Page 57

information statement

The table on the right sets out our key

policies and standards that govern our

approach and due diligence, along with

references to outcomes and additional

information included elsewhere in the

Annual Report. Further information to

support our disclosure can also be found

on the following pages:

– The required information about the

business model can be found on pages 17

to 18.

– Information about medium-term key

performance indicators that are aligned to

our We are Weir strategic framework and

the Group’s remuneration policy can be

found on pages 35 to 36.

– Our climate-related financial disclosures

can be found on pages 48 to 54.

– Our principal risks are summarised on

pages 63 to 70.

Employee numbers

As at 31 December 2024, there were 11,444

people, excluding contingent workers,

employed by the Group of whom 2,203 were

female, 9,227 were male, and 14 did not

disclose their gender. As at 31 December

2024, there were nine Directors of The Weir

Group PLC Board, five of whom were male

and four were female. Excluding the

Executive Directors, there were 80 males and

19 females in our senior management team,

as defined by the Companies Act 2006. For

further diversity-related disclosures,

including our disclosures for the purposes of

the UK Listing Rules, Corporate Governance

Code and FTSE Women Leaders and Parker

Reviews, refer to the Nomination Committee

report on pages 91 to 96.

1. These policies are available on our website: global.weir/

Key Employees Environment Social matters Human Rights Anti-corruption and anti-bribery

Key Employees Environment Social matters Human Rights Anti-corruption and anti-bribery

sustainability/our-governance-and-policies/.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 59

Risk management

We operate in a complex global

environment where the effective

management of risk is fundamental

to the delivery of our strategic

objectives. Our global risk management

system is designed to provide both the

necessary level of oversight and a

consistent framework in which our

Group operations can take advantage

of attractive opportunities, while

ensuring we are not exposing the

organisation to excessive risk.

Main activities during 2024

– Geopolitical Risk – Crisis readiness processes updated and

rolled out across the Group to embed consistency of

approach in how we manage a crisis.

– Safety, Health & Wellbeing Risk – Launch of our "Zero harm,

Every Day" integrated management system aimed at

ensuring the safety, health and wellbeing of everyone

at Weir.

– People Risk – Launch of a new senior leaders Inclusion,

Diversity and Equity (ID&E) Steering Committee

spearheading initiatives aimed at embedding ID&E

principles into all facets of our operations, ensuring that

every voice is heard and valued.

– Emerging Risk – Deep dive session conducted with the

Board to further strengthen our business resilience.

Areas of focus for 2025

– Cyber Risk – Continued regulatory compliance with

new global cyber security legislation in the regions in which

we operate.

– Ethics & Governance Risk – Planned revision of the Group's

code of Conduct in 2025 to ensure alignment with our new

brand profile and strategy.

– Climate Risk – Further expansion of our avoided emission

targets, which were first set in 2023.

Risk agenda

During the year, the Board has reviewed the effectiveness of

the systems of risk management and internal control and

conducted a robust assessment of both the principal and

emerging risks potentially affecting the Group in line with the

risk appetite statement.

The risk appetite statement is the level of risk that the Board is

willing to take or tolerate to achieve our strategic objectives.

It articulates what is an acceptable level of exposure,

relative to the amount of reward we are seeking, and helps

to determine how much control or mitigating actions may

be required.

The Group's risk appetite statement, which is detailed on

page 60, considers several different dimensions, which

balance commercial performance with managing our

business in a sustainable and compliant manner.

Our appetite may vary from area to area, for example, it may

be higher where we are prepared to tolerate more risk to

achieve a specific outcome, such as entry into new countries

that offer growth opportunities.

The key principles underpinning the Group's risk appetite are:

– Risk appetite needs to be measurable, involving the use of

appropriate Key Risk Indicators (KRIs).

– Risk appetite is not a single fixed concept.

– There must be a range of appetites for the different risks

that the Group faces.

– Risk appetite must be integrated within the control culture

of the Group.

– Appetite must consider differing views at a strategic,

tactical and operational level.

– The defined risk appetite has been signed off by the Board.

Compliance with the risk appetite statement is monitored

through the Group's functional and frontline controls and

monitoring and oversight controls.

The Board will continue to review and update the risk

appetite statements to ensure they remain consistent with

the Group's strategy and environment in which we operate.

All these activities meet the Board's responsibilities in

connection with Risk Management and Internal Control set

out in the UK Corporate Governance Code 2018.

It is noted that the UK Corporate Governance Code 2024 will

apply to Weir starting 1 January 2025 except for Provision 29,

which will apply to Weir starting 1 January 2026. The Group

will report on this code in next year's annual report.

Details of the review of the internal control and risk

management systems undertaken during the year are

contained in the Audit Committee report on page 99.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 60

Risk management

continued

Risk appetite statement

The Group is strategically positioned in markets with good long-term growth prospects. We will pursue ambitious growth targets, and we are willing to accept a higher level of risk to increase the likelihood

of achieving or exceeding our strategic priorities, subject to the parameters below.

Sustainability
Risk	Risk appetite		Risk parameters
Safety, health & wellbeing	We will not undertake or pursue activities that pose unacceptable hazard or risk to the health and wellbeing of our people or the communities in which we operate or the broader environment.		(i) No tolerance for breaches of Weir Group SHE Charter (ii) Target zero harm through continuous improvement (iii) Adherence to our Health & Wellbeing Framework (iv) Active community and environmental engagement.
People	We will support, develop and reward our people in keeping with local market conditions and will encourage behaviour in line with our values and purpose.		No tolerance for breaches of (i) We Are Weir framework (ii) Weir Code of Conduct (iii) Group and Divisional HR policies.
Climate	We will evaluate and consider material climate transition and physical risk in all major strategic decisions and take adaptation and mitigation actions to minimise their impact.		We will monitor and maintain each of the following risk parameters within risk appetite: (i) Physical (ii) Policy & legal (iii) Technology (iv) Market (v) Reputation.
Ethics & governance	We have no tolerance for breaches of external legal governance frameworks or internal control systems.		No tolerance for breaches of: (i) Legislative/statutory requirements (ii) Weir Code of Conduct (iii) International sanctions (iv) Delegated authority levels (v) Group & Divisional policies.
Growth
Technology	We will ensure that we invest appropriately in R&D to both: (i) Defend our core products to protect our installed based aftermarket annuity model and (ii) Grow our innovation technology solution offerings, focused on addressing our customers most strategic challenges.		Investment of R&D resources will be consistent with our purpose and Company values.
Market	We will primarily operate in mining and infrastructure markets and accept the associated cyclicality, but will seek to minimise this risk as far as possible.		Focus growth and investment on businesses that demonstrate a high aftermarket and offer a technology differentiator.
Country presence	We are prepared to enter new countries that offer opportunities for growth consistent with our overall strategy. We will not enter, or will exit, countries that present a high risk of harm to our people, damage to our reputation, or breach of international sanctions.		No tolerance for breaches of: (i) Legislative/statutory requirements (ii) Weir Code of Conduct (iii) International sanctions (iv) Delegated authority levels (v) Group & Divisional policies.
Organic growth	We will rigorously pursue Divisional organic growth strategies to meet our market growth objectives.		Investment of resources will be consistent with Divisional strategies and expected mid to high single digit % revenue growth through cycles.
Capital allocation & returns	We will encourage capital expenditure in pursuit of our growth ambitions subject to Internal Rate of Return (IRR) hurdles and capital structure targets.		Local country cash flow projections for investment appraisal purposes discounted at country specific rates to account for risk weighted returns.
Capital structure	We are prepared to use leverage in pursuit of our growth agenda and will actively seek low-cost debt to fund the Group but, recognising cyclicality in our end-markets, will maintain significant headroom against our financial covenants.		We will seek to maintain the ratio of net debt/EBITDA between 0.5 and 1.5. We may exceed this range in the short term for M&A activity but will seek to return to this range within a 12-18 month period.
Margins
Returns & profitability	We will not pursue growth at all costs; however, we expect high margins, strong returns on capital and working capital discipline together with cash generation.		Short-term margin dilution is acceptable in gaining market entry but, over the cycle, we aim for 20% operating margin in 2026. Targeting free operating cash conversion of 90-100% over the medium term.
Resilience
Information security & cyber	We have no tolerance for material cyber security incidents that impact our ability to operate as a business, damage our reputation or lead to financial penalties.		No tolerance for breaches of Group cyber security policies or Group security and education training.
Returns
Mergers & acquisitions	We will actively pursue M&A opportunities that enhance our strategic platform subject to meeting investment criteria.		Post-tax returns should exceed our cost of capital within three years of the acquisition.

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Risk management

continued

Risk management

The Group’s risk management and internal control

frameworks remain a core element of its Governance model.

Our Risk Management Policy defines how we expect risks

to be identified, assessed and managed throughout

the organisation.

Risks are assessed and quantified in terms of impact and

likelihood of occurrence, both before and after control

mitigation. Assessing the gross risk before control mitigation

allows the business to review the relative impact of the

existing controls by comparing the gross and net risk

assessment. Also, it allows the business to avoid expending

resources on mitigating controls and actions, which have

a negligible impact on the risk assessment.

The impact of risks is quantified across a range of factors

including financial; strategy; reputation; people and property;

ability to perform services; regulation; safety, health and

environment; investors; and funding. The Risk Management

Policy includes defined criteria for each risk impact all the way

up to Group-level assessments, thereby providing an

integrated bottom-up and top-down approach to

risk management.

Ultimately, the Board is responsible for the Group’s risk

management and internal control framework. It has set out

the decisions, and hence the level of risk, which can be

delegated to the Group Executive and Divisional and

operational company management without requiring

escalation. This is articulated in a series of Group policies

and delegated authority matrices, as well as the parameters

within the approved risk appetite statement. The Board and

Committee structure can be viewed on page 80.

The bottom-up risk reporting approach requires key risks

identified and reported at project level to be escalated to

the operating company management, which in turn may

be escalated to Divisional management, and ultimately to

the management-level Risk Committee and the Board.

This is achieved through risk dashboard reports, which are

maintained at Divisional and Group levels. The dashboards

provide a summary of the major gross risks at each

respective level, as well as a summary of the key controls

and actions and resulting net risk, and any further risk

mitigation actions required.

The Risk Committee has oversight of the Group risk

dashboard, along with a routine review of key controls

identified to manage each risk and the sources of

controls assurance.

The Board obtains assurance over risks and risk management

through the internal control framework. More information on

the internal control framework can be found within the

Corporate Governance report on page 90 and within the

Audit Committee report on pages 99-112.

Group Risk Committee 

The primary purpose of the Group’s Risk Committee is to

assist the Board in its oversight of the effectiveness of the risk

management framework. It performs its role through:

– Having an overview of the key risk issues identified across

the Group;

– Ensuring that the Group risk dashboard remains relevant

on an ongoing basis;

– Reflecting the Group's risk appetite against those

identified risks.;

– Overseeing and, where necessary, directing the effective

design and operations of the Group's governance, risk

management and internal control framework; and

– Ensuring that there is adequate enterprise-wide processes

and systems for identifying and reporting emerging risks.

The Group Risk Committee convened three times in 2024

and was chaired by the Chief Financial Officer, supported by

Head of Risk. This schedule aligned with the triannual risk

updates provided to the Board. The full responsibilities of the

Committee are captured on page 62.

Emerging risks

The proactive management of emerging risk and opportunity

is regarded as a key priority for the Group, which will only

continue in importance given the ever evolving global

operating environment.

By their nature, emerging risks are deemed to be different

from our identified principal risks due to their characteristics

of ambiguity, uncertainty, volatility and difficulty to define

and quantify.

There is an acknowledgement, however, that they have the

potential for both significant strategic impact and

opportunity to create competitive advantage.

To continue to promote agility against these threats and

further strengthen our business resilience, a deep dive

emerging risk session was conducted with the Board over the

course of the year, with the priority areas identified already

aligned with the Group's principal risks.

This emerging risk review consistently highlighted the crucial

connection between the geopolitical risk landscape and the

global economic outlook. Both factors were recognized for

their significant potential to influence the Group's overall

strategy over the next decade.

Adopting this process allows the Board to remain alert to

both the internal and external emerging risk landscape and

the ability to respond and adapt accordingly.

à Read more
Risk appetite statement	See page 60
Corporate Governance report	See page 73
Audit Committee report	See pages 99-112

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 62

Risk management

continued

Risk management roles and responsibilities

The key roles and responsibilities for risk management are set out below.

		Group	Risk management responsibilities
Third line of defence  u		Board Overall responsibility for the Group’s risk management and internal control frameworks, and strategic decision within the Group.	– Annual review and ongoing monitoring of the effectiveness of the risk management and internal control frameworks. – Annual review of the Group’s risk appetite. – Assessment of the Group’s principal and emerging risks.	– Twice a year receive a report from the Risk Committee that sets out the current assessment of each principal risk, the effect of mitigating controls on each risk, the direction of travel of each risk versus the prior year, the extent to which each could potentially impact the Group’s strategic goals and any relevant findings relating to significant control failings or weaknesses that have been identified. – Taking decisions in accordance with the delegated authority matrices.
		Audit Committee Delegated responsibility from the Board to review the effectiveness of the Group’s risk management and internal control frameworks.	– Annual assessment of the effectiveness of the risk management and internal control frameworks. – Review of reports from management and internal and external auditors.	– Review of the results from the six-monthly self-assessment compliance scorecards.
Second line of defence  u		Group Executive Executive Committee with overall responsibility for managing the Group to ensure it achieves its strategic objectives.	– Managing risks that have the potential to impact the delivery of the Group’s strategic objectives. – Monitoring business performance, in particular, key performance indicators relating to strategic objectives.	– Taking strategic decisions in accordance with the delegated authority matrices. – Escalating issues to the Board as required.
		Group Risk Committee Management Committee responsible for governance of the Group’s Risk Management Policy and framework.	– Review of the design and operation of the Group’s Risk Management Policy and framework. – Identification and assessment of the key risks facing the Group, identification of the key controls mitigating those risks and identification of further actions where necessary. – Identification and review of emerging risks and opportunities. – Review of the Divisional risk dashboards, considering the appropriateness of management’s responses to identified risks and assessing whether there are any gaps.	– Review of the Divisional risk dashboards, considering the appropriateness of management’s responses to identified risks and assessing whether there are any gaps. – Reporting key Group and Divisional risks to the Board.
		Chief Executive’s Safety Committee Safety Committee with responsibility to set and monitor the Group’s Safety, Health and Environmental (SHE) principles, priorities and actions.	– Executive Committee representation to drive improvements in our safety performance throughout the Group. – Champion the Group’s SHE Charter, reinforcing our commitment to maintaining a zero harm workplace.	– Ensure the strategy for SHE improvements is comprehensive, risk-based, deliverable and balanced and built on best practice from peers, customers and suppliers.
		Management Committees Several management-led committees, some of which are known as Excellence Committees. These Committees cover a wide range of subject areas relevant to the Group and delivery of its strategy objectives including safety, sustainability, technology, and inclusion, diversity and equity.	– Monitoring the management of key risks across the Group associated with the respective remits of the Management Committees. – Monitoring performance and compliance with Group objectives, policies and standards related to the respective remits of the Management Committees. – Taking decisions in accordance with the delegated authority matrices.	– Escalating issues to the Group Executive as required. – Reviewing the results from relevant assurance activities. – Design and administration of the Group’s compliance programme covering core areas including anti-bribery, anti-corruption, anti-trust, privacy, trade controls and human rights.
First line of defence  u		Divisional management Responsible for managing the businesses within the Divisions to ensure Divisional strategic objectives are achieved and there is compliance with Group policies and standards throughout their Division.	– Identifying and managing risks that have the potential to impact the delivery of the Division’s strategic objectives. – Monitoring performance and compliance with Group objectives, policies and standards within the Divisions and with regard to the outputs from the Excellence Committees.	– Taking decisions in accordance with the delegated authority matrices. – Escalating issues to the Group Executive as required. – Reviewing the results from relevant assurance activities.
					Operating Company management Responsible for ensuring company objectives are achieved and business activities are conducted in accordance with Group policies and standards.	– Identifying and managing risks that have the potential to impact the delivery of their Company’s strategic objectives. – Monitoring performance and compliance with Group objectives, policies and standards within their Company.	– Taking decisions in accordance with the delegated authority matrices. – Escalating issues to Divisional management and Excellence Committees as required. – Reviewing the results from relevant assurance activities.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 63

Principal risks and uncertainties

As in any business, there are risks and uncertainties that

could impact the Group's ability to achieve its strategic

objectives. Our risk management and internal control

frameworks are designed to make this less likely by clearly

identifying and seeking to mitigate the key risks.

During the year, the Board conducted a robust assessment

of the Company's emerging and principal risks, alongside the

risk appetite statements set out on page 60, meeting the

Board's responsibilities in connection with risk management

and internal control requirements in the UK Corporate

Governance Code. Each of the principal risks is assigned an

owner from among the Board or Group Senior Management

team, and a detailed review of each principal risk has been

completed in the year.

The Group's risk dashboards were reviewed, and validity of

the existing prior year principal risks were reassessed, and

consideration was given as to whether any new principal risks

have emerged, or certain risks are no longer considered to

be a principal risk. This review resulted in changes being

made to the principal risks in 2024.

The identified principal risks were subjected to a detailed

assessment based on the following considerations:

– Potential severity of each risk relative to the Group's stated

risk appetite.

– Existence and effectiveness of actions and internal controls

that serve to mitigate the risk.

– The overall effectiveness of the Group's control

environment, including assurance and any identified

control weakness.

– The extent to which each of the principal risks could impact

the Group's viability in financial or operational terms, due to

their potential effects on the business plan, solvency,

reputation or liquidity.

The principal risks set out on pages 63-70 are those that

we believe to have the greatest potential to impact our ability

to achieve the Group's strategic objectives, or which have

the greatest potential impact on the Group's solvency,

liquidity or reputation.

Key Strategy

	Political & social
	Description Adverse political action, or political and social pressures, in territories in which we operate may result in strategic, financial or personnel loss to the Group.				Risk trend	Risk owner: Chief Legal Officer	Impact on strategy
	Why we think this is important The Group's global operations face ongoing political and social volatility, which is expected to persist through 2025. Geopolitical tensions and new challenges will influence technology, sustainability, demographics, and macroeconomics. We must act quickly to protect our people and property and adjust to regulatory changes that may affect our competitiveness and return on capital employed.		How we are mitigating the risk Active and positive engagement with various governments, elected representatives, and trade and industry bodies enables the Group to influence policy decisions and address specific concerns effectively. Our strategic planning process facilitates regular assessments of market attractiveness, while also aiding in the forecasting of potential political and social instability within the regions where we operate. By combining risk horizon scanning with third-party intelligence from risk consultants, the Group is able to maintain flexibility and develop appropriate contingency and exit strategy plans.		Key changes during 2024 Given the ongoing levels of uncertainty this risk remained high on the Group's radar. Amid global fragmentation and geopolitical uncertainty, the Group continued focusing on enhancing its resilience throughout the year, while also monitoring potential opportunities arising from such volatility. The Group implemented several key risk initiatives, including improving crisis response protocols and conducting comprehensive geopolitical risk assessments. These assessments continued to differentiate between near-term exposures and longer-term strategic risks due to their different potential impacts. The impact and likelihood of this risk is assessed to have remained constant during the year. Due to ongoing uncertainty, this risk remained a priority for the Group.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 64

Principal risks and uncertainties

continued

	Technology
	Description Failure of the Group to embrace technology, innovate and continue to develop and invest in both our core and next generation solutions and services for our customers, leaves the Group's market-leading positions and ability to deliver on growth ambitions exposed.				Risk trend	Risk owner: Chief Strategy & Sustainability Officer	Impact on strategy
	Why we think this is important We need to continue to drive innovation across the Group through investment in talent and collaboration with research partners, thus ensuring there is a sustainable and evolving product offering leveraging new and adjacent technologies. Failure to achieve this could rise to the following: – An inability to give sufficient priority to outer horizon technology leading to an under investment/delayed development to meet our medium to long-term performance goals. – Failure to identify and mitigate potentially disruptive technology trends as they appear in mining or adjacent industries. – Failure to leverage our deep customer/market insights to develop products and solutions that meet the most strategic needs of our customers and other stakeholders. – Failure to adapt our business model to capture economic value/ prevent economic loss from technological advances. – Failure to leverage new technology to reduce costs/improve our own operational performance. – Failure to develop, attract and retain the talent and strategic R&D partnerships. – Failure to capture climate transition opportunity/mitigate risk via our technology offering.		How we are mitigating the risk Continued investment in our technology strategy aligned on smart, efficient and sustainable priorities. Targeting R&D minimum spend of 2% of revenue in each financial year. Use of new emergent technologies radar software/process with embedded AI scanning capability to assess potential risks and opportunities. Strong governance around intellectual property and new material/ product launches. Evolving WARC (Weir Advanced Research Centre) model with strategic international research, academic and technology scanning partnerships and funding. Continued uplift in our AI/Digital capability (people, process, data and technology) supported by our strategic acquisition and partnership strategies.		Key changes during 2024 We further enhanced and embraced our AI-driven disruptor fore-sighting, technology scouting, and customer scanning capabilities. These improvements are now hosted on a single, unified platform, streamlining our approach and maximising efficiency. We leveraged our new branding initiative to continue to build multi-level relationships in key mining customers and other sector stakeholders to drive even greater technology transformation adoption.  The impact and likelihood of this risk is assessed to have remained constant during the year.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 65

Principal risks and uncertainties

continued

	Value chain excellence
	Description Failure to achieve value chain excellence improvements and the associated reduction in costs and enhanced capital efficiency.				Risk trend	Risk owner: Divisional Presidents	Impact on strategy
	Why we think this is important An effective and efficient value chain is fundamental to the Group in maintaining its competitive advantage and continuing to create and deliver for its customers. Failure of the Group to drive improvements in its value chain management presents the following risks: – Loss of opportunity to meet our customers' needs in terms of product volume, quality and delivery, resulting in a loss of reputation and sales. – Failure to optimise our inventory inhibits the Group's investment strategy and creates slow-moving and absolute inventory, ultimately impacting our operating profit and cash conversion. – Failure to effectively manage inflationary increases in procurement costs as commodity prices increase leads to a reduction in our cost competitiveness and/or margins. – Failure to develop organisational capability to sustain and improve operational performance results. – Failure to create a scalable operating platform hampering value realisation from existing businesses and future M&A synergies.		How we are mitigating the risk Regular KPI monitoring of the value chain throughout the organisation. Value Chain Excellence initiatives operate throughout the Group to drive improvements, including expanding production in best cost countries. The Group’s forward purchase commitments are being closely monitored to manage inventories at levels appropriate to market conditions. Our credit risk management procedures are under continuous appraisal and review. We regularly monitor market activity to ensure we remain competitive. Improved demand planning and forecasting, including sales and operations planning. Realising value from shared service initiatives.		Key changes during 2024 Progress within our Performance Excellence programme continues at pace and is ahead of our ambitions for cumulative absolute savings. During the year, we recognised the benefits of projects launched at the start of the programme including the consolidation of several Minerals manufacturing facilities in the US and APAC as well as optimisation of our Australian service centre and Latin American distribution footprints. Adoption of our new lean programme, Weir Integrating Network System (WINS), in Minerals contributed to the largest savings during the year, driving a reduction in overall material cost as well as quality improvements. We opened our new ESCO foundry in Xuzhou, China, the most efficient in our network, ensuring that we remain highly responsive to demands from within our own supply chain. Our value chain excellence risk was deemed stable over the course of the year.

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Principal risks and uncertainties

continued

	Safety, Health & Wellbeing
	Description Failure to adequately protect our people and customers from harm presents a significant threat to the physical and mental wellbeing of the Group's existing and available workforce, leading to a resultant impact on productivity and our ability to meet customer demands and expectations.				Risk trend	Risk owner: Chief People Officer	Impact on strategy
	Why we think this is important At Weir, the subject of Health, Safety, and Wellbeing stands as a cornerstone of our operational philosophy and corporate culture. The wellbeing of our employees, customers, and communities is paramount and integral to our success. Ensuring a safe and healthy work environment fosters a positive and productive atmosphere, which in turn enhances our overall performance and sustainability. Our robust Health and Safety framework enables us to mitigate risks, prevent incidents, and promote a culture of continuous improvement. It is through this relentless pursuit of excellence that we strive to eliminate workplace injuries and provide a supportive environment where every individual can thrive.		How we are mitigating the risk Weir has implemented robust health and safety policies that serve as the foundation for its risk mitigation efforts. These policies are designed to comply with international standards and industry best practices, ensuring a consistent approach across all operations. Weir has adopted globally recognised occupational health and safety management systems, such as ISO 45001. These systems provide a structured framework for managing health and safety risks, enabling Weir to identify hazards, assess risks, and implement effective control measures. Weir monitors and reports on its health, safety, and wellbeing performance using key performance indicators (KPIs) and metrics. Regular audits and reviews are conducted to identify areas for improvement and ensure compliance with established standards. Weir offers a range of wellbeing programs designed to promote a healthy work-life balance. These programs include fitness and wellness activities, mental health support services, and flexible working arrangements. Employees are encouraged to participate in these programs to enhance their overall wellbeing.		Key changes during 2024 In 2024, the Group implemented several key initiatives to enhance the safety, health, and wellbeing of its employees: – Enhanced Safety Protocols: New safety measures were introduced, including regular training sessions, updated emergency response procedures, and the installation of advanced safety equipment. – Health Programmes: Comprehensive health programmes were launched, offering employees access to health screenings, wellness workshops, and mental health support services. – Wellbeing Initiatives: The Group expanded its wellbeing initiatives by providing resources for stress management, promoting work-life balance through flexible working hours, and offering recreational activities and fitness programs. – Employee Support Systems: A new employee assistance program (EAP) was introduced, providing confidential counselling and support services for personal and professional challenges. – Increased Communication: Efforts were made to improve communication channels, ensuring that employees are well informed about available health and safety resources and encouraged to provide feedback on these initiatives. These changes reflect the Group's commitment to creating a safer, healthier, and more supportive work environment for all its employees. The impact and likelihood of this risk is assessed to have remained constant during the year.

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Principal risks and uncertainties

continued

	People
	Description Failure of the Group to develop a strong talent development system and culture, necessary to attract and develop the very best talent and capabilities needed to execute our strategy.				Risk trend	Risk owner: Chief People Officer	Impact on strategy
	Why we think this is important Our people represent our biggest asset and so the ability of the Group to attract, develop and retain talent and build capability at the pace required is fundamental to the delivery of the Group's strategic objectives. Our ambition to foster an inclusive, diverse and equitable workforce that increasingly reflects the diversity of the markets in which we operate is key to creating a purpose-driven culture where we can all do the best work of our lives.		How we are mitigating the risk Promotion of the Weir Group values and behaviours, Code of Conduct and HR policies sets the standards and expectations for all our staff, reinforcing our stated commitment to attracting and retaining the very best people. High performer assessments are undertaken to identify and develop our very best talent. Talent development and succession plans are in place and periodically reviewed for all of our key management. Personal development plans are set and reviewed for the effective development of all our staff. We continue to offer competitive compensation and benefits packages.		Key changes during 2024 The launch of our new senior Inclusion, Diversity and Equity (ID&E) Steering Committee in the year marked a significant step forward in our journey to create a workplace where diversity is celebrated, and equity is inherent in all our practices.  Comprising a panel of leaders across the business, the Steer Co is spearheading initiatives aimed at embedding ID&E principles into all facets of our operations, ensuring that every voice is heard and valued. To further enhance the depth, diversity, and quality of its people, the Group has developed and introduced a series of succession planning metrics into its balanced scorecard process. This initiative is aimed at ensuring a strategic approach to talent management, fostering a culture of continuous development, and securing the future leadership pipeline. Over the course of the year, our people risk was assessed as remaining stable.

	Market
	Description Changes in key mining markets, including commodity prices and macroeconomic conditions, have an adverse impact on customers' expenditure plans. Fundamental market structure changes could alter the long-term economics of the business.				Risk trend	Risk owner: Chief Financial Officer	Impact on strategy
	Why we think this is important The Group acknowledges the market risks posed by ongoing electoral upheavals around the globe, which may precipitate further macroeconomic disturbances and an increase in protectionist policies. These political shifts have the potential to exacerbate uncertainties in the market, leading to a risk of short-term market contraction. Additionally, we recognise that heightened inflationary pressures combined with lower commodity pricing could contribute to increased caution among customers. Such dynamics may disrupt logistics flows and influence the balance of supply and demand within the commodity market.		How we are mitigating the risk The Group’s aftermarket-focused business model and emphasis on enhanced technology aim to reduce costs and improve efficiency, helping to mitigate the risk of future downturns. The Group's strategic planning process uses extensive market intelligence to aid in forecasting opportunities and declines in markets.		Key changes during 2024 Although global inflationary pressures and interest rate challenges persisted, showing slight reductions in 2024, the Group continued to navigate these with resilience. Through strategic initiatives and operational excellence, we were successful in our continued journey of growth and margin expansion. Reflecting these key mitigation initiatives, our market risk was assessed as remaining flat.

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Principal risks and uncertainties

continued

	Climate
	Description Failure to adapt to, and mitigate, climate change and the associated impact on our current or future business.				Risk trend	Risk owner: Chief Strategy & Sustainability Officer	Impact on strategy
	Why we think this is important Failure to adapt, manage and embrace the challenges and opportunities presented by climate change could have a significant impact on Weir, our people, our customers and our supply chains. Physical risk exposures, both acute and chronic, can be characterised by extreme weather events including floods, wildfires, heatwaves, storms and rising sea levels that could threaten not only our own operations, but also exacerbate geopolitical and social tensions should these events lead to forced migration or displacement of communities in certain regions. The world's climate challenge and transitioning to a low carbon economy brings with it significant opportunity for the Group. However, failure to innovate and deliver smarter, more efficient and sustainable solutions for our customers and, at the same time, effectively manage our own footprint, could give rise to a number of risks ranging from political and legal challenges, shifts in market demands and changes in customer or community perceptions.		How we are mitigating the risk Sustainability strategy developed via extensive multi-stakeholder materiality assessment encompassing Environmental, Social and Governance (ESG) areas. CO2e reduction strategy prioritised and being executed in both our own operations and those of our customers and supply chain. Deliver sustainable Weir – Reduce our footprint priority with Science Based Target (SBTi) aligned scope 1&2 CO2e reduction target being delivered via combined efficiency improvements and renewable supply optimisation. Accelerate sustainable mining – Use less energy priority with SBTi- aligned scope 3 CO2e reduction target and avoided emissions approach. We are continuing strong engagement with stakeholders in this area.		Key changes during 2024 We have continued to embed our refreshed sustainability strategy to deliver sustainable Weir and work in partnership with customers to accelerate sustainable mining. We have made great progress against our 2030 scope 1&2 SBTi targets and are well on track to deliver our target to reduce these emissions by 30% versus a 2019 baseline. We are actively mapping our performance against future non-financial reporting regulations, to help us prepare to meet International Sustainability Standards Board (ISSB) and EU Corporate Sustainability Reporting Directive (CSRD) requirements over the coming years. To help us prepare for implementation, our focused approach is designed to ensure we place our best efforts on the most material impacts, risks and opportunities. Overall, net weighting of this risk was increased marginally in 2024, in recognition of the heightened frequency and diminishing predictability threat that climate change is posing to our own and our customers' assets.

	Digital
	Description Failure to exploit 'digitalisation' opportunities impacting the Group's ability to meet evolving customer expectations.				Risk trend	Risk owner: Chief Information Officer	Impact on strategy
	Why we think this is important To meet the needs of our customers, the ambitions of the business and the expectations of an increasingly digital world, Weir must prioritise and accelerate its digital evolution. Failure to do so will negatively impact Weir's market position along with our ability to attract the people, skills and investment needed as a premium mining technology business. If we fail to implement a holistic, digitalised ecosystem and culture quickly and effectively, competitors, who successfully embed digitalisation, will benefit and increase their market share. Embracing digital solutions is becoming crucial for businesses to maximise their digital investments, meet evolving customer demands, and stay competitive in the market.		How we are mitigating the risk The Digital Steering Group oversees our Digital Strategy and Roadmap with annual updates and regular reviews to ensure strategic alignment and delivery. Through our Performance Excellence programme, we are scaling Agile via our digital product operating model. This, along with our digital and data community of practices, continues to optimise our digital fitness, capabilities, and talent management. In alignment with our Digital Roadmap, the Group's operations continue to collaborate on the strategic planning necessary to prioritise investment in the digital architecture and foundations required to support the delivery of our roadmap.		Key changes during 2024 In 2024, the Group made significant progress in delivering customer digital propositions and scaling enabling technology. We continued to invest in technology for sustainable mining through the maturing of our investment in our Motion Metrics and SentianAI businesses. We launched and continue to scale our Data and AI governance platform (Collibra), to support our extensive use of data and AI, while ensuring continued compliance with evolving regulations. Embracing AI solutions to enhance productivity across the business will continue to be a key area of investment through 2025. Over the course of the year, this risk was assessed as remaining stable.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 69

Principal risks and uncertainties

continued

	Ethics & governance
	Description Interactions with our people, customers, suppliers and other stakeholders are not conducted with the highest standards of integrity and in accordance with Group policies and procedures, which devalues our reputation.				Risk trend	Risk owner: Chief Legal Officer	Impact on strategy
	Why we think this is important We are unwilling to accept dishonest or corrupt behaviour from our people, or external parties working on our behalf, while conducting our business. If we fail to act with integrity, we are at risk of: – Reputational damage leading to a loss of business opportunity. – Increased scrutiny from regulators.  – Legal action from regulators, including fines, penalties and imprisonment. – Exclusion from markets important for our future growth. – Failure to meet required social standards to maintain licence to operate in our communities. We expect all areas of the business to do the right thing and conduct business in compliance with applicable laws, Weir Group policies and procedures, and the highest ethical standards.		How we are mitigating the risk The Weir Code of Conduct, along with Group policies, guides our business operations. We provide regular training through various methods including town hall sessions and online courses. We continuously monitor the effectiveness of our risk management and internal control frameworks. Internal Audit regularly reviews anti-bribery, corruption, and financial controls across the Group. The Group Compliance function manages our global compliance programme and collaborates with Internal Audit to ensure adherence. An Ethics Hotline is available for staff and the public, with timely investigations and reports submitted to the Group Executive and Board.		Key changes during 2024 In 2024, the Group's compliance team implemented several key initiatives to bolster ethical standards and regulatory compliance, including: – The deployment of awareness training in relation to the new failure to prevent fraud offence. – The delivery of updates to both our Human Rights Policy and human rights risk assessment process. – A continued focus on our approach to Modern Slavery, which contributed to a positive impact on our corporate mental health benchmark (CCLA) assessment, where the Group was recognised as the “top improver” among its UK large company peers in 2024. Risk remained stable across the year.

	Information security & cyber
	Description Failure to adequately protect Weir from cyber-enabled fraud and other information security risks that can lead to operational disruption, reputational damage, regulatory fines and/or financial impacts.				Risk trend	Risk owner: Chief Information Officer	Impact on strategy
	Why we think this is important Weir's global operations are heavily reliant on IT systems, tools and infrastructure. As the scale, frequency and impact of cyber attacks continue to evolve and increase, we recognise the significant risk this poses to Weir and its people, and take appropriate steps to mitigate these threats. Weir is part of an integrated, complex supply chain, with each member of the supply chain managing the risk of exposing each member of the supply chain to their vulnerabilities. Artificial intelligence powered threat actors increase the risk of advanced hacking tools and cyber fraud, utilising techniques like voice cloning and deep fake impersonations.		How we are mitigating the risk We have an IT governance framework that underpins our technology operations. The IS&T Risk and Assurance Board provides assurance and oversight of our security posture across the business, approves policy control and assessments in relation to cyber risk and information technology/operational technology security. Security incidents are managed by the cyber security operations team and serious incidents are reported to the Group Executive. Internal and external audits also take place regularly, providing additional governance and resilience to our controls, as well as highlighting opportunities to make further improvements. We run bespoke cyber security education and awareness campaigns throughout the year to ensure colleagues are equipped with the knowledge and confidence they need to use technology safely and securely. Our technology enterprise architecture and cyber security strategy roadmap continue to deliver improvements across the business that will help reduce the impact of any future cyber incidents.		Key changes during 2024 The annual cyber security training was updated to be a bespoke training course using testimony from staff to embed key cyber security good practice. There was also a bespoke and targeted training course for the users of our most privileged accounts. The half-yearly assurance of our cyber security controls has been updated to reflect operating model changes and new questions to embed the next level of control assurance. New cyber security policies were introduced, and policies were consolidated to make policy adherence easier for staff. Over the course of the year, our information security & cyber risk was assessed as stable.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 70

Principal risks and uncertainties

continued

	Competition
	Description Increasing presence of low-cost competitors with improving quality in our end-markets leads to significant pricing pressure and margin deterioration. Disruptive technologies, or new entrants with alternative business models, could also reduce our ability to sustainably win future business, achieve operating results and realise future growth opportunities. Continuing threat from third-party replicators.				Risk trend	Risk owner: Divisional Presidents	Impact on strategy
	Why we think this is important Continued presence of low-cost competitors with improving quality in our end-markets leads to significant pricing pressure and margin deterioration. Alternatively, increased competition forces a continual release of longer wear life products, resulting in maintaining market share, but cannibalising our sales volumes with difficulty in realising commercial benefits.		How we are mitigating the risk Horizon scanning for competitor threats, including patent searches and applications. Technology solutions with differentiation on engineering expertise, aftermarket service and total costs of ownership. Continued development of operational efficiency and improvement plans. Continued investment in core product design, process and materials that provide high value.		Key changes during 2024 In 2024, we continued to focus on fostering strategic product alliances with key customers to enhance our product offerings and strengthen long-term relationships. Some of these key initiatives and collaborations  included: – The Group engaging strategically with customers and key accounts to ensure our products continued to meet evolving needs and directly linking into product roadmaps updates and influencing R&D activities. – Maintaining strong governance around IP and patent protection in order to safeguard innovations from infringement. This included the introduction of a New Product Introduction (NPI) process for each division. – Launch of our new customer-centric brand strategy designed to position the Group as the leading end-to-end technology solutions partner for customers, supporting them in the transition to smart, efficient, and sustainable mining. Over the course of the year, this risk was assessed as remaining stable.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 71

Viability statement

In accordance with provision 31 of the UK Corporate

Governance Code 2018, the Directors have assessed the

viability of the Group, taking into account the Group’s current

position and the potential impact of the principal risks

documented on pages 63 to 70 of the Annual Report.

Assessment period

The Directors have determined that a three-year period to

31 December 2027 is an appropriate period over which to

provide its viability statement. The Group’s key markets are

by nature cyclical and therefore, while the Group operates

a five-year strategic planning process, market cyclicality

and the related lack of visibility over commodity prices in

particular indicate that a period of three years is appropriate.

We believe that this approach presents the Board and

readers of the Annual Report with a reasonable degree of

confidence over this longer-term outlook.

Risk assessment

The Board considered the longer-term prospects of the

Group as a mining technology leader and carried out a

robust assessment of the principal risks facing the Group,

including those that could threaten its business model, future

performance, solvency or liquidity.

While the review has considered all the principal risks

identified by the Group on pages 63 to 70, the following risks

were focused on for enhanced stress testing.

– Market volatility, modelled by applying downturn scenarios

and major customer shocks.

– Technology, digital, competition and value chain

excellence, modelled by significant loss of market share

and pricing pressure in key markets.

– Information security & cyber modelled by major site

shutdown scenarios and significant disruption to

operations as a result of a cyber incident.

– A regulatory shock scenario in response to the ethics and

governance or safety, health & wellbeing risks.

– Climate, modelled by major site shutdown scenarios as a

result of severe weather and potential downside impact on

mining revenues from certain commodities as a result of

changes in markets driven by climate action.

– Political & social risks, modelled by a major economic shock

and the impact of supply chain and commodity inflation.

The Group has delivered strong financial results in the current

year and enters 2025 with a strong order book. Activity levels

in our mining markets are positive, supported by favourable

commodity prices, and we have a clear strategy to capitalise

on the attractive long-term structural trends in our markets,

including our technology strategy to accelerate sustainable

mining. However, macroeconomic and geopolitical

uncertainty persists. Therefore, recognising these

uncertainties and the potential impact on our operations, the

Directors have also considered the longer-term prospects for

the Group as part of the overall consideration of viability.

It is acknowledged that a significant change in

macroeconomic conditions or the geopolitical landscape

would cause short-term disruption. However, these risks are

mitigated by the resilience of the Group’s aftermarket-

focused business model, the geographical spread of the

Group and the strong supply chain processes in place.

These would allow the Group to adapt and remain viable.

The impact of climate change on our operations has also

been carefully considered. The Group has made

commitments to longer-term targets to align with SBTi

requirements and has conducted scenario analysis to assess

risks and opportunities related to the transition to a low

carbon economy. There continue to be no indicators that

climate change and the steps taken to achieve these targets

will impact the viability of the Group.

Process and key assumptions

The Strategic Plan, prepared bottom-up annually and

approved by the Board, is used as the basis for the viability

modelling and is supplemented with due consideration of

current trading. The key assumptions underpinning the

Strategic Plan include continued strong demand for minerals

such as copper, gold and battery metals such as nickel and

lithium driven by electrification. This translates into supportive

commodity prices, long-term economic growth and

increasing demand for our new transformative solutions for

sustainable mining as the energy transition gathers pace.

The output of this plan is used to perform debt and

headroom profile analysis, which includes a review of

sensitivity to ‘business as usual’ risks, such as profit growth,

working capital variances and return on capital investment.

The base case has been stress tested to reflect:

i. severe but plausible downside scenario; and

ii. a highly unlikely more severe scenario.

The resulting scenarios were modelled to include a series of

individual one-off ‘shocks’, which represent the principal risks

identified, in combination with commodity price-based

market downturn scenarios. The assessment took into

consideration the potential impact on the Group’s profits and

cash flows and resulting impact on banking covenants.

The analysis indicated that the Group would be able to

comply with its current banking covenants, which are shown

in note 31 within the Group Financial Statements, and

maintain sufficient liquidity headroom within its existing

lending facilities under both scenarios. The outcome of the

modelling is supported by the following factors.

– The geographic spread of the Group’s operations helps

minimise the risk of serious business interruption or

catastrophic damage to our reputation.

– While the Group remains exposed to some cyclicality from the

markets in which it operates, it continues to have a strong

balance sheet that helps support significant liquidity.

– The Group’s ability to flex its cost base and preserve cash,

as demonstrated in 2020 with the swift actions taken in

response to Covid-19, and seen in earlier downturn years.

– While climate change actions may give rise to changes in

certain of the Group’s markets, our aftermarket-focused

and technology-differentiated business model, together

with a commodity mix biased to commodities critical to

supporting decarbonisation, gives the Group good

protection against downside risk and the ability to benefit

from opportunities in other markets.

– The Group’s ability to secure funding, most recently

demonstrated via securing the issuance of five-year

£300m Sustainability-Linked Notes in 2023, and its ability

to generate cash. In February 2024, the Group opted to

reduce the Revolving Credit Facility (RCF) from US$800m

to US$600m following strong cash generation in 2023 and

we have delivered another strong year of cash generation

in 2024. In March 2024, the Group exercised the option to

extend its RCF by one year to April 2029. The combination

of funding activity and strong cash generation provides

the Group with improved levels of liquidity over an

extended maturity profile.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 72

Viability statement

continued

These factors are considered critical in protecting the Group’s

viability in the face of adverse economic conditions and/or

the additional risks highlighted.

Review process

The Audit Committee, on behalf of the Board, have reviewed

the underlying processes and key assumptions underpinning

the viability statement. While this review does not consider all

of the risks that the Group may face, the Board considers that

this stress testing based assessment of the Group’s

prospects is reasonable in the circumstances of the inherent

uncertainty involved.

Confirmation of viability

Based on this assessment, the Directors confirm that they

have a reasonable expectation that the Group will be able to

continue in operation and meet its liabilities as they fall due

over the period to 31 December 2027.

The Strategic Report covering pages 1 to 72 of this

Annual Report and Financial Statements 2024, has been

approved by the Board of Directors in accordance with the

Companies Act 2006 (Strategic report and Directors’ report)

Regulations 2013.

On behalf of the Board of Directors

Jennifer Haddouk

Company Secretary

27 February 2025

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 73

Introduction from the Chair

In 2024 our robust governance

framework supported delivery of

our strategic objectives through

consistent operational performance

by the business."

Barbara Jeremiah

Chair

Dear shareholder,

On behalf of the Board, I am pleased to present the

Corporate Governance report for the year ended

31 December 2024.

Strategic focus and our governance framework

This report provides details about the Board and its

Committees including our dedication to guiding our

management team in formulating and delivering on our

strategic plan and business model to drive growth and

secure the long-term success of the business. Our

governance framework, described in more detail on page 80,

promotes robust corporate governance processes and

ensures we have the right resources in place for the Group

to meet its key objectives and milestones and measure

performance against them. You can read more about some

of the Board's most important decisions in 2024, on page 82.

Stakeholder engagement

The Board is committed to understanding the views of the

Company’s stakeholders to inform our decision-making

process. This year, we held a range of investor and

shareholder meetings on a variety of different topics, and we

look forward to further dialogue at our Annual General

Meeting on 24 April 2025. The Board also maintains a variety

of effective engagement channels with our employees

around the world, as described in more detail on pages 84 to

86. We have also spent time engaging with other

stakeholders across our business. You can read more about

our stakeholder engagement on page 87, and how these

engagement processes informed our decision-making in

2024 on page 82.

Board changes

During the year, there were a number of changes to the

Board’s composition. As set out in our Annual Report last year,

Andy Agg was appointed in February 2024 and our new Chief

Financial Officer, Brian Puffer, joined on 1 March 2024. Their

technical expertise of leading transformation programmes

has been highly beneficial during this year particularly in

delivering on our strategic agenda. I was also delighted to

welcome Nick Anderson as a new Non-Executive Director in

May 2024.

Nick has a wealth of experience as a leader in international

engineering and manufacturing operations. His skills and

knowledge in growing global businesses have already been a

great asset. You can read more about Nick’s appointment

process in the Nomination Committee report on page 93.

We also said goodbye to Srinivasan Venkatakrishnan, Sir Jim

McDonald and Stephen Young during 2024. I would like to

thank each of them for their valuable contributions to the

Board over the course of their respective tenures.

Board effectiveness

At the end of 2024, the Board and its Committees were

evaluated with assistance from Lisa Thomas of Independent

Board Evaluation to ensure that we continue to operate as

effectively as possible and to provide opportunities for

further enhancements in 2025. You can read more about the

effectiveness review process, as well as an update on

progress against our objectives for 2024 and our points of

focus for the year ahead, on page 89.

On behalf of your Board, I confirm that we consider that this

Annual Report, taken as a whole, is fair, balanced and

understandable and provides the information necessary to

assess the Company’s position, performance, business

model and strategy.

Barbara Jeremiah

Chair

27 February 2025

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 74

Governance at a glance

	Navigating our Corporate Governance disclosures
		Pages
	Chair’s statement on governance	73
	UK Corporate Governance Code compliance statement	74
	Our Board of Directors	75 to 78
	Our Group Executive	79
	Our governance framework	80
	Board leadership and activities	81
	Principal decisions	82
	Shareholder engagement	83
	Our culture and approach to employee engagement	84 to 86
	External stakeholder engagement	87
	Division of responsibilities	88
	Board effectiveness	89
	Risk management and internal controls	90
	Nomination Committee report	91 to 96
	Safety, Sustainability and Technology Committee report	97 to 98
	Audit Committee report	99 to 112
	Remuneration Committee report, including Directors' Remuneration report	113 to 147
	Compliance with the UK Corporate Governance Code
	The Company is subject to the UK Corporate Governance Code, published by the Financial Reporting Council in 2018. The UK Corporate Governance Code is available on the FRC’s website: www.frc.org.uk. The Board considers that the Company has, throughout the year ended 31 December 2024, applied all of the principles and complied with all of the provisions of the Corporate Governance Code. This Annual Report as a whole explains how the Company has applied the principles and complied with the provisions of the Code. The table on the right is a guide as to where the most relevant information can be found for each principle. From 1 January 2025, the 2024 edition of the UK Corporate Governance Code applies to the Company and we look forward to reporting against this in our Annual Report next year.

	Principles of the UK Corporate Governance Code
	1. Board leadership and company purpose	Pages
	A. Leadership and long-term sustainable success	75 to 78, 80 to 82
	B. Purpose, values and culture	84
	C. Resources and control framework	88, 90
	D. Shareholder and stakeholder engagement	83, 87
	E. Workforce policies and practices	84 to 86, 90
	2. Division of responsibilities
	F. Leadership of the Board	81 to 82
	G. Board composition and division of responsibilities	88
	H. Role and commitment of non-executive directors	88
	I.  Board support	88
	3. Composition, succession and evaluation
	J. Board appointments, succession and diversity	93 to 94
	K. Board skills and experience	92
	L. Board effectiveness review	89
	4. Audit, risk and internal controls
	M. Internal and external audit functions	90, 99 to 112
	N. Fair, balanced and understandable assessment	73, 90, 99 to 112
	O. Risk management and internal controls	90, 99 to 112
	5. Remuneration
	P. Remuneration policies and practices	113 to 147
	Q. Development of remuneration policy	113 to 147
	R. Judgement and discretion	113 to 147

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 75

Board of Directors

		Barbara Jeremiah (73) Chair Nationality: American Independent: Yes				Jon Stanton (57) Chief Executive Officer Nationality: British Independent: No				Brian Puffer (55) Chief Financial Officer Nationality: British/ American Independent: No
Date of appointment: Non-Executive Director since 1 August 2017, Senior Independent Director from 1 January 2020–28 April 2022, Chair Designate from 2 September 2021 and Chair from 28 April 2022. Barbara contributes considerable experience to the Board having spent over 30 years in senior leadership roles within Alcoa Inc., the global aluminium producer, and as the Chairwoman of Boart Longyear Limited. She was previously a Non-Executive Director and Remuneration Committee Chair of Premier Oil plc and Aggreko plc and a Non-Executive Director of Russel Metals Inc. Barbara’s leadership and governance experience allows her to effectively contribute to the Board. Barbara has a BA in Political Science and is a qualified lawyer. Key external appointments – Senior Independent Director and member of the Audit and Nominations Committees and Chair of the Remuneration Committee of Senior Plc – Senior Independent Director and member of the Audit, Nomination and Societal Value Board Committees of Johnson Matthey Plc				Date of appointment: Chief Executive Officer since 1 October 2016, Finance Director from April 2010–October 2016. Jon became CEO in 2016 and contributes a wealth of experience to the Board. Since becoming CEO, he has led the Weir portfolio transformation and oversees the delivery of the We are Weir strategic framework to create long-term sustainable performance improvement. He provides leadership to deliver the strategy and ensure it aligns with our purpose and values and, in particular, our zero harm commitments. Jon is committed to regular engagement with stakeholders and to ensuring stakeholder views and concerns are heard, understood and considered. Jon joined the Board as Finance Director in 2010. Prior to that he was a partner with Ernst & Young, where he led global board-level relationships with a number of FTSE 100 multi- national companies. Jon is a Chartered Accountant and a member of the Institute of Chartered Accountants in England and Wales. Key external appointments – Non-Executive Director and member of the Remuneration, Audit and People, Governance & Sustainability Committees of Imperial Brands Plc				Date of appointment: 1 March 2024 Brian is an accomplished finance leader with a strong track record. In addition, his extensive experience of business transformation is helping the Group to execute on its strategy and deliver the benefits of Performance Excellence. Brian joined Weir from BP plc where he held the role of Chief Financial and Risk Officer for BP Integrated Supply and Trading. Prior to that, he was Senior Vice President of BP's Global Business Services between 2012 and 2017, having joined BP in 2009 as Senior Vice President of Group Finance.  Before joining BP, Brian spent 18 years at PricewaterhouseCoopers, initially in various roles in the US and UK before being appointed as partner in 2002. Brian is both a Certified Public Accountant and a Chartered Accountant. Key external appointments – None

Committee membership key:
Committee Chair	Audit Committee member	Nomination Committee member

Remuneration Committee member Safety, Sustainability and Technology Committee member

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 76

Board of Directors

continued

 

		Dame Nicola Brewer (67) Senior Independent Director, Non-Executive Director Nationality: British Independent: Yes				Andrew Agg (55) Non-Executive Director Nationality: British Independent: Yes				Nick Anderson (64) Non-Executive Director Nationality: British/ American Independent: Yes
Date of appointment: 21 July 2022 Dame Nicola brings deep experience of international relations and external communications from a long and distinguished diplomatic career. Most recently, she was Vice Provost (international) of University College London, and prior to that, held senior positions in the Foreign and Commonwealth Office of the British Government. Dame Nicola served as British High Commissioner to South Africa between 2009 and 2013 and was the first Chief Executive of the Equality and Human Rights Commission from 2007 to 2009. Dame Nicola was a Non-Executive Director and Chair of the Ethics and Corporate Responsibility Committee of Aggreko plc from 2016 to 2021. She was also a Non-Executive Director of London First and of Scottish Power Limited. Key external appointments – Non-Executive Director and member of the Sustainable Development Committee at Iberdrola SA – Co-Chair of the UK group of the Trilateral Commission – Trustee of the Middle Temple Charity				Date of appointment: 27 February 2024 Andy brings significant financial experience to the Board from his role as Chief Financial Officer of National Grid plc. Andy joined National Grid in 2008 and prior to his current position, held several senior finance leadership roles across the National Grid group, including as Group Financial Controller, UK CFO and Group Tax and Treasury Director. Andy started his career at PricewaterhouseCoopers and is a member of the Institute of Chartered Accountants in England and Wales. Key external appointments – Chief Financial Officer of National Grid plc – Member of The 100 Group Main Committee and Chair of the Tax Committee				Date of appointment: 15 May 2024 Nick brings a wealth of experience to the Board as a leader in international engineering and manufacturing operations. Nick was Group Chief Executive of Spirax-Sarco Engineering plc between January 2014 and January 2024, having previously served as Chief Operating Officer and Director EMEA for the Group’s Steam Specialities business. Prior to Spirax-Sarco, Nick worked for Smiths Group plc as Vice-President of John Crane Asia Pacific based in Singapore and President of John Crane Latin America, based in the US. Nick also worked for Alcoa Aluminio in Brazil and Argentina, and for the Foseco Minsep Group plc in Brazil. Key external appointments – Non-Executive Director of BAE Systems plc and member of the Environmental, Social and Governance Committee, the Innovation and Technology Committee and the Nominations Committee – Non-Executive Director of Spectris plc and member of the Audit and Risk Committee and the Nomination and Governance Committee

Committee membership key:
Committee Chair	Audit Committee member	Nomination Committee member

Remuneration Committee member Safety, Sustainability and Technology Committee member

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 77

Board of Directors

continued

		Penelope Freer (64) Non-Executive Director Nationality: British Independent: Yes				Tracey Kerr (60) Non-Executive Director Nationality: Australian/ British Independent: Yes				Ben Magara (57) Non-Executive Director Nationality: Zimbabwean Independent: Yes
Date of appointment: 23 October 2023 Penny's extensive investment experience, as well as her wide-ranging leadership skills across many businesses, complement and strengthen the Board and contribute to the delivery of the Group's strategic objectives. Penny has a background in investment banking, having worked for over 25 years in a wide range of roles. From 2000 to 2004, Penny led Robert W Baird's UK equities division and prior to this she spent eight years at Credit Lyonnais Securities where she headed the small and mid-cap equities business. Penny has held a number of non-executive director roles in both public and private companies, including most recently as Chair of Crown Place VCT Plc and as Senior Independent Director and Chair of the Remuneration Committee of Advanced Medical Solutions Group PLC. Key external appointments – Chair of AP Ventures LLP – Non-Executive Director and Chair of The Henderson Smaller Companies Investment Trust plc – Non-Executive Director and Chair of Empresaria Group PLC and Chair of the Nomination Committee				Date of appointment: 21 July 2022 Tracey brings extensive experience in operations, sustainability and safety in global mining businesses. Tracey was Group Head of Sustainable Development at Anglo American plc between 2020 and 2021. Prior to that, she held accountability for safety, operational risk management and sustainable development across the Anglo American group from 2016 to 2020 and served as Group Head of Exploration from 2011 to 2015. In her earlier career, she held a variety of roles at Vale SA and BHP Pty Ltd. Tracey was previously a Non-Executive Director at Polymetal International Plc, where she chaired the Sustainability Committee. Key external appointments – Non-Executive Director, member of the Nomination and Remuneration Committees and Chair of the Sustainability Committee of Hochschild Mining PLC – Non-Executive Director, member of the Remuneration Committee and Chair of the Sustainability Committee of Jubilee Metals Group PLC – Non-Executive Director and member of the Audit and Risk Committee and the Sustainability and Stakeholder Management Committee of Antofagasta PLC				Date of appointment: 19 January 2021 Ben is a seasoned mining industry leader. He contributes extensive experience of leading global mining businesses, which is critically important to the Board as the Group delivers on its strategy as a focused, premium mining technology business. Since 2019, Ben has run his own mining advisory firm. Prior to joining the Weir Board, Ben served from 2013 to 2019 as CEO of Lonmin Plc, the then third largest global platinum mining company. He was a senior mining executive at Anglo American plc, having served as Executive Vice President of Engineering & Projects for Anglo Platinum from 2009 to 2013 and CEO of Anglo Coal SA from 2006 to 2009. Ben started his career as a graduate with Anglo American plc after completing his mining engineering degree at the University of Zimbabwe. Ben is our Designated Director responsible for employee engagement. Key external appointments – Non-Executive Director, Chair of the Investment Committee and member of the Risk and Business Resilience Committee of Exxaro Resources Limited – Non-Executive Director and Chair of the Remuneration Committee of Grindrod Limited – Member of the Advisory Board of Somika Sarlu

Committee membership key:
Committee Chair	Audit Committee member	Nomination Committee member

Remuneration Committee member Safety, Sustainability and Technology Committee member

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 78

Board of Directors

continued

Jennifer Haddouk (41)

Company Secretary

Nationality: French

Date of appointment: 6 January 2025

Jennifer brings strong experience in legal and corporate

services. She is a French qualified solicitor with a

background in UK, French, EU and international law having

worked in the biotechnology, pharmaceutical and

consumer sectors. Most recently, she was Group Legal

Counsel and Company Secretary at Benchmark Holdings

Plc, a UK AIM-listed biotechnology company operating in

27 countries.

Prior to the appointment of Jennifer Haddouk, and during

the 2024 financial year, Graham Vanhegan was the

Company Secretary. Graham's background and experience

can be found on page 79.

Gender diversity (full Board) as at 31 December 2024
¢	Women	4
¢	Men	5

Ethnic diversity (full Board) as at 31 December 2024
¢	White	8
¢	Black/African/Caribbean/ Black British	1

Non-Executive Director tenure as at 31 December 2024
¢	0-3 years	5
¢	3-6 years	1
¢	6-9 years	1

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 79

Group Executive

		Paula Cousins (51) Chief Strategy and Sustainability Officer Nationality: British Date of appointment: 1 January 2020				Garry Fingland (60) Chief Information Officer Nationality: British Date of appointment: 1 January 2020				Sean Fitzgerald (56) President of Weir ESCO Division Nationality: American Date of appointment: 1 December 2022
Experience Paula joined Weir in 2015 and before assuming her current role was Group Head of Strategy and Sustainability. Prior to Weir, Paula held a number of strategy, commercial and engineering leadership roles with Petrolneos, BP, McKinsey & Company, ExxonMobil and Unilever. Paula has a BEng Hons in Chemical and Process Engineering and an MPhil in Chemical Engineering Research, both from the University of Strathclyde.				Experience Garry joined Weir in April 2019 and has more than 30 years' experience in leadership roles across complex global technology organisations. Garry was formerly Chief Information Officer (CIO) for BUPA and served on its Executive Committee.  Prior to this, Garry was Global CIO at Serco and held senior technology and transformation roles with Diageo. Garry holds a BAcc from the University of Glasgow and an MBA from the University of Strathclyde, and is a qualified Chartered Accountant.				Experience Sean joined Weir in 2022 from A.P. Moeller Maersk where he was Chief Executive Officer of Maersk Container Industry. Sean started his career as an Officer in the US Army, following which he joined Bain & Company. Sean spent nearly ten years with General Electric as the GM of Onshore Wind Turbines before joining Komatsu Mining Corporation as Americas Regional VP for Underground Mining and later as President for the China Region. Sean holds a BS in Civil Engineering, an MA in Economics and an MBA.
		Rosemary McGinness (61) Chief People Officer Nationality: British Date of appointment: 31 July 2017				Andrew Neilson (49) President of Weir Minerals Division Nationality: British Date of appointment: 1 April 2020				Graham Vanhegan (60) Chief Legal Officer Nationality: British/American Date of appointment: 1 May 2018
Experience Rosemary joined Weir in 2017 from William Grant & Sons, where she had been Group HR Director. Having started her career in line management with Forte Hotels, Rosemary has held a range of positions covering all aspects of human resources across the globe, including being based in New York as Senior VP of HR for Bowne Business Solutions. Rosemary is an Advisory Board Member to the School for CEOs and the University of Strathclyde Business School, as well as a Fellow of the Chartered Institute of Personnel and Development.				Experience Andrew joined Weir in 2010 as Head of Strategy and has held a wide range of leadership roles at Weir, including leading the integration of ESCO into Weir and various positions within the Weir Minerals Division. Prior to Weir, Andrew held a variety of roles in banking, energy and professional services companies, including HSBC, HBOS, Scottish Power and KPMG. Andrew holds a Masters degree in engineering from the University of Strathclyde and is a qualified accountant.				Experience Graham joined Weir in 2018 from international exploration and production company ConocoPhillips, where he held a number of senior positions for the company across a 24-year career. His roles included Deputy General Counsel and VP of Business Development. A graduate of the University of Glasgow, Graham is a solicitor qualified to practise in both Scotland and England and is an attorney-at-law before the State Bar of New York, US.

Gender diversity as at 31 December 2024
	¢	Women	2
	¢	Men	6

Jon Stanton and Brian Puffer, are also

members of the Group Executive. Their

biographies can be found on page 75.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 80

Our governance framework

Below is an overview of our governance framework, showing a clear and effective division of responsibility between our Board, its Committees and operational management

(which is in turn supported by a series of management-led committees).

Board of Directors Primary Board responsibilities include: – Establishing Weir's purpose, values and strategy (including in relation to ESG and cyber-related matters) and ensuring appropriate resourcing to meet strategic objectives (including oversight of Group budget) – Assessing and monitoring culture, including ensuring alignment with the Group’s purpose, values and strategy – Establishing framework of prudent and effective controls that enable risk to be assessed and managed – Ensuring that workforce policies and practices are consistent with the Group’s values and support long- term sustainable success – Approving significant M&A transactions, capital and other expenditure, contractual commitments and other corporate activity – Approving Group dividend policy, tax strategy and underlying tax principles – Overseeing the Group’s overall corporate governance framework – Reviewing the means for employees to raise concerns in confidence and, if they wish, anonymously and ensuring arrangements are in place for proportionate and independent investigation of such matters

	Board Committees	Nomination Committee Leads the process for appointments, ensures plans are in place for orderly succession to both Board and senior management positions and oversees the development of a diverse pipeline for succession.			Audit Committee Monitors integrity of financial statements, reviews risk management and internal control frameworks, and considers both effectiveness of internal audit function and effectiveness, independence and objectivity of external auditors.			Remuneration Committee Determines policy for Executive Director remuneration, sets remuneration for Chair, Executive Directors and senior management, and considers potential application of discretion to remuneration outcomes.
		à Read more	91		à Read more	99		à Read more	113
		Safety, Sustainability and Technology Committee Provides strategic and governance oversight to explore the future of the mining industry and the implications for the Group's fully integrated business model.			Disclosure Committee Assists with decision making on the assessment, identification, handling and disclosure of inside information and compliance with applicable legal and regulatory requirements.			General Administration Committee Undertakes day-to-day matters of a routine, administrative or procedural nature on behalf of the Board.
		à Read more	97

Group Executive The Board delegates execution of the Group’s strategy and day-to-day management of the Group to the Group Executive. The Group Executive is, therefore, responsible for ensuring that each of the Group’s Divisions and functions are managed effectively and monitoring and reporting on their performance against the Group’s key performance indicators, as approved by the Board. The Group Executive is led by the Chief Executive Officer and comprises the CFO and the other individuals whose names and roles are set out on page 79. The Group Executive had 12 scheduled meetings during 2024. 

Management Committees The Group Executive is supported in its responsibilities by several management-led committees, some of which are known as Excellence Committees. These management-led Committees cover a wide range of subject areas relevant to the Group and delivery of its strategic objectives, including safety, sustainability, technology, risk and inclusion, diversity and equity. The Committees may also report to the Group Executive and the Board from time to time. Each Committee brings together other individuals from across Weir with matter-specific expertise to promote coordinated delivery and information sharing.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 81

Board activities and principal decisions made in 2024

Board leadership

Weir’s success is dependent upon effective and

entrepreneurial leadership by the Board. The Board is

responsible for promoting the Company’s long-term

sustainable success, generating value for shareholders and

contributing to wider society. This includes setting the

Company’s purpose, values and strategy. Our purpose is

described on page 2 and page 84 , and a description of our

business model and strategy to support it is set out on pages

17 to 18 and 21. The Board leads the Group within a

framework of prudent and effective controls that enable the

assessment and management of risks, and seeks to ensure

that sufficient resources are available to meet the Group’s

strategic objectives.

There are a number of matters that are specifically reserved

to the Board for approval and these are set out on our

website at global.weir/investors/corporate-governance/

matters-reserved-to-the-board/. The Board delegates some

of its responsibilities to its Committees as described on page

80, all of which operate within clearly defined terms of

reference. Membership of these Committees, their

effectiveness and their remit are considered at least annually.

Board meetings

Six pre-scheduled meetings were held this year. All were held

in-person including one in Bangalore. An additional short,

virtual Board meeting was held this year to deal with an ad

hoc item arising. Board papers continue to be circulated well

in advance of meetings to allow Directors to give thorough

consideration of the issues prior to, and informed debate and

challenge at, Board meetings.

The Board continues to consider that it is meeting sufficiently

regularly to discharge its duties and consider all the matters

falling within its remit. On this basis, Board calendars for the

next four years reflect this approach and will be kept under

review for any desired evolution in approach.

The Chair seeks consensus on all items that come before the

Board but if there is a difference of opinion among Board

members, decisions are taken by majority. If any Director has

concerns about the operation of the Board or the

management of the Group that cannot be resolved through

discussion and debate, their concerns are recorded in the

Board minutes.

The Non-Executive Directors, led by the Chair, meet after

every Board meeting without the Executive Directors present.

The Senior Independent Director also ensures that meetings

are held at least annually without the Chair present to

appraise the Chair’s performance.

The table to the right sets out Director attendance at each of

the Board meetings held in 2024, and the tables in the

respective committee reports set out Director attendance

during the year at each of the Nomination, Audit,

Remuneration and the Safety, Sustainability and Technology

Committee meetings. Any Director unable to attend a

meeting still has the opportunity to review the associated

Board papers, receive an individual briefing from the

Company Secretary and provide any feedback in advance to

the Chair or the Company Secretary.

The Board agenda for each meeting is split between

strategic discussion topics, performance/reporting items

and standing/formal matters. Unless there is an agreed

change, the topics are considered in this order to ensure

there is adequate time to consider the most substantive,

strategic items. 

Board meeting attendance 2024

Director	Scheduled	Ad hoc
Barbara Jeremiah (Chair)	6/6	1/1
Jon Stanton	6/6	1/1
Brian Puffer1	5/5	1/1
Dame Nicola Brewer	6/6	1/1
Andy Agg2	6/6	1/1
Nicholas Anderson3	4/4	1/1
Penny Freer	6/6	1/1
Tracey Kerr	6/6	1/1
Ben Magara	6/6	1/1
Stephen Young4	4/4	n/a
Srinivasan Venkatakrishnan5	1/1	n/a
Sir Jim McDonald6	2/2	n/a

1. Brian Puffer joined the Board with effect from 1 March 2024.

2. Andy Agg joined the Board with effect from 27 February 2024.

3. Nick Anderson joined the Board with effect from 15 May 2024.

4. Stephen Young resigned from the Board with effect from 31 July 2024.

5. Srinivasan Venkatakrishnan resigned from the Board with effect from 31 March

2024.

6. Sir Jim McDonald resigned from the Board with effect from 25 April 2024.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 82

Board activities and principal decisions made in 2024

continued

Key areas covered during 2024 by the Board

Strategy

– Annual strategy deep-dive, with sessions including

corporate finance, sustainable mining and adoption of

new technologies, Performance Excellence and

divisional strategy

– Technology and innovation strategy, including protect the

core product roadmaps, enterprise technology roadmap

and R&D input, pipeline and outcome KPIs

– IS&T digital strategy, including our work to accelerate

digitalisation, cyber security strategy and transformation

of our IS&T function 

– People strategy, including our strategic priorities and

desired outcomes, and data relating to headcount,

retention, talent acquisition, and global trends across

various themes

– Corporate development opportunities

Financial and operational performance

– CEO’s business report (including safety update, Balanced

Scorecard and market analysis)

– CFO’s report (including Performance Excellence updates)

– Divisional deep-dives for Minerals and ESCO Divisions,

with sessions across the year focusing on transformation,

markets and customer experience

– Full year and half year dividend proposals, viability

scenarios and 2025 budget

Governance and risk

– Global insurance programme and risk dashboard reviews

including principle and emerging risks

– Corporate services report including governance matters

People

– Safety, health and wellbeing reports, plus employee

insight and survey reporting

– Inclusion, diversity and equity updates

When making decisions throughout the year, each Director is

aware of their duty under section 172 of the Companies Act

2006 to ensure they act in the way they consider, in good

faith, would be most likely to promote the success of the

Company for the benefit of its members as a whole. The

Board takes into account a range of relevant factors

including: the likely consequences of the decision in the long

term; perspectives from the Company’s stakeholders

(including employees, suppliers, customers and others); the

impact on the environment and the communities in which

we operate; the desirability of maintaining a reputation for

high standards of business conduct; and the need to act

fairly as between shareholders. The examples below describe

some of the principal decisions made by the Board during

the year, setting out which stakeholder groups were most

impacted by the decision and how their views were taken

into account.

Key stakeholders
	Employees		Shareholders
	Customers		Communities and environment
	Suppliers		Governments and NGOs

Addition of safety to the remit of the Sustainability

and Technology Committee

The Board approved adding safety to the remit of the

Sustainability and Technology Committee and a change of

name to reflect the wider remit. The decision was taken with

a long-term view to allow more time for scrutiny and

dialogue on safety matters to renew the emphasis on driving

a zero harm safety culture. In taking the decision, the Board

considered the regular safety updates received by the Board,

the tragic fatal accident suffered by one of Weir's colleagues

at work in 2024 and safety performance metrics. The Board

noted the feedback from employee engagement sessions

and surveys highlighting that safety is an essential element

of employees' wellbeing and a cornerstone of the Company's

culture. The Board also noted the importance of safety in

fostering long-term relationships with customers, suppliers

and communities.

A key safety and health-focused employee who reports to

the CEO will attend every meeting of the Committee to keep

them appraised of safety matters so that safety performance

and management can be overseen effectively by the

Committee. The Committee will report on its work in the

Annual Report next year.

Approval of maintaining the strategic plan

As part of its annual strategy review, the Board considered

the strategic plan (as described in more detail in the

Strategic Report) including assessing whether it was

appropriate to maintain the existing strategic plan. As a result

of this discussion, and after careful consideration of the

impact on its stakeholders, the Company’s financial

framework and the likely consequences of the decision in the

long term, the Board considered that the existing strategic

plan remained appropriate. Before making the decision, the

Board took into account positive shareholder sentiment on

progress to date against the strategy and the importance of

delivering consistently on performance targets for investor

confidence. The Board also considered updates from both

Divisions on customers, technology and the wider market

and a management analysis of wider political, economic,

sociological, technical, legal and environmental factors that

could impact the likelihood of, and pathways towards,

achieving the strategic plan.

In this Annual Report, and at our results days, we provide

updates on our performance against our targets and plan.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 83

Shareholder and investor engagement

Overview

The Board recognises that the continued success of the

Group depends on establishing, developing and maintaining

strong relationships with all our shareholders. Weir has a

dedicated investor relations team that runs a global

programme of engagement events across the year,

including formal presentations and events, investor

roadshows and conferences as well as individual investor

meetings.

In 2024, we engaged with more than 60% of our shareholder

base and a number of prospective investors. Meetings took

place with investors in the UK, North America, Australia and

Europe and covered a wide range of topics including

strategy, financial performance, our Performance Excellence

transformation programme, sustainability and remuneration-

related matters. Additionally, a number of investors also

attended the MINExpo industry event in September.

Throughout the year, engagement was led primarily by the

Chair and Executive Directors, with other Directors and

members of the Group Executive participating in discussions.

Our Remuneration Committee Chair, Penny Freer, has also

communicated with numerous shareholders during the year

to consult on Weir’s proposed remuneration policy, which will

be put forward at the 2025 AGM.

All Directors who participate in shareholder and investor

engagement provide regular updates to the Board on the

matters arising from those discussions. The Board also

receives periodic feedback from the Head of Investor

Relations and the Group’s brokers on share price

performance and shareholder expectations. The Board takes

the results of this engagement into account as part of

determining the Group’s strategy and making decisions on

key issues.

Annual General Meeting (AGM)

Our AGM is an important annual event, offering a constructive

opportunity to engage with shareholders in person, hear their

views and answer their questions about the Group and its

business. Last year’s AGM was held on Thursday 25 April 2024

and all items proposed were passed on a poll with well in

excess of the requisite majority for each resolution.

This year’s AGM will be held on Thursday 24 April 2025 at the

Company’s head office at 10th Floor, 1 West Regent Street,

Glasgow G2 1RW. As in previous years, we continue to

provide shareholders with the opportunity to pose their

questions to the Board in advance if desired, using a

dedicated email address: weirAGM@mail.weir

Further details are included in the Notice of Annual General

Meeting and associated proxy form.

Shareholder communications

Our website provides shareholders with regular updates on a

range of topics relevant to Weir. In addition to the information

provided in our Annual Report and periodic public

announcements, there is a dedicated investor section on our

website that includes our financial calendar, regulatory

newsfeed, information on our leadership and governance

framework, and copies of our recent publications and reports.

Shareholders can access this section at global.weir/investors 

Shareholder event calendar 2024

Date	Events
February 2024	– Announcement of full year results
March/April 2024	– Post-full year results investor meetings – In-person investor roadshows – London and North America – Pre-AGM meetings with shareholders led by Chair – Q1 interim management statement – Annual General Meeting
May/June 2024	– In-person investor roadshows – Australia – JP Morgan investor conference – London, UK – Shareholder site visit – Todmorden, UK
July/August 2024	– Announcement of half-year results – Post-half-year results investor meetings – In-person investor roadshow – London, UK – Bank of America Merrill Lynch conference - virtual
September/ October 2024	– Morgan Stanley investor conference – London – In-person investor roadshow – London, Europe, North America – RBC Investor Conference – Las Vegas, USA – MINExpo investor booth tours – Las Vegas, USA
November/ December 2024	– Q3 interim management statement – Goldman Sachs Investor Conference – London, UK – In-person investor roadshow – Europe – Bank of America Merrill Lynch conference – virtual

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 84

Our culture and approach to employee engagement

Our purpose and strategy

We have a clear purpose: to enable the sustainable and

efficient delivery of the natural resources essential to create a

better future for the world. Our purpose statement addresses

the biggest challenges in our markets, from increasing

production that supports growing demand for commodities

like copper, to reducing the environmental impact of our

operations and those of our customers. Our purpose

recognises that a growing world depends on essential

resources and we believe that the sustainable delivery of

essential resources depends on Weir.

Our purpose is the driving force behind our strategy and

informs our We are Weir strategic framework.

à Read more about our purpose and strategy on pages 2

to 4 and 21

Our values and culture

Weir has always been a values-led business. Our values,

which align to our purpose and support strategic delivery, are

the guiding principles that apply across Weir to help define

the kind of business we are. Our values are:

– Thinking safety first

– Delighting your customer

– Doing the right thing

– Aiming high

– Respecting each other

Our values are supplemented by our culture statement:

– We care for, challenge and encourage each other

– We always seek to improve and innovate

– We speak up and take ownership for our shared successes

– We work together to enhance our global communities 

– We are passionately, authentically ourselves

– We can’t wait

Our culture statement originated from insights generated

through extensive employee research and is used as a

touchpoint when Board and senior management review

behaviours and performance to confirm alignment between

actual and desired culture.

We seek opportunities to embed our values and culture

across our activities such as our people-related work

streams. These include our leadership development

framework, selection and assessment criteria, performance

management and development approach, employee

engagement approach and employee value proposition. All

are explicitly aligned to the expectations set out in our values

and culture statement.

As well as local implementation of We are Weir across our

sites, we issue a Group-wide weekly round-up 

communication that features a wide range of global and

local achievements and other highlights that share successes

and bring to life the individual stories that collectively make

us who we are. In December 2024, we launched our Weir

values awards, a new global programme to recognise

colleagues who exemplify our values. The first awards will be

announced in April 2025.

How the Board assesses and monitors culture

The Board is ultimately responsible for ensuring that

Weir’s culture is aligned with the Group’s purpose, values

and strategy. The Board uses a range of different

methods to assess and monitor culture. These include

our Balanced Scorecard, which is considered by the Board

as a standing item at every meeting. It contains a wide

range of cultural metrics and indicators including our

safety total incident rate, our gender diversity at all job

role bands and our voluntary attrition rate. 

Our Group-wide employee engagement survey is carried

out annually using a third-party survey provider. The

Board uses both qualitative and quantitative data to

review engagement trends and gain insights into the key

drivers across the broadest spectrum of employee

engagement and organisational culture. These in turn

inform strategic discussions on people-related matters.

Our 2024 survey once again saw an excellent

participation rate (88%) indicating that employees value

sharing their feedback, and providing us with rich insights

on where teams across the business can take action to

improve.

When reviewing our 2024 global survey feedback, we

used AI personas to synthesise direct employee feedback

based on key segments (such as gender, job family

group and location) to highlight intersectional trends

across the employee experience.

More information on the actions we have taken based on

our culture statement, and the associated outcomes, are

provided on page 85. The Board also receives an annual

employee insights report in which our Group Head of

Engagement consolidates findings from our wide range

of employee voice channels across the year. The insights

are specifically crafted to help shape Director decision

making and inform focus areas for the year ahead,

including the board/workforce engagement

programme led by our designated Non-Executive

Director, Ben Magara.

The Board also values its direct interactions with

employees, whether as part of site visits, Tell the Board

sessions, attendance at affinity group events, town halls

or our annual senior leadership conference. These

exchanges offer Board members the opportunity to hear

directly from employees on their experiences of our

culture and to actively reinforce and promote our culture.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 85

Our culture and approach to employee engagement

continued

Cultural actions and outcomes during 2024
Aspects of our culture statement		Our actions		Associated outcomes
We always seek to improve and innovate We speak up and take ownership for our shared success		The Minerals Division site in Surrey, Canada adopted a ‘you said, we heard’ approach to ensure employee feedback drives improvement. Employees receive regular feedback on performance, and leadership training was delivered to supervisors to improve skills and team management. Site communications have been enhanced with monthly town hall meetings that update all employees on business performance, key metrics and facility news. Leaders share audit, inspection and visits results, ensuring inclusivity and awareness, and have worked to increase visible felt leadership through their ‘Managers present on the floor’ programme, Gemba walks (where leaders observe employees and ask questions to identify areas for improvement) and regular leadership interaction.		The engagement score for our Surrey site increased by 0.3 since the previous survey in September 2023. In 2024, the site had a 90% participation rate, up12% from the previous round.
We care for, challenge and encourage each other We’re passionate, authentically ourselves		Recognition initiatives at the Minerals Division site in Perth, Australia include standard agenda items at townhalls, monthly rewards, appreciation lunches and team leader development. Strategy improvements involve better communication of the Asia Pacific region’s measures, increased leadership visibility and enhanced employee updates. Health and wellbeing initiatives focus on increased communication, wellness support, safety action plans, education on reporting concerns, and encouraging constructive feedback on safety behaviours.		The employee engagement score at the Perth site increased by 0.3 since September 2023 and by1 point since their first survey in May 2020. Overall, the site achieved 94% participation rate, a 29% increase since the first survey in May 2020.

Our approach to employee engagement

We have a broad range of employee voice channels that

provide opportunities for employees to share their views and

for the Board to listen and take action based on that

feedback. For the purposes of the UK Corporate Governance

Code, we have a designated Non-Executive Director

responsible for employee engagement. We have used this

method of engagement for a number of years and continue

to consider it the most effective and appropriate method on

the basis that:

– it allows our designated Non-Executive Director to work

with our Group Head of Engagement to tailor an annual

programme of employee engagement events and

initiatives; 

– it ensures all Board members are regularly updated on

employee engagement matters, while allowing our

designated Non-Executive Director to develop specific

knowledge of our employee-related opportunities and

challenges over time; and

– it provides unity and consistency of approach to employee

engagement across our complex and geographically

diverse structure.

Following the appointment of Dame Nicola Brewer as Senior

Independent Director at the end of our AGM in April 2024, Ben

Magara took over the role of Non-Executive Director

responsible for employee engagement.  

The Nomination Committee recommended Ben for this role

on the basis of his global experience of working with, and

leading, mining teams and his strong commitment to our

ID&E agenda.

Employee engagement activities during 2024

Led by our designated Non-Executive Director, our Board

members undertake various types of direct employee 

activities to enhance their understanding of the employee

experience at Weir and inform Board-level decision making.

The principal activities in 2024 are outlined below.

– Tell the Board discussions. These involve groups of 12-15

employees and up to four Board members. Overarching

topics relating to our culture are suggested in advance

based on employee survey feedback from the relevant site

as well as strategic priorities, but employees and Board

members are free to raise any matters they wish for

discussion. We held five Tell the Board sessions in 2024

(one virtually with members of our graduate/intern

population, three in India and one in the UK). Topics

discussed included Weir’s culture, safety and wellbeing,

ID&E and technology and innovation. During Tell the Board

sessions, employees reported positive experiences across

all of Weir’s cultural aspects and a strong feeling of

empowerment, contributing to overall job satisfaction.

Board Members noted that leadership was supportive and

committed to fostering a positive workplace culture

– Engagement with our affinity groups during site visits.

These involve individual Directors or several Board

members and often take the form of a panel/town hall

event, to allow affinity group members and allies to share

their views with the Board and ask questions. Dame Nicola

Brewer and Tracey Kerr met with the Weir Women’s

Network in India during their visit to the country in June.

They discussed gender diversity and listened to feedback

from local employees on progress and opportunities for

improvement.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 86

Our culture and approach to employee engagement

continued

– Engagement at the senior leadership conference in

Istanbul, Turkey in May 2024. Barbara Jeremiah, Ben

Magara and Penny Freer hosted a Board Q&A session with

all senior leaders at our conference in Turkey in May 2024.

Barbara and Penny also attended a breakfast with our

Senior ID&E Steering Committee to discuss our strategic

progress and ambitions relating to ID&E.

– Town halls or other large employee gatherings at a single

site. Sessions usually start with a verbal business update

from the CEO and introductory remarks from the Chair.

A straightforward hands-up approach is used to invite

questions from the floor with as many employee

participants as possible taking part. The Board hosted

a town halls at both sites visited during its visit to India

in June.

– Site visits and other 'walk the floor' activities. These are

conducted either individually, in small groups or as a full

Board. Board members enjoy the opportunity to engage

with employees ‘on the job’ and observe Weir’s culture in

action. It allows Directors to understand the local culture

and business priorities at a local level and employees are

able to ask questions and receive feedback in real time.

Nick Anderson, Penny Freer and Ben Magara undertook

individual site visits during the year.

– Informal networking between the Board and employees.

The Board looks to include networking events into as many

of its engagements as possible. In 2024, this included at

our senior leadership conference in Turkey and the Board

visit to India. Networking sessions are typically held

informally over refreshments with no particular structure

or topics pre-set for consideration.

– Access to employee communication channels. All Board

members have access to our communications channels

such as Viva Engage and attend various events online.

Direct engagement is supplemented by other periodic

reviews, reports and updates obtained through other

employee voice channels, which are provided to the Board

at regular intervals, primarily through reporting from our

Head of Engagement.

Building on employee feedback: launch of the

global mentoring programme

In response to ongoing employee feedback through our

channels, including Tell The Board sessions and Board

interactions with affinity groups, the Board has ensured

that we continued to prioritise the development of formal

mentoring programmes as a key tool in Weir.

We piloted a reverse mentoring programme in 2022 that

involved senior leaders, including our CEO and other

Group Executive members. The programme included

virtual workshops, monthly mentoring sessions and post-

completion reviews. It aimed to enhance senior

management’s understanding of ID&E-related challenges

and laid the foundation for further mentoring

interventions. The positive response from both mentors

and mentees highlighted the programme’s effectiveness

in building awareness at a senior level of employees

representing different dimensions of diversity.

Recognising the continued demand for, and value of,

mentoring, the Board has endorsed the expansion of our

mentoring efforts.

In October 2024, we launched a new global mentoring

framework to provide employees with access to internal

mentors from across Weir. The framework operates on a 

self-service model facilitated through our HR     

management system to allow mentees and mentors to

manage identifying and matching with each other.

The framework aims to empower employees to take

control of their development and grow in their own way,

while offering a flexible and inclusive approach to

mentoring that is accessible to all parts of the business

and hierarchy. In addition, mandatory learning

programmes and support materials help to ensure a

consistent experience.

The framework reinforces our commitment to listening to

employees and continuously improving our support for

their development. Building on the success of the reverse

mentoring programme, we are creating more

opportunities for colleagues to develop their skills, build

connections, and contribute to our culture...

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 87

Wider stakeholder engagement by the Board

Overview

The Board recognises the importance of a wide range of

stakeholders to the Group and stakeholder interests are

central to the We are Weir strategic framework. In order to

identify our stakeholders, we triangulate our purpose,

strategy and business model, as well as considering the

principal risks and uncertainties affecting the Group.

à Read more about the stakeholder groups we have

identified, the issues that matter most to them, the actions

we have taken to engage with them at a Group level and

the associated outcomes on pages 19 to 20

An overview of how the Board engaged with wider

stakeholders and maintained its understanding of their

interests during the year is set out below.

Customers

Customer proximity allows us to meet our customers’ needs

better, and creates higher barriers to entry for our competitors.

The Board receives customer insights at every scheduled

meeting as part of the CEO’s Business Report that covers

topics such as customer behaviour, localised and

macroeconomic trends, and expected and investment activity

by customers impacting the Group’s pipeline. Our Balanced

Scorecard also includes five customer-focused quantifiable

metrics, covering both strategic and ESG-related measures.

During the year, the Board also received a commercial deep-

dive briefing from each of the Divisional Presidents on

specific customer-related factors relevant to our Minerals

and ESCO businesses. Both sessions highlighted the

increasing importance of sustainability-related themes to

our customers.

As well as receiving briefings from senior management, our

Board seeks direct engagement with customers wherever

possible. During the year, our CEO visited a number of

customers at their operations to see Weir’s engineering and

digital technologies in action. He also met with customers at

the MINExpo industry event in September. All insights from

these visits are shared with the Board on a timely basis to

inform Board discussions and shape decision making.

à Read more about engagement with our customers on

page 19

Suppliers

Suppliers represent some of our most strategic relationships,

where all parties value the opportunity to collaborate and

innovate for the benefit of the broader value chain.

The Board receives updates on the supply chain as part of

the divisional deep-dive sessions from each of Minerals and

ESCO during the year. Direct engagement with suppliers is

primarily led by local management teams, with support from

the CEO and Group Executive team where appropriate.

During its visit to Bangalore, India in June, the Board visited

Accenture’s offices. Accenture is one of Weir’s key partners in

delivering our Performance Excellence programme. The

Board took the opportunity to tour the facility and engage

with management and employees at Accenture.

The Board is also aware that we source raw materials,

components and services across the globe, including in

countries and industries where the risk of modern slavery

may exist. The Board is fully committed to a zero tolerance

approach to any form of slavery and, therefore, takes

responsibility for approving the Group’s Human Rights Policy.

The Board considered and approved the Group’s Modern

Slavery Statement in February 2025.

à Read more about modern slavery at:

global.weir/siteassets/pdfs/weir-group-modern-

slavery-statement-2025.pdf

à Read more about engagement with suppliers on page 20

Communities and environment

Sustainability is central to our strategy. This means that our

impact on the communities and environments in which we

work, and their impact on us, is core to our stakeholder

engagement process. Our communities care deeply about

the safety and sustainability of our operations and Weir seeks

to be a good neighbour that operates safely and ethically.

Reinforcing our commitment to zero harm behaviours, safety

is front and centre within all Board discussions, is always

covered within the CEO’s Business Report and features in our

Balanced Scorecard. In line with our value of ‘thinking safety

first’, almost all divisional or functional reports presented to

the Board begin with a ‘safety moment’ or ‘safety share’ that

underlines the latest safety-related insights relevant to that

area of our business.

As part of its programme of regular visits to Weir sites across

the world, the Board receives updates from local teams on

ongoing community engagement. For example, in June the

Board visited Akshaya Patra Kitchen and gained a greater

understanding of associated community priorities in

Bangalore, India including the need to tackle child

malnutrition and educational inequality.

Our Balanced Scorecard contains a range of environment-

related quantifiable metrics, including reducing our own

carbon emissions against a 2019 baseline as well as

progressing research and development priority projects

aligned with our goals to move less rock, use less energy, use

water wisely, create less waste and boost with digital.

à Read more about our engagement with local communities

and environment on page 20

Governments and NGOs

The Group has a global footprint and is, therefore, impacted

by public policy and by developments in legal frameworks in

the countries in which it operates.

These issues are escalated to the Board as and when

appropriate, typically forming part of the CEO report,

divisional updates or the Corporate Services report that is

presented at every Board meeting. Political and social risk

remains one of our principal risks (see page 63 for more

detail) and the Board discusses geopolitical and

governmental considerations as part of its twice-yearly

discussion of the Group’s risk dashboard. From a UK

perspective, changes in the legal and regulatory environment

relevant to a listed company also form part of the Board’s

annual training schedule.

The Group also seeks to work with non-governmental

organisations (NGOs), often with a view to improving science,

technology, engineering and maths (STEM) education

opportunities around the world. These initiatives are typically

organised on a local or regional level to maximise the impact

and relevance of our work with NGOs for local communities.

à Read more about our engagement with governments

and NGOs on page 20

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 88

Division of responsibilities

Board composition

Details of the composition of the Board, together with their

biographies, skills, experience and knowledge, and specific

reasons why their contribution is, and continues to be, important

to the Company’s long-term sustainable success are set out on

pages 75 to78. There is a formal, rigorous and transparent

procedure for new appointments to the Board, details of which

are set out in the Nomination Committee report. As at the date of

this report, the Board comprises: one Non-Executive Chair; two

Executive Directors; and six Non-Executive Directors. We consider

the Board has an appropriate combination of Executive Directors

and independent Non-Executive Directors, and that it is of

sufficient size to ensure diversity with a combination of skills,

experience and knowledge, while still being small enough to

foster high-quality debate.

Roles and responsibilities

In accordance with the Corporate Governance Code, the

roles of Chair and Chief Executive are held separately. Full

details of the responsibilities of the Chair, the Chief Executive

Officer (CEO) and Senior Independent Director are set out in

writing and available on the Company’s website at:

global.weir/globalassets/investors/role-of-the-board/

weir-group---division-of-responsibilities---2022.pdf.

Board Committees

The written Terms of Reference of each of the Nomination

Committee, Audit Committee, Remuneration Committee

and Safety, Sustainability and Technology Committee are

available on the Company’s website at: global.weir/

investors/corporate-governance/board-committees/

Further details on the work of each of the Committees during

2024 is included later in this Corporate Governance report.

The Terms of Reference have been updated this year to

reflect changes to the Corporate Governance Code, which

are effective from 1 January 2025.

Board independence

We consider all Non-Executive Directors to be independent

for the purposes of the Corporate Governance Code. Our

Chair was also considered independent on appointment.

As a result, more than half the Board (excluding the Chair)

are independent Non-Executive Directors.

Director commitments and significant appointments

The letters of appointment for our Non-Executive Directors

set out the time commitment expected of them. All new

Directors are required to seek approval from the Board

before accepting any additional roles. When considering

whether to approve new external appointments for existing

Directors, the Board takes into account a range of factors

including: the Director’s pre-existing commitments outside

the Group; the Director’s attendance at Board and

Committee meetings; the expected time requirement of the

proposed position, factoring in the nature of the role and

associated responsibilities; and the benefits that the external

appointment may bring to both the individual Director and

the Board as a whole, by virtue of wider commercial

knowledge, expanded Board-level experience and a broader

perspective from working in a different environment. The

Company’s conflicts of interest procedure described below

is also followed. 

Conflicts of interest

The Company has a formal procedure in place to manage

the disclosure, consideration and, if thought fit, authorisation

of potential conflicts of interest. Each Director is aware of the

requirement to notify the Board, via the Company Secretary,

as soon as they become aware of any potential future

conflict or any material change to a pre-existing

authorisation. Upon receipt of a notification, the Board

considers each conflict situation separately on its particular

facts, in conjunction with the rest of the potentially conflicted

Director’s duties under the Companies Act 2006. The Board

keeps records of any decisions taken, authorisations granted

and the scope of approvals given, and regularly reviews

conflict authorisations previously granted. None of the Non-

Executive Directors have any material business or other

relationship with the Company or its management.

Directors' information and advice

The Company Secretary manages the provision of accurate,

timely and clear information to the Board at appropriate

intervals in consultation with the Chair and the CEO, and

assists with ensuring that the Board has the policies,

processes, time and resources it needs in order to function

effectively. In addition to formal meetings, the Chair, CEO

and Company Secretary all maintain regular contact with

Directors and work together to ensure that the Board and

Committee governance processes remain fit for purpose.

All Directors have access to the Company Secretary, who

is responsible for advising the Board and Committees on

all governance matters. Additionally, all Directors have

access to independent professional advice at the Company’s

expense if they judge it necessary to discharge their

responsibilities as Directors.

Induction

Following the announcement of a new Directors appointment

to the Board a full, formal and tailored induction programme

is compiled with the programme of sessions personalised to

reflect the incoming Director’s skills, experience, knowledge

and role within the Board and its Committees.

Andy, Brian and Nick began their Director inductions following

their appointments in February, March and May respectively.

Sessions were conducted through both virtual and in-person

briefings to allow for efficient delivery. Meetings were held

with the Chair, Company Secretary, other members of the

Board and external advisers. As Non-Executive Directors, Nick

and Andy met with the Group Executive and other select

members of senior management who provided an overview

of their area of subject matter expertise. The programme

covered topics including safety, Group strategy, sustainability,

our approach to stakeholder engagement divisional deep-

dives, financial and treasury matters, risk, corporate

governance and directors’ duties. In addition, to aid his

understanding of the business, Nick Anderson visited Weir

sites in the UK and Netherlands.

Ongoing training and development

Under the direction of the Chair, the Company Secretary is

responsible for arranging Board training and assisting with

professional development as required. Training is built into

our annual Board agenda at regular intervals and is facilitated

by both internal specialists and external advisers. During the

year, the Board received a briefing on key legal and

regulatory developments from their external lawyers.

The Board also had a teach-in on technology and innovation at

the Weir Advanced Research Centre including a review of Weir’s

technology strategy alongside the divisional digital strategy.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 89

Board effectiveness

Board performance review

The Board is fully committed to conducting annual reviews in order to continuously improve its performance and overall effectiveness. During 2024, the Board has taken action in relation to a

number of the key recommendations arising from the review conducted in 2023, as described in more detail in the table below.

Key recommendations from 2023 review	Actions and outcomes during 2024
To consider carefully Board focus at each meeting and shape both agenda and papers  accordingly, including potentially allocating more time to discuss longer-term (i.e. 5-10 year) questions around strategy, technology and sustainability.	The Sustainability and Technology Committee introduced a focus on reviewing questions around strategy, technology and sustainability including a longer-term outlook through the leap agenda.
To capitalise further on Non-Executive Directors’ specialist knowledge and domain expertise, including taking opportunities for Non-Executives to feed into external or industry events or allocating individual Non-Executives to different areas of the business to build deeper working relationships.	Non-Executives have shared their contacts, experience and industry knowledge with the Group Executive.
To ensure the Board has time for informal relationship building between Non-Executives and the Group Executive.	The Group Executive and Non-Executives have met at both formal dinners, during the strategy day and the technology training session. In addition, the Chair quarterly and, on an ad hoc basis, the other Non- Executives have had one-on-one sessions with members of the Group Executive to build relationships.

Board performance review in 2024

A thorough external review was undertaken with assistance from

Lisa Thomas of Independent Board Evaluation (IBE) following IBE’s

light touch reviews in the previous two years and the last

triennial review in 2021. Lisa is a member of the International

Register of Board Reviewers. Full details of how IBE were originally

selected can be found in our 2021 Annual Report. Aside from

assistance on prior Board effectiveness reviews in 2021, 2022

and 2023, neither IBE nor Ms Thomas has any other connection

with the Group, any individual Directors or the Company

Secretary, nor do they provide any other services to the Group.

The sections of the report describing the process followed and

outcome of the review (including the recommendations for the

Board) have been agreed with IBE. In 2024, the Board

performance review process took the following approach:

– Brief: A comprehensive brief was given to IBE by the Chair

and support materials for briefing purposes were provided

by the Company.

– Process and views sought: IBE observed Board and

Committee meetings undertaken in Glasgow in October

2024. IBE also interviewed each of the Board members on

a one-to-one basis in November. IBE also had access to all

October Board papers. In addition to interviews with Board

members, IBE spoke with all members of the Group

Executive about their interactions with the Board over the

course of the year and other key Board contributors and

external advisers.

– Company involvement and oversight: The Chief Legal

Officer and Company Secretary was responsible for

providing IBE with all necessary access and support to

conduct the review. The Senior Independent Director was

identified as IBE’s independent escalation point if required.

Outcome and recommendations

A report containing feedback from all the input and making

recommendations was prepared and shared with the Chair, the

CEO and subsequently, the full Board. The draft conclusions were

discussed during the December Board with Lisa Thomas present.

The headline findings of the 2024 Board performance review

were extremely positive noting that interactions are productive

and relationships are going well at these early stages of a newly

formed Board. While newness is a feature of some of the

feedback, the report noted that the Board is adding value to the

Group Executive and discussions are productive. The 

recommendations from the review including the following either

already have been, or will be, taken forward by the Board in 2025:

– To expand the remit of the previous Sustainability and

Technology Committee to include safety and give the

Committee, and subsequently the Board, further oversight

on safety.

– To encourage the Senior Independent Director and CEO to

each spend time one-to-one with newer Non-Executive

Directors to ensure familiarity and complete a review of

whether there remain any gaps in knowledge after the

induction programme.

Committee feedback was given in separate Committee reports

but the report noted that the transition to each new Committee

Chair has gone very smoothly. All the Committees are

productive, with positive feedback on how they meet their

Terms of Reference and assure the Board.

Individual Director performance was shared by the Chair with

individual Directors. Chair feedback was shared by the Senior

Independent Director with the Chair following feedback from

both the Board Performance review and a meeting led by the

Senior Independent Director in December 2024 with the Non-

Executive Directors without the Chair present to provide Board

members with an opportunity to provide any feedback

regarding her performance. The feedback for both the Chair and

Directors was favourable concluding that each of the Chair and

the Directors make a positive and effective contribution to the

Board and demonstrate commitment to the role.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 90

Risk management and internal controls

Risk management and internal controls

In accordance with the UK Corporate Governance Code, the

Group has an ongoing process for identifying, evaluating and

managing the significant risks through a comprehensive

internal control framework. This four-tier process has been in

place throughout 2024 and is described in more detail below.

The Board, in seeking to achieve the Group’s business

objectives, cannot offer an absolute guarantee that the

application of a risk management process will overcome,

eliminate or mitigate all significant risks. However, by further

developing and operating an annual and ongoing risk

management process to identify, report and manage

significant risks, the Board seeks to provide a reasonable

assurance against material misstatement or loss. More

information on how the Group seeks to manage risk can

be found on pages 59 to 70

The Audit Committee conducted a review of the

effectiveness of the Group’s systems of internal control and

risk management during 2024 on behalf of the Board, as set

out on page103. The Group’s internal control procedures

described on page100 of the Audit Committee report do not

cover joint venture interests. We have Board representation

on each of our joint venture companies, where separate,

albeit similar, internal control frameworks have been adopted.

Tier 1: Functional and front line controls

This includes a wide spectrum of controls common to many

organisations, including: standard operating procedures and

policies; a comprehensive financial planning and reporting

system, including quarterly forecasting; regular performance

appraisals and training for employees; restricted access to

financial systems and data; delegated authority matrices for

the review and approval of key transactions, arrangements

and other corporate actions; protective clothing and

equipment to protect our people from harm; IT and data and

cyber security controls; business continuity planning; and

assessment procedures for potential new recruits.

Tier 2: Monitoring and oversight controls

There is a clearly defined organisational structure within

which roles and responsibilities are articulated. There are

monitoring controls at operating company, regional,

divisional and Group level, including standard key

performance indicators, with action plans drawn up,

implemented and monitored to address any

underperforming areas.

A Compliance Scorecard self-assessment is completed

and reported by all operating companies twice a year.

The Scorecard assesses compliance with Group policies

and procedures, see page 104 for further details.

Financial monitoring includes comparing actual results

with the forecast and prior-year position on a monthly and

year-to-date basis. Significant variances are highlighted to

Directors on a timely basis, allowing appropriate action to

be taken.

Tier 3: Assurance activities

We obtain a wide range of both internal and external

assurances to provide comfort to management and the

Board that our controls are providing adequate protection

from risk and are operating as we would expect.

These sources of assurance were reviewed by the Board during

the year, and principally comprise external audit, internal audit,

SHE audits and IT audits. We have enhanced both our internal

capabilities around assurance and our external assurance on

ESG and non-financial reporting-related matters. 

The various audit teams plan their activities on a risk basis,

ensuring resources are directed at the areas of greatest

need. Issues and recommendations to enhance controls are

reported to management to ensure timely action can be

taken, with oversight provided from the relevant governance

committees, including the Audit Committee and the

Excellence Committees.

Tier 4: Ethical and cultural environment

We are committed to doing business in an ethical and

transparent manner. This is supported by Weir’s values, which

are the core behaviours we expect our people to live by in

their working lives. The Weir Code of Conduct also

contributes to our culture, providing a high benchmark by

which we expect our business to be conducted.

Any examples of unethical behaviour are dealt with

appropriately and promptly. The Group has a combination of

formal and informal channels to raise concerns regarding

unethical behaviour, including the Weir Ethics Hotline, which

enables any member of the workforce to raise concerns in

confidence and, if they wish, anonymously. The Board reviews

the operation of the hotline on an annual basis, and is

provided with updates regarding the hotline routinely

through the Corporate Services report, which is presented at

every Board meeting. The Group's Compliance function

works closely with the business to ensure that any matters

raised via the Weir Ethics Hotline are investigated in a fair and

impartial manner consistent with the Group Investigation

Protocol. The Board is notified of follow-up actions taken

where appropriate to do so.

The Responsible Business Practices section on page 57

provides more details on the Group’s activities to promote

ethical behaviour and the Weir Ethics Hotline.

The Audit Committee, our internal audit function

and our external auditors

Details of the roles and responsibilities of the Audit

Committee and its members can be found in the Audit

Committee report on pages 99 to 112. Information on the

role of the Group's internal audit function, as well as that of

the Company’s external auditors, is also provided in the Audit

Committee report.

Our internal control framework has four key tiers:

4 - Ethical and cultural environment

3 - Assurance activities

2 - Monitoring and oversight controls

1 - Functional and front line controls

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 91

Nomination Committee report

We are confident that our refreshed

Board has the appropriate size, skills,

and expertise among its Directors to

effectively support the Company in

executing its strategy."

Barbara Jeremiah

Chair of the Nomination Committee

Dear shareholder

I am pleased to present my report as Chair of the

Nomination Committee. In the past two years, the Board has

undergone significant changes. We are confident that our

refreshed Board has the appropriate size, skills, and expertise

among its Directors to effectively support the Company in

executing its strategy. In 2024, Sir Jim McDonald stepped

down at the conclusion of the AGM having served nine years

with us and Srinivasan Venkatakrishnan did not stand for re-

election to the Board. In July 2024, Stephen Young retired

from the Board for personal reasons. I am very grateful to Sir

Jim, Venkat and Stephen for their insightful and important

Role of the Committee

The Nomination Committee has responsibility for:

considering the size, structure and composition of

the Board; reviewing Director and senior

management succession plans, and overseeing

the development of a diverse talent pipeline; and

making appropriate recommendations to the

Board on candidates, so as to maintain an

appropriate balance of skills, experience and

knowledge on the Board.

Nomination Committee meeting attendance

* Sir Jim McDonald resigned following the 2024 AGM

Terms of Reference

– During 2024, the Nomination Committee

reviewed its Terms of Reference to reflect

changes from the Corporate Governance Code

2024.

à Read more

The full responsibilities of the Nomination

Committee are set out in its Terms of Reference,

which are reviewed annually and available at

global.weir/investors/corporate-governance/

board-committees/

contributions to the Board and its Committees during

their tenures and all leave with our best wishes for their

future endeavours.

In February and March 2024, we welcomed Andy Agg and

Brian Puffer respectively to the Board. In May 2024, Nick

Anderson was appointed to the Board and we were pleased

to welcome him at our Board meeting in Bangalore in June.

In addition to considering Board and Committee composition,

Members	Attendance
Barbara Jeremiah (Chair)	7/7
Dame Nicola Brewer	7/7
Ben Magara	7/7
Nick Anderson	4/4
Sir Jim McDonald*	3/3

the Nomination Committee has also spent time this year

considering talent development and succession planning

among our Group Executive and their direct reports. You can

read more about our activities in this area on page 94.

As ever, the Nomination Committee remains dedicated to

recruiting globally recognised, industry-leading talent, so that

our Weir colleagues see great leaders – at both Board and

senior management level – who look and sound like them. In

the various roles I have been privileged to hold, including

serving as Weir's Chair, I have seen and embraced the value

and power of visible role models.

You can read more about how we continue to meet all of the

measurable objectives set out in our Board Diversity Policy, as

well as the gender and ethnic diversity-related targets set out in

the UK Listing Rules, on pages 94 and 95. We continue to support

both the FTSE Women Leaders’ Review and the Parker Review

and our associated disclosures are set out on page 96.

If you wish to discuss any aspects of the Nomination

Committee report, or our activities more generally, with me,

then please join our AGM on 24 April 2025 in Glasgow. You

can share your question with me in advance if you wish to do

so via our dedicated email address: weirAGM@mail.weir.

Barbara Jeremiah

Chair of the Nomination Committee

27 February 2025

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 92

Nomination Committee report

continued

Board composition, skills and attributes

We recognise the importance of the Board and its

Committees having a combination of skills, experience and

knowledge. This ensures we have an effective and

entrepreneurial Board that is well-placed to promote the

long-term sustainable success of the Company, generating

value for shareholders and contributing to wider society.

The Nomination Committee reviews the skills, attributes and

diversity represented by the Directors on the Board and

determines whether the existing Board composition remains

appropriate to achieve the Group’s purpose and strategy.

The Nomination Committee does this by maintaining a skills

matrix that tracks both the skills and experience needed

currently, and those future-facing attributes the Board

intends to develop or acquire over the longer term as it

executes its strategy. This matrix is then reviewed in

conjunction with individual Director tenure to assist with

Board appointments and associated succession planning.

The most recently approved version of our Board skills matrix

is set out on the right. The charts that follow describe various

elements of diversity across the Board, and are

supplemented by our disclosures under the UK Listing Rules,

FTSE Women Leaders Review and Parker Review set out on

page 96.

The Nomination Committee is satisfied that the Board and its

Committees have the right combination of skills, experience

and knowledge among a group of individuals that embody

many aspects of diversity.

Board independence as at 31 December 2024
	¢	Non-Executive	7
	¢	Executive	2

Board ethnicity as at 31 December 2024
	¢	White British or other White minority	8
	¢	Black/African/Caribbean/ Black British	1

Board skills and attributes matrix Director	Independence	Engineering Technology Digital & Cyber	Mining	Governance	Environment & Sustainability	Banking & Finance	International	Leadership
Barbara Jeremiah	ò		ò	ò	ò		ò	ò
Jon Stanton			ò	ò	ò	ò	ò	ò
Brian Puffer		ò		ò		ò	ò	ò
Andy Agg	ò			ò	ò	ò	ò	ò
Dame Nicola Brewer	ò			ò	ò		ò	ò
Penny Freer	ò	ò		ò	ò	ò		ò
Tracey Kerr	ò	ò	ò	ò	ò		ò	ò
Ben Magara	ò	ò	ò	ò	ò		ò	ò
Nick Anderson	ò	ò		ò	ò	ò	ò	ò

Board gender balance as at 31 December 2024
	¢	Men	5
	¢	Women	4

Board nationality as at 31 December 2024
	¢	British	4
	¢	British/American	2
	¢	British/Australian	1
	¢	American	1
	¢	Zimbabwean	1

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 93

Nomination Committee report

continued

Board appointments process

The Nomination Committee leads the process for

appointments to the Board, ensuring that there is a formal,

rigorous and transparent procedure in place for each

appointment.

All appointments are based on merit and objective criteria,

with candidates being evaluated to assess their suitability

across a number of areas, including (without limitation) skills,

education, experience, background and independence.

Within this context, due regard is also given to promoting

diversity of gender, social and ethnic backgrounds, and

cognitive and personal strengths, and the benefits that this

can bring to the Board and its Committees, in line with the

measurable objectives set out in our Board Diversity Policy.

The specific appointment processes followed during the

year in relation to the appointment of Nick Anderson is

described in more on the detail on the right. The process

relevant to the appointment of Andy Agg was set out in our

2023 Annual Report.

Non-Executive Director appointment process

Candidate specification		The Nomination Committee began by considering the current Board composition, the existing skills and attributes matrix, and tenure of individual Directors. On this basis, it was recognised that an additional Director with specific experience as a strategic leader and with experience in growing global businesses would provide strength to the board room.
Engagement of professional advisers and candidate review process		Leading executive search firm Korn Ferry was engaged to assist with profiling candidates for this position. In addition to having a wide pool of potential candidates, Korn Ferry is also a signatory to the Voluntary Code of Conduct for Executive Search Firms, and is accredited in the Enhanced Code of Conduct for Executive Search Firms (in line with our Board Diversity Policy measurable objectives). Except for its involvement in prior director searches and leadership insights assessments, Korn Ferry does not have any connection with Weir or individual Directors.
Interviews and associated due diligence		Shortlisted candidates were interviewed by the Chair, with high potential candidates then being invited to meet with other Board members (including the Chief Executive Officer, Senior Independent Director and Chair of the Committees on which the successful candidate would ultimately sit).
Recommendation and approval		In March 2024 , the Nomination Committee unanimously decided to recommend the appointment of Nick Anderson to the Board and in May 2024 the Board approved the appointment. Nick was selected on the basis that he had strong experience on listed company boards and committees, experience as a leader including having been CEO of another significant public company in the highly relevant industrials space and  international experience in growing companies globally. Nick was considered an ideal candidate to provide his experience to the Board and its Remuneration, Nomination and Audit Committees.
Induction		Following his appointment, Nick has undertaken a comprehensive and tailored induction programme. Further details on our induction process can be found on page 88.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 94

Nomination Committee report

continued

Succession planning

Weir adopts a structured and formalised approach to

succession planning at both Board and senior management

level. Our succession planning processes encompass a range

of planning, communication and development activities

designed to:

– ensure individuals at Weir are developed to their

fullest potential;

– facilitate the orderly replacement of individuals who are

ready to move on from Weir;

– strengthen retention and avoid unforeseen or

regretted departures;

– ensure there is emergency cover in place for all key roles

at Group Executive level; and

– oversee the development of a diverse pipeline into both

the Board and the Group Executive and direct reports.

Succession planning was an agenda item at most of the

Nomination Committee’s substantive meetings this year, with

the key items under consideration including:

– Board composition, and Committee membership,

including the appointment of Nick Anderson to the

Remuneration, Audit and Nomination Committees; and

– Group Executive succession planning, to oversee a

strong and diverse pipeline for succession for all Group

Executive roles.

Board diversity policy and associated objectives

Weir has had a Board Diversity Policy for more than ten years

and a copy is available on our website at global.weir/

siteassets/pdfs/investors/board-committees/2025/weir-

group-board-diversity-policy-2025.pdf

Our Board Diversity Policy was updated in December 2024 to

reflect the 2024 Corporate Governance Code.

Our Board Diversity Policy is integral to achieving our

strategic objectives and we are fully committed to ensuring

our Board and all its Committees encompass all aspects of

diversity because:

– diversity is critical to our equity and equality obligations;

– it is important that the Board composition better reflects

the diversity of our people around the world;

– fundamentally, better business outcomes are achieved

when diversity is achieved in its broadest sense; and

– being able to draw on the individual and collective

contributions of a diverse Board will ultimately lead

to a competitive advantage and enhance delivery of

our strategy.

I am delighted to confirm that we have met all four objectives

(and, therefore, as at 31 December 2024, all three of the

targets on Board diversity set out in UKLR 6.6.6R(9)). Further

detail on our disclosures for the purposes of the UK Listing

Rules are set out on the following page.

Board Diversity Policy measurable objective	Progress during 2024
At least 40% of the Directors are women.	Objective achieved: As at 31 December 2024, four out of nine Directors (44%) were women.
At least one of the positions of Chair, Chief Executive Officer, Senior Independent Director and Chief Financial Officer to be held by a woman.	Objective achieved: As at 31 December 2024, two positions are held by a woman (Chair and Senior Independent Director).
At least one Director to be from a minority ethnic background.	Objective achieved: As at 31 December 2024, one out of nine Directors (11%) was from a minority ethnic background.
Engage only executive search firms who have signed up to both the voluntary code of conduct and enhanced voluntary code of conduct for executive search firms in relation to Board appointments.	Objective achieved: Korn Ferry meet these requirements.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 95

Nomination Committee report

continued

Board and executive management diversity

In accordance with the UK Listing Rules, the tables below set out our gender and ethnic representation at Board and executive management level.

Gender representation: Board and executive management as at 31 December 2024

Description	Number of Board members	Percentage of the Board	Number of senior positions on the Board (CEO, CFO, SID and Chair)	Number in executive management*	Percentage of executive management*
Men	5	56%	2	6	75%
Women	4	44%	2	2	25%
Other categories	–	–	–	–	–
Not specified/prefer not to say	–	–	–	–	–

Ethnic representation: Board and executive management as at 31 December 2024

Description	Number of Board members	Percentage of the Board	Number of senior positions on the Board (CEO, CFO, SID and Chair)	Number in executive management*	Percentage of executive management*
White British or other White (including minority-white ethnic groups)	8	89%	4	8	100%
Mixed/Multiple ethnic groups	–	–	–	–	–
Asian/Asian British	–	–	–	–	–
Black/African/Caribbean/Black British	1	11%	–	–	–
Other ethnic group	–	–	–	–	–
Not specified/prefer not to say	–	–	–	–	–

For the purposes of the tables set out above (and all disclosures in relation to Board and executive management diversity in this annual report, unless otherwise specified):

We continue to use 31 December as our reference date, given that this aligns with our financial year end and provides a consistent snapshot of our position on gender and ethnic diversity to allow for comparison across year's.

*Following Jennifer Haddouk’s appointment as Company Secretary with effect from 6 January 2025 (between the reference date of 31 December 2024 and the date of this Annual Report), the statistics set out in the previous table will be impacted as follows:

– Gender representation in executive management - Men 6 (66.7%) and Women 3 (33.3%).

– Ethnic representation in executive management - White British or other white 9 (100%)

– Executive management as defined in the UK Listing Rules means the executive committee or most senior executive or managerial body below the Board, including the company secretary but excluding administrative and support staff. At Weir, executive

management therefore comprises the Group Executive (which prior to 6 January 2025 included the Company Secretary). Following the appointment of a separate Company Secretary, from 6 January 2025 onwards, executive management comprises the

Group Executive and the Company Secretary.

Our approach to data collection

Gender and ethnicity data are collected on an annual basis applying a standardised process managed by the Company Secretariat team in conjunction with our HR function.

Each individual is requested to complete an identical questionnaire on a strictly confidential and voluntary basis, through which the individual self-reports their ethnicity and gender identity or

states that they do not wish to report the data. Consent is provided for data collection and processing of that data in accordance with the Group’s Privacy Statement.

The criteria of the standard form questionnaire are fully aligned to the definitions in the UK Listing Rules, with individuals required to specify:

a. Self-reported gender identity – selection from the following categories: (a) man; (b) woman; (c) other category (please specify); and (d) not specified/prefer not to say

b. Self-reported ethnic background – selection from the following categories, as designated by the UK Office of National Statistics: (a) White British or other White; (b) Mixed/Multiple ethnic

groups; (c) Asian/Asian British; (d) Black/African/Caribbean/Black British; (e) other ethnic group; and (f) not specified/prefer not to say

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 96

Nomination Committee report

continued

FTSE Women Leaders' Review

We continue to support the targets set out in the FTSE

Women Leaders Review, and include data from previous

years to allow for historic trend analysis. In line with the FTSE

Women Leaders Review reporting cycle, all data is shown at

the snapshot date of 31 October in each reporting year. Our

data on Board and Group Executive diversity as at 31

December 2024, can be found on page 95.

	As at 31 October 2024	As at 31 October 2023	As at 31 October 2022
% of females on Board	44% (4 out of 9)	45% (5 out of 11)	42% (5 out of 12)
At least one Chair/CEO/ SID/CFO to be held by a woman	Yes (Chair & SID)	Yes (Chair)	Yes (Chair)
% of females in leadership teams	31% (17 out of 55)	25% (13 out of 51)	24% (13 out of 55)

The FTSE Women Leaders Review defines leadership teams as

members of the executive committee and their direct reports

(excluding administrative and support staff). At Weir,

leadership teams for the purposes of the FTSE Women

Leaders Review therefore comprise the Group Executive and

any roles at job role bands 4 or 5 which report to a member

of the Group Executive.

We use this same group of individuals to report on gender

diversity of senior management and their direct reports for

the purposes of Provision 23 of the UK Corporate Governance

Code. While progress at the leadership team level is being

made, we are seeking to accelerate this in spite of the

challenges we face as a result of operating in an historically

male-dominated industry. The Group Executive remains

committed to achieving an improved gender balance

among the leadership teams category over the next few

years, including through strengthened communication of our

gender diversity targets and increasing accountability for

their delivery.

Parker Review

In line with the Parker Review reporting cycle, all data for our

Board-level ethnicity disclosures is shown at the snapshot

date of 31 December in each reporting year.

	As at 31 December 2024	As at 31 December 2023	As at 31 December 2022
Number of directors from an ethnic minority background	1	2	2

The Parker Review defines senior management as members

of the executive committee (or equivalent) and those senior

managers who report directly to them – this is aligned with

the definition of leadership teams in the FTSE Women Leaders

Review. At Weir, senior management for the purposes of the

Parker Review therefore comprises the Group Executive and

their direct reports.

In line with the 2023 Parker Review recommendations we set

a target of 14% ethnic diversity among our Group Executive

and their senior direct reports to be achieved by the end of

2027. Currently, 4% of our Group Executive and their senior

direct reports have self-declared as being ethnically diverse

for the purposes of the Parker Review. We set a target that

sought to more than double our performance in this area

(based on our statistics in 2023), while recognising that there

may be scope to set a more stretching goal as we see

progress in both gender and ethnic diversity in due course.

Election and re-election of Directors

The Company will submit all eligible Directors for re-election,

and in the case of Nick Anderson, election for the first time, at

the Company’s Annual General Meeting in April 2025.

As part of making any recommendation to the Board in

respect of elections or re-elections, the Nomination

Committee assesses each Director, including considering:

their performance on the Board and its Committees; the

findings of the Board performance review; their attendance

record during the year and their other time commitments

outside Weir; and their contribution to the long-term

sustainable success of the Company. For Non-Executive

Directors, the Committee also considers whether each

individual Director continues to be considered independent

for the purposes of the UK Corporate Governance Code.

You can read more on our independence assessment on

page 88.

In accordance with the UK Corporate Governance Code,

the notice of Annual General Meeting sets out the

specific reasons why each Director’s contribution is,

and continues to be, important to the Company’s long-

term sustainable success.

à Read more

Inclusion, Diversity & Equity policies can be viewed on our

website: global.weir/sustainability/our-governance-and-

policies/

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 97

Safety, Sustainability and Technology Committee report

I am looking forward to tackling the big

questions regarding the future of the

mining industry."

Tracey Kerr

Chair of the Safety, Sustainability and Technology Committee

Dear shareholder,

I am delighted to present my first report as Chair of the

Safety, Sustainability and Technology Committee (previously

called the Sustainability and Technology Committee).

During 2024, we provided both strategic and governance

oversight of our sustainability strategy – delivering

sustainable Weir and accelerating sustainable mining. The

structure of the meetings was split across the two parts of

the strategy. This provided us with a clear focus to evaluate

relevant risks and opportunities and oversee performance

against agreed technology and sustainability metrics. The

Committee benefited from the insights of external

attendees and detailed pre-read briefings to broaden and

inform the discussions.

Following discussion by the Board, the Committee's remit

was expanded to cover safety, which led to the change of

name of the Committee to become the Safety, Sustainability

and Technology Committee. From 1 January 2025, the

Committee will, alongside its existing remit, provide a

forum to:

– identify safety opportunities and risks relevant for the

long-term future success of the Group;

– oversee the future evolution of the Group safety strategy

and its integration with the Group's core business strategy;

– constructively review and discuss operational safety and

environmental performance trends and safety risk

management; and

– oversee the use of technology and innovation to reduce

operational risk and increase personal safety.

My focus for 2025 will be to ensure that safety matters are

embedded in the committee agenda.

I am looking forward to working with the management team

Tracey Kerr

Chair of the Safety, Sustainability and Technology Committee

27 February 2025

to tackle the big questions regarding the future of the mining

industry, identifying and managing opportunities and risks for

the long-term future success of Weir.

Role of the Committee

The role of the Committee is to provide both strategic

and governance oversight to explore the future of the

mining industry and the implications for the Group's

integrated business model. The focus of the

Committee is the ‘leap agenda’ in safety, sustainability

and technology. The Committee is intended to bring

together relevant experience from members and

external thought leaders to provide input on, and

governance in relation to, management’s response to

thematic long-term trends in the mining and metals

industry, considering the opportunities and risks for the

long-term future success of the Group.

Members have been selected with the aim of

providing the wide range of mining, safety,

sustainability, technology and commercial expertise

necessary to fulfil Committee responsibilities.

Individual biographies can be found on pages 75 to 78.

The Terms of Reference of the Committee were

updated from 1 January 2025 to reflect the addition

of safety.

à Read more about the full responsibilities of the

Safety, Sustainability and Technology Committee in

its Terms of Reference, which are reviewed annually

and available at global.weir/investors/corporate-

governance/board-committees/

Safety, Sustainability and Technology 

Committee meeting attendance

	Members	Attendance
	Tracey Kerr (Chair)	3/3
	Andy Agg	3/3
	Dame Nicola Brewer	3/3
	Ben Magara	3/3

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 98

Safety, Sustainability and Technology Committee report

continued

Main activities of the Safety, Sustainability and Technology Committee (i) Deliver Sustainable Weir The Committee discussed long-term sustainability issues that included: – a round table discussion on emerging thematic long- term ESG trends, including climate change strategy and net-zero transition planning together with a report on scope 3 target and a recommendation to the Board; – a review of progress and strategy on sustainability and an update on the non-financial reporting regulatory legislative landscape with recommendations to the Audit Committee on the context for the ESG assurance roadmap; and – a review of the proposed sustainability and technology- related key performance indicators for the 2025 Balanced Scorecard leading to a recommendation to the Remuneration Committee. (ii) Accelerate Sustainable Mining The Committee had three thematic deep-dives during 2024 covering some of the key sustainable mining challenges for our customers: – a discussion on the scale and scope of the tailings challenge globally including external perspectives and technology approaches; – an analysis of the issues and consequences of low precision ore characterisation and the benefits of the technological solutions to use less energy, create less waste and use water wisely; and – a review of the Weir Enterprise Technology Roadmap. In order to help facilitate technology discussions by increasing the knowledge of the Non-Executive Directors, the full Board and Group Executive team attended a technology training session at Weir’s Advanced Research Centre (WARC). This was a very useful opportunity for the Board members to learn more about the technology structure and strategy, digital strategy, the Enterprise Technology Roadmap and ‘blue sky’ technologies being developed by Weir’s engineers in collaboration with leading engineering academics to support both the development of new products and solutions, and our core technology positions.

Our sustainability strategy

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 99

Audit Committee report

The Committee has fulfilled its key

objective of providing effective

governance over the Group’s financial

reporting during the year."

Andy Agg

Chair of the Audit Committee

Dear shareholder,

I am pleased to present our report for the year ended 31

December 2024, my first year as Committee Chair. This

outlines how the Committee has fulfilled its key objective of

providing effective governance over the Group's financial

reporting and also highlights our key priorities for 2025.

As highlighted in last year’s report, I joined the Committee

on 27 February 2024 and Srinivasan Venkatakrishnan stood

down on 31 March 2024. Stephen Young stood down on 31

July 2024, at which point I took over responsibilities of

Committee Chair. I would like to express thanks to Stephen

for his leadership of the Committee during his tenure and

also thank Venkat for his contributions. Nick Anderson joined

on 15 May 2024 and I would like to take this opportunity to

formally welcome Nick to the Committee.

2024 highlights

In addition to our routine business, we:

– Continued to monitor preparations and consider the Group’s

proposed approach to ensure compliance with the 2024

edition of the UK Corporate Governance Code.

– Reviewed steps taken by the Group in response to the new

failure to prevent fraud offence introduced by The

Economic Crime and Corporate Transparency Act 2023.

– Considered the adequacy of the control environment of

the newly established Weir Business Services.

– Reviewed the Group's ESG assurance roadmap, gaining

comfort that a framework is in place to meet emerging

regulatory requirements and enhance the governance

over non-financial metrics; reviewed the assurance results

across an expanded suite of ESG metrics.

– Initiated the audit tender process, which is required to be

concluded for the year ending 31 December 2026.

Areas of focus 2025

Key focus areas for the Committee in 2025 are expected to be:

– Monitoring progress to ensure we are prepared to comply

with new Provision 29 of the 2024 edition of the UK

Corporate Governance Code in due course.

– Monitoring activities to ensure we are prepared for the

entry into force of the new failure to prevent fraud offence

mentioned above.

– Ongoing review of transformation across Finance, which

may have an impact on financial reporting and audit.

– Ongoing review of activities from the Group's ESG

assurance roadmap as new areas of focus emerge.

– Concluding the audit tender process.

Andy Agg

Chair of the Audit Committee

27 February 2025

Role of the Committee

The Audit Committee is responsible for providing

effective governance over the Group’s financial

reporting and making appropriate recommendations

to the Board. This includes reviewing the effectiveness

of the risk management and internal control

frameworks, reviewing significant financial reporting

judgements and reviewing the activities of Internal

Audit. The Committee is also responsible for

appointing the external auditor, approving fees and

assessing audit quality and independence.

Audit Committee members and

meeting attendance

Members	Attendance
Stephen Young (Chair to 31 July 2024)	3/3
Andy Agg (Chair from 1 August 2024)	2/2
Nick Anderson (from 15 May 2024)	2/2
Penny Freer	4/4
Tracey Kerr	4/4
Srinivasan Venkatakrishnan (to 31 March 2024)	2/2

Graham Vanhegan, Chief Legal Officer acted as

Secretary to the Committee through 2024 and

Jennifer Haddouk, Company Secretary effective from

6 January 2025, has taken on this responsibility.

Members have been selected with the aim of

providing the wide range of financial and commercial

expertise necessary to fulfil Committee

responsibilities. Individual biographies have been

presented on pages 75 to 78.

à Read more The full responsibilities of the Audit

Committee are set out in its Terms of Reference,

which are reviewed annually and available at:

global.weir/siteassets/pdfs/investors/board-

committees/2025/weir-group-audit-committee-

terms-of-reference-2025.pdf

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 100

Audit Committee report

continued

Main activities of the Audit Committee

The main activities of the Audit Committee are outlined

below. We meet four times during the year and have met

twice since the year end. Each Committee meeting normally

takes place prior to a Board meeting, at which an update

on Committee activities is provided. We have the ability to

call on Group employees to assist in our work and to obtain

any information required from Executive Directors in order

to carry out our roles and responsibilities. We are also able

to obtain outside legal or independent professional advice

if required.

(i) Financial reporting

Our principal responsibility in this area is the review and

challenge of the actions and judgements of management in

relation to the interim and annual financial statements before

submission to the Board, paying particular attention to:

– critical accounting policies and practices, and any changes

therein;

– decisions requiring significant judgements or estimates or

where there has been discussion with the external auditor;

– the existence of any errors, adjusted or unadjusted,

resulting from the audit;

– the clarity of the disclosures and compliance with

accounting standards and relevant financial and

governance reporting requirements;

– an assessment of the adoption of the going concern basis

of accounting and a review of the process and financial

modelling underpinning the Group’s Viability statement;

– how the impact of climate change is considered and

reflected in the financial statements and related

assessments; and

– the processes surrounding the compilation of the Annual

Report and Financial Statements with regard to presenting

a fair, balanced and understandable assessment of the

Group’s position and prospects.

(ii) Internal control and risk management

While overall responsibility for the Group’s risk management

and internal control frameworks rests with the Board, the

Audit Committee has a delegated responsibility to keep

under review the effectiveness of the systems supporting

these. Further details on accountability for Risk Management

are provided in the Corporate Governance report on page 90.

Our work in this area is supported by: reporting from the

Group Head of Internal Audit on the results of the

programme of internal audits completed; the overall

assessment of the internal control environment, with

reference to the results of their work and the results from

the self-assessed Compliance Scorecards; and in addition,

reporting, either verbal or written, from Senior Management

covering any investigations into known or suspected

fraudulent or inappropriate activities. We take comfort from

work undertaken for the Board on a review of the sources

of assurance, which are mapped against the principal risks

(see (iii) Internal audit). In addition, the Committee takes

comfort from the audit work performed and conclusions

reached by PwC over the controls environment of the

Group’s critical IT systems.

The Committee also receives regular reporting on the

Group’s ethics and compliance-related activities from the

Group Head of Internal Audit and Chief Compliance Officer.

This includes reviewing the Group’s Ethics Hotline

programme, which provides a mechanism for employees

with concerns about the conduct of the Group or its

employees to report their concerns. The Committee ensures

that appropriate arrangements are in place to receive and

act proportionately on any complaint about malpractice, in

financial reporting or otherwise.

The Committee also receives presentations from each

Divisional VP of Finance, Group Head of Tax, Group Treasurer,

Group Head of Risk and Insurance and Group Chief

Information Security Officer, all of which inform the

Committee's assessment of the internal control and risk

management framework and its effectiveness.

(iii) Internal audit

The Committee has a responsibility to monitor the

effectiveness of the Group’s Internal Audit function. During

the year, the Group Head of Internal Audit and Chief

Compliance Officer provides the Committee Chair with

copies of all internal audit reports, and presents the results of

audit visits and progress against the internal audit plan to the

Committee, with particular focus on high-priority findings

and the action plans, including management responses, to

address these areas. Private discussions between the

Committee Chair and the Group Head of Internal Audit and

Chief Compliance Officer are held during the year as

required and at least once a year with the full Committee.

These updates, combined with Compliance Scorecard

reporting, provide broad coverage of the Internal Audit

function and a good sense of the control environment. This

also allows the Committee to ensure the function is effective,

which includes assessing the independence of the function,

ensuring that it is adequately resourced and has appropriate

standing within the Company.

One of the main duties of the Committee is to review the

annual internal audit plan and to ensure that Internal Audit

remains focused on providing effective assurance. As part of

the Group’s risk management procedures, key sources of

assurance are mapped against the Group’s core processes

and this is used to ensure internal audit planning considers

wider internal assurance risk indicators.

The factors considered when deciding which businesses to

audit and the scope of each audit are, amongst other things,

critical system or Senior Management changes, financial

results, assessments from other assurance reviews

undertaken, whistleblower report instances and whether the

business is a recent acquisition. The timing of the most

recent visit and consideration of the number of visits to each

operating company in the Group on a cyclical basis are also

taken into account. In addition, the emergence of any

common themes or trends in the findings of recent internal

audits or Compliance Scorecard submissions is taken into

consideration. Planning is further assisted by a risk modelling

tool for dynamic risk prioritisation of audits.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 101

Audit Committee report

continued

(iv) External audit

	(v) Non-financial reporting The Committee Terms of Reference have been updated to include responsibility to keep under review the effectiveness of the internal controls and systems for reporting non-financial data, and the related assurance activity, where appropriate. The Committee receives reporting in relation to ESG assurance activity from the Group Financial Controller and the Group Head of Sustainability attends as required.				Audit Committee meeting calendar The below calendar of activities sets out the matters discussed and outcomes reached at each of the Committee meetings. This reflects Committee meetings where content relevant to the 2024 financial year was discussed.
	Audit Committees and the External Audit: Minimum Standard The Company and its Audit Committee apply the 'Audit Committees and the External Audit: Minimum Standard' (the Standard) published by the FRC in 2023. This Committee report describes how, and the extent to which the Company has complied with, the provisions of the Standard during 2024. There were no shareholder requests for certain matters to be covered in the audit during the year and there were no regulatory inspections of the quality of the Company's audit. An explanation of the application of the Group's accounting policies is provided in note 2 to the financial statements.

The Committee is responsible for recommending to the

Board the appointment, re-appointment, remuneration

(including non-audit services) and removal of the external

auditor. The external auditors are PwC who were first

appointed for the financial year commencing 1 January 2016

following a competitive tender process. The Committee has

complied with the Competition and Markets Authority Order

‘The Statutory Audit Services for Large Companies Market

Investigation (Mandatory Use of Competitive Tender

Processes and Audit Committee Responsibilities) Order 2014’

during the financial year ended 31 December 2024.

When considering whether to recommend the

re-appointment of the external auditor, the Committee

considers a range of factors, including the effectiveness of

the external audit, the period since the last audit tender was

conducted, and the ongoing independence and objectivity

of the external auditor.

In line with regulatory requirements to conduct a tender at

least every ten years, and rotate auditors after at least twenty

years, the next audit tender process has commenced for the

year ending 31 December 2026. The Committee considers

this timing to be in the best interests of the Company's

members given that this aligns with regulatory requirements.

The Committee initiated planning for the tender process at

its meeting in October 2024 and have formally invited firms

to participate in the process. As there is no requirement to

rotate auditors at this time, PwC have indicated their intention

to participate in the tender process. The anticipated

timetable for the tender process to be concluded is

June 2025.

Should the external auditor resign, the Committee would be

responsible for investigating the issues surrounding the

resignation and consider whether any action is required.

July 2024

– Reviewed the findings from the internal audits

performed to date and the results from the H1 2024

compliance scorecard.

– Reviewed the findings from a specific review

performed following a whistle-blower incident and

agreed to review management responses to the

recommendations at the next meeting.

– Reviewed and confirmed external auditor

effectiveness.

– Reviewed PwC's draft audit plan and agreed to

recommend approval of the plan to the Board.

– Reviewed the key judgemental issues, PwC's interim

review findings and the interim financial statements;

agreed to recommend approval of PwC's letter of

representation, key accounting judgements and the

financial statements to the Board.

– Received the annual update from the ESCO Division

VP of Finance & Accounting.

– Held private session with the external auditors.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 102

Audit Committee report

continued

October 2024 – Reviewed the findings from further internal audits performed. This included a follow up report with regard to the specific review performed following a whistle-blower incident initially reported on in July. – Received an update to PwC's audit plan; agreed to recommend approval of this and fees to the Board. – Received annual updates in relation to Ethics & Compliance, Crisis Management and Treasury Strategy & Risk. Also, received the annual update from the Minerals Division VP of Finance & IT. – Received an update in respect of functional transformation activity, part of the Group's Performance Excellence programme. – Received an update on activity in relation to preparing for compliance with Provision 29 of the 2024 edition of the UK Corporate Governance Code. – Reviewed the ESG assurance roadmap and received an update on ESG assurance activity. – Reviewed the Financial Reporting Council (FRC) communication to the Company, following their review of the 2023 Annual Report and Financial Statements, and their findings. – Agreed and initiated plans for the audit tender process for year ending 31 December 2026. – Reviewed the Committee's Terms of Reference and agreed to recommend approval of the updated terms to the Board. January 2025 – Reviewed the findings from the remaining 2024 internal audits. – Confirmed the independence of the Internal Audit function. – Approved the 2025 Internal Audit strategy, charter and plan. – Received an update in respect of activity underway in light of the new failure to prevent fraud offence introduced by The Economic Crime and Corporate Transparency Act 2023 and agreed a further update to the Committee later in the year. – Considered the accounting judgements relating to 2024 and updates from PwC in relation to management conclusions presented. – Received confirmation of the final 2024 audit fees and PwC's independence and approved both. – Received an update on the status of the Annual Report and Financial Statements preparation. – Considered the risk management and internal controls effectiveness review and agreed to recommend to the Board that the Group's risk management and internal control frameworks remain effective. – Noted the results of the committee effectiveness review as part of the wider Board performance review process. – Received an update in respect of the audit tender process for the year ending 31 December 2026 and agreed next steps. – Held private session with the Head of Internal Audit and Chief Compliance Officer. February 2025 – Reviewed the results of the H2 2024 compliance scorecard. – Received a further update on activity in relation to preparing for compliance with Provision 29 of the 2024 edition of the UK Corporate Governance Code. Reviewed the Group’s proposed material controls, related sources of assurance and testing approaches. This incorporated an update on the Group's overall risk management processes. – Reviewed results from assurance activity over an expanded set of ESG metrics; received an update on other aspects of the ESG assurance roadmap. – Received the annual update in relation to Tax Strategy and Risk. – Considered the remaining key judgements relating to 2024 including a review of the going concern assessment. – Considered the conclusions reached by PwC in relation to the key judgements and other audit findings. – Reviewed the draft financial statements with particular focus on disclosures in relation to judgemental issues. – Agreed to recommend approval of PwC's letter of representation, the key accounting judgements and the financial statements to the Board. – Reviewed the results of viability modelling; considered the process supporting the fair, balanced and understandable review; and reviewed the Audit Committee Report for inclusion in the Annual Report; agreeing recommendations for approval to the Board in respect of each. – Received a further progress update in respect of the audit tender process for the year ending 31 December 2026 and agreed next steps. – Held private session with the External Auditors.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 103

Audit Committee report

continued

The following pages provide further detail of Committee

activity in relation to the current financial year.

(i) Financial reporting

Exceptional items, other adjusting items and provisions have

been the main areas of financial reporting focus in 2024. The

Committee received and reviewed details of exceptional and

other adjusting items, which include costs in relation to the

Group's Performance Excellence programme, an impairment

charge in relation to a separately identifiable intangible asset

and a charge in relation to the US subsidiary's legacy

asbestos-related liabilities.

The Committee also reviewed in detail the exceptional

deferred tax credit booked in the year which relates to

previously unrecognised deferred tax assets stemming from

the disposal of Seaboard International LLC as part of the Oil

and Gas Division disposal in 2021.

During its meetings, the Committee challenged

management assumptions, judgements and estimates. With

regard to the US subsidiary's asbestos-related liabilities, the

Committee received detailed reporting in respect of the

update to the provision based on the financial modelling

developed from the latest triennial actuarial review carried

out in 2023 and the movement in the related insurance asset.

The Committee also reviewed the claims experience in the

current year and gave careful consideration to the

disclosures within the Annual Report.

Further detail on these and other financial reporting matters

discussed in the current year and recurring agenda items

can be found on pages 106 to 112.

Engagement with external regulators

We are pleased to report that the Financial Reporting Council

(FRC) notified the Company that they had performed a

review of the 2023 Annual Report and Financial Statements.

Their letter confirmed that, based on their review, there were

no questions or queries that they wished to raise with us. The

FRC did note a number of matters where they believe that

users of the accounts would benefit from improvements to

our existing reporting. The matters raised were taken into

consideration in the preparation of the 2024 Annual Report

and Financial Statements.

The FRC supports continuous improvement in the quality of

corporate reporting. Their review is based solely on the

annual report and financial statements and does not benefit

from detailed knowledge of the business or an

understanding of the underlying transactions entered into.

The FRC's role is not to verify the information provided to it

but to consider compliance with reporting requirements.

(ii) Internal control and risk management

During 2024, the Committee were updated on the work

performed in the year by the Compliance team. This included

detailed reporting on the ethics hotline cases, compliance

training monitoring, for example in relation to the Group’s

Code of Conduct, anti-trust and anti-bribery policies,

improvements in human rights and modern slavery policies

and processes, assessing fraud analytics tools and rolling out

a fraud prevention training programme to 'at risk' employees.

The Committee received an annual update from each

Divisional VP of Finance. These presentations included a

review of the Divisional risk dashboards, significant findings

from internal audit visits and recent Compliance Scorecard

process results, control themes and areas of focus, as well as

an overview of their Divisional finance leadership teams. In

addition, the Committee were updated on progress of

strategic initiatives, including Performance Excellence

initiatives and the associated impacts in each Division.

Focus is given to the strength and depth of the finance

team’s capability; the quality and efficiency of responses to

findings of internal audit visits, including whether learning has

been shared more widely across the Group to mitigate the

risk of recurrence and to share good practice; the quality of

the discussion around Divisional risk dashboards; and,

progress against strategic initiatives.

The Committee also received annual updates on tax and

treasury strategy as well as crisis management from the

Group Chief Information Security Officer. This provided the

Committee with a progress update and confirmed there is

now a refreshed crisis management process following the

creation of a crisis management working group in 2022 and

the development of the new Crisis Management Plan. The

Committee noted the new process has been successfully

embedded across the organisation.

The Committee were also updated through 2024 on the

preparations to ensure compliance with the 2024 edition of

the UK Corporate Governance Code. The Committee

received an overview of the requirements of the newly

published Code in February 2024, and a further progress

update in October 2024, with an outline of the proposed

approach and roadmap.

The Committee also received an update from the Weir

Business Services VP with specific focus on operational

performance and preparations to ensure a smooth year end

process with no delays in reporting. This provided the

Committee with comfort that performance was being

monitored post the transition of activities to Weir Business

Services, and continued focus on the internal controls

aspects of the transition, risks and mitigations.

A review was undertaken during the year in respect of one of

the Group's operating companies following whistle-blower

claims. The results were shared with the Audit Committee

including management responses to recommendations. The

Committee were satisfied with the steps being taken to

address the issue and that the issue did not result in any

material misstatement of the Group's financial reporting, nor

did the issue extend beyond the operating company.

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(iii) Internal audit

The results of internal audits and the compliance scorecard

process through 2024 have continued to be largely positive,

providing comfort over the control environment.

	2024	2023
Completed internal audits	38	31

Compliance scorecard

The Compliance scorecard is a control mechanism

whereby each operating company undertakes self-

assessments every six months of their compliance

with Group policies and procedures, including key

internal controls across a range of categories including

finance, anti-bribery and corruption, tax, treasury, trade

and customs, HR, cybersecurity, IT and legal. As far as

the elements relating to finance are concerned, these

cover (but are not limited to) management accounts

and financial reporting, balance sheet controls and

employee costs. The scorecard process also covers

areas of non-financial reporting such as scope 1&2

emissions and Total Incident Rate reporting. Each

operating company is expected to prepare and

execute action plans to address any weaknesses

identified as part of the self-assessment process.

Operating companies are required to retain evidence

of their testing in support of their self-assessment

responses. Internal audit has responsibility for

confirming the self-assessment during planned audits.

Any significant variances are reported to local,

Divisional and Group management. Any companies

reporting low levels of compliance are required to

prepare improvement plans to demonstrate how they

will improve over a reasonable period of time.

The overall compliance scores (as a percentage) are

tracked over time and reported to the Audit

Committee twice a year, with the Committee paying

particular attention to the variances between self-

assessed and Internal Audit assessed scores

as well as trends and the performance of newly

acquired companies..

In addition to the results from internal audits, the Committee

was advised of the continued focus on driving operational

excellence through technology with advanced analytics and

continuous monitoring for revenue recognition tests.

Internal audit also increased their focus on ESG in the year,

carrying out a review of the governance frameworks, which

have been developed as part of the overall ESG assurance

roadmap.

Internal audit plan

The 2025 plan continues to focus the largest proportion of

resource on financial assurance reviews whilst incorporating

wider risk assurance coverage, both financial and non-

financial, as described below.

– Reviews are undertaken to assess compliance with Weir’s

Code of Conduct procedures including anti-bribery and

corruption; this includes areas, such as policy and

procedures, employee training, relationships with agents,

accounting for employee expenses and corporate

hospitality and gifts.

– The IT assurance programme for 2025 will focus on areas

such as cyber security and privileged access.

– ESG assurance will be a key feature of the 2025 plan,

including developing a robust ESG testing methodology,

assessing the risk controls matrix and reviewing key ESG

risks and controls as well as Internal Audit performing

assurance and assurance readiness reviews.

– Wider risk assurance projects including Performance

Excellence and transformation initiatives as well as material

controls identified in preparation to comply with the 2024

edition of the UK Corporate Governance Code and fraud

risks.

– An element of the Annual Plan is reserved for assurance

coverage of any emerging risk or regulatory changes.

The Committee considered and approved the 2025 Internal

Audit Strategy and Plan noting the inclusion of the wider risk

assurance projects and ESG assurance activity in particular.

(iv) External audit

2024 Audit

Audit risks identified by PwC have not changed from last year.

Key audit matters are included in their Audit Report on pages

153 to 160.

The Group audit team visited Australia, Chile and Brazil in

2024 and field work has been carried out on a hybrid basis by

component teams across the globe. Established procedures

exist for component team supervision and file reviews.

Auditor effectiveness

The assessment of the external audit process is highly

dependent on appropriate audit risk identification at the start

of the audit cycle and the quality of planning. PwC present a

detailed audit plan to the Committee each year, identifying

their assessment of the key risks, amongst other matters.

Our assessment of the effectiveness and quality of the audit

covers a number of other matters, including consideration of

the auditors' judgement, skills and culture, a review of the

reporting from the auditors to the Committee, a review of the

latest FRC Audit Quality Inspection & Supervision Report and

also by seeking feedback from management and Internal

Audit on the overall conduct and effectiveness of the audit

process and whether the agreed audit plan and any

commitments made during the tender process have been

met. This includes whether the auditors are considered to

have a good understanding of the Group's business and

sufficient knowledge of the industry, whether the level of

challenge provided by the auditors is deemed appropriate

and whether recommendations have been acted upon (and

if not, why not). Overall, management were satisfied that

there had been appropriate focus and challenge on the

primary areas of audit risk and assessed the quality of the

audit process as satisfactory.

In addition, during 2024, PwC provided the Committee with a

summary of the FRC’s Audit Quality Inspection and

Supervision Report. This showed results largely consistent

with the prior year from the FRC's review of all individual

audits and an improvement on the prior year for FTSE 350

audits reviewed. Consistent with recent years, no audits were

identified as requiring significant improvement.

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The Committee held two private meetings with the external

auditor in 2024. This provided opportunity for open dialogue

and feedback from the Committee and the auditor without

Executive management. Matters discussed included the

auditors' assessment of business risks and management

activity in relation to those risks, the key audit firm and

network level controls the auditors relied upon to address

any identified risks to audit quality, the transparency and

openness of management interactions, confirmation that

there has been no restriction in scope placed on them by

management and how they exercised professional

scepticism and challenged management assumptions.

The Audit Committee Chair also meets with the PwC Group

Engagement Leader outside the formal Committee process

as necessary through the year. Such interactions are also

important in the assessment of quality. Based on the work

carried out and the FRC Audit Quality Inspection and

Supervision Report, the Committee are of the view that the

quality of the audit process is satisfactory.

Independence policy and non-audit services

A formal policy exists which provides guidelines on any

non-audit services which may be provided and ensures

that the nature of the advice to be provided cannot impair

the objectivity of the auditor’s opinion on the Group's

Financial Statements.

The policy makes it clear that only certain types of service are

permitted to be carried out by the auditors. All permitted

non-audit services require the approval of the Chief Financial

Officer and, where the expected cost of the service is in

excess of £75,000, the approval of the Audit Committee Chair.

If non-audit fees approach £0.5m during a calendar year, the

Committee will consider imposing additional restrictions.

The auditor confirms their independence at least annually.

The independence rules allow a maximum of five years as

engagement leader of the Group. Kenneth Wilson is in his

fourth year as PwC Group Engagement Leader.

Fees payable to PwC in respect of audit services, as set out in

the table below, were approved by the Committee after a

review of the level and nature of work to be performed and

after being satisfied by PwC that the fees were appropriate

for the scope of work required.

	2024 (£m)	2024 (% of total fees)	2023 (£m)	2023 (% of total fees)
Audit services	4.1	98%	4.0	93%
Audit-related assurance services	0.1	2%	0.1	2%
Non-audit fee work	–	–%	0.2	5%
Total fees	4.2	100%	4.3	100%

The audit-related assurance work is primarily in relation to

PwC's review of the half year results. The non-audit fees in

2023 are primarily attributable to the appointment of PwC for

assistance in the Offering Memorandum required for the

five-year £300m Sustainability-Linked Notes.

We are of the view that the level and nature of non-audit

work does not compromise the independence of the external

auditor.

Having considered the relationship with PwC, their

qualifications, expertise, resources and effectiveness, the

Committee concluded that they remained independent and

effective for the purposes of the 2024 year end. As a result,

the Committee recommended to the Board that PwC should

be re-appointed as auditor at the next AGM.

(v) Non-financial reporting

In October, the Committee were presented with a general

progress update around ESG assurance activities as well as

the newly developed ESG Assurance Roadmap. This provided

the Committee with an overview of its development, the

execution plan and how it will be monitored over time as well

as evolve as new requirements emerge.

The Committee reviewed the results from the externally

assured ESG metrics.

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Current year matters

	Exceptional and adjusting items
	The issue Management exercises judgement on the classification of certain items as exceptional or adjusting. Role of the Committee We have received detailed reporting covering the following exceptional and other adjusting items: i. details of the costs incurred in relation to the Group’s Performance Excellence programme, which includes costs in relation to lean and capacity optimisation initiatives primarily across the Minerals division, and costs relating to the global transition to Weir Business Services under the functional transformation pillar of the programme; ii. details of the intangible asset impairment charge, which relates to the write down of the Trio brand name; iii. details of the charge in respect of the US subsidiary's asbestos-related liabilities; iv. details of the exceptional deferred tax credit booked in the year which relates to previously unrecognised deferred tax assets stemming from the disposal of Seaboard International LLC as part of the Oil and Gas Division disposal in 2021; and v. disclosure of the amounts and related narrative reporting. Our work has focused on ensuring that exceptional items met the criteria as such due to their size, nature and/ or frequency, and, other adjusting items met the criteria being legacy items not relatable to current and ongoing trading.		We reviewed the charges in respect of the Group's Performance Excellence programme and confirm we are satisfied with their classification as exceptional items due to size and nature. Lean and capacity optimisation initiatives include service centre restructuring and the relocation of various distribution, manufacturing and production activities across the Minerals division with costs largely related to severance. Costs in relation to Weir Business Services primarily reflect consulting and other costs associated with the establishment of Weir Business Services. We received reporting in respect of the intangible asset impairment charge. We are satisfied that the Trio brand name value is impaired following the management decision to rebrand certain products. We are satisfied this meets the definition of an exceptional item on account of size, nature and infrequency of events that give rise to this. We also received detailed reporting in respect of the US asbestos-related provision and associated insurance asset. This included reviewing the balance sheet provision and movements from the prior year, based on the 2023 triennial actuarial model, and taking into consideration actual experience in the year compared to the model. A review of the balance sheet insurance asset was also undertaken, taking into account utilisation in the year. We are satisfied that the net balance sheet liability is appropriate. We are also satisfied that the charge in the Consolidated Income Statement and its classification as an adjusting item is appropriate (see provisions section for further details). We received detailed reporting on the exceptional deferred tax credit, which is discussed further in the tax charge and provisioning section of this report.	We noted the exceptional and adjusting items reflected the way in which we, as members of the Board, reviewed the performance of the Group and were disclosed appropriately and consistently. PwC reviewed all exceptional and adjusting items, testing a sample to supporting documentation and performing a detailed review of the US asbestos-related provision and associated financial modelling. Discussions were held with management to understand and challenge the assumptions and judgements, most notably with the US asbestos-related provision and Performance Excellence costs. PwC assessed the appropriateness of classification of all items as exceptional or adjusting items and confirmed the treatment and related disclosures were appropriate. Consideration was also given to the current balance sheet position of all related provisions, including both new provisions and those remaining from previous years, with management providing details of the remaining liabilities and expected utilisation. Conclusion The Committee agrees with the accounting treatment and disclosure of these items in the Annual Report. à Read more See notes 6 and 22 of the Group Financial Statements

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Recurring agenda items

	Acquisition accounting for Motion Metrics				Acquisition accounting for Sentiantechnologies AB (SentianAI)				Inventory valuation
	The issue Management exercises judgement on the probability of contingent consideration becoming payable. Role of the Committee We received an update on the assessment of contingent consideration and the related disclosures in the financial statements displayed in note 14. The Committee were informed that the period of review for contingent consideration ended on 30 November 2024 and the business had not reached the required targets set out in the purchase agreement. As such, no contingent consideration will be payable and no further re-assessment is required. PwC concurred with the treatment. Conclusion The Committee agrees with the conclusion reached on Motion Metrics contingent consideration in this Annual Report.				The issue Management makes estimates in relation to the provisional fair value of all assets and liabilities. Management exercises judgement on the probability of contingent consideration becoming payable. Role of the Committee We received a summary report from management which concluded that the finalisation of the provisional fair values resulted in an immaterial adjustment in these financial statements. The exercise was performed within the 12 month time period allowed by IFRS3 'Business Combinations'. The Committee were also informed that the probability of SentianAI exceeding the targets which would trigger a contingent payment are considered remote. As a result, no contingent consideration has been recorded at the balance sheet date, consistent with the prior year. The Committee reviewed the related disclosures in the financial statements displayed in note 14. PwC concurred with the treatment. Conclusion The Committee are satisfied with the finalisation of the provisional fair values and agree with the conclusion reached on contingent consideration, noting this will be reassessed in future periods. The Committee are satisfied with related disclosures in this Annual Report.				The issue Management applies estimates on inventory valuation and provisioning. Role of the Committee Given the significant investment in inventory, and being cognisant of the impact of commodity cycles, this remains a judgement for specific consideration. Reporting has been received from management on the business drivers behind movements in both gross inventory and the related slow-moving and obsolete provision. PwC performed work on inventory and related provision balances as part of their audit and identified no findings to report. Conclusion Based on the information provided, the Committee concluded that management action had been effective and that the level of provisioning appeared adequate.
	à Read more See note 14 of the Group Financial Statements								à Read more See note 17 of the Group Financial Statements

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Recurring agenda items continued

	Impairment								Pensions
	The issue Management undertakes an annual detailed, formal impairment review of goodwill and other intangible assets, with judgements made on the relevant Cash Generating Units (CGUs) and estimates of available headroom. Role of the Committee The Group has two CGUs: Minerals and ESCO. The most significant estimates are in setting the assumptions underpinning the calculation of the value in use of the CGUs. We specifically reviewed: i. the achievability of the long-term business plan numbers and macroeconomic assumptions underlying the valuation process; and ii. long-term growth rates and discount rates used in the cash flow models for the CGUs. Business plans and budgets were Board-approved and underpin the cash flow forecasts. We noted that the impairment testing results for both CGUs produce significant headroom above carrying value for each and, as such, no sensitivity analysis was required. We reviewed management's approach, the basis for the impairment reviews and the assumptions in relation to long-term growth rates and discount rates. We concluded the methodology and rates applied to be consistent and appropriate. We also reviewed the disclosures in the financial statements and the related narrative.				We noted, as detailed in 'Exceptional and adjusting items' above, an impairment charge was booked in the year in respect of a separately identifiable intangible asset, the Trio brand name, following the management decision to rebrand certain products. Further to their work benchmarking management's assumptions against their independently determined ranges and challenging underlying business plans, we also received confirmation from PwC that they are in agreement with management's conclusions. Conclusion We are satisfied that the impairment charge in relation to the Trio brand name is appropriate. We are satisfied that the impairment analysis supports the carrying value of the underlying assets in the CGUs and that no sensitivity disclosures are required.				The issue The valuation of pension liabilities can be materially affected by the assumptions utilised by management on areas such as discount and inflation rates. Role of the Committee We received details of the key assumptions underpinning the valuation, taking assurance from the fact that external advice had been taken by the Company and that PwC had benchmarked these assumptions to their own internal ranges and consider them appropriate. We continue to note the level of de-risking undertaken over the past several years in respect of the UK Main Scheme, with insurance policy assets now covering 60% of the UK's total funded obligation, reducing the Group's exposure to actuarial movement. We also continue to note the legal advice obtained regarding the UK arrangements, which confirms the recognition of the surplus is in line with IFRIC14. The Committee are satisfied with the recognition of the asset on the Consolidated Balance Sheet. PwC concurred with this treatment. Conclusion The Committee is satisfied with the assumptions and related pension disclosures, including the appropriateness of continuing to recognise an asset in respect of the UK Main Scheme.
	à Read more See note 15 of the Group Financial Statements								à Read more See note 24 of the Group Financial Statements

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Recurring agenda items continued

	Provisions
	The issue Significant balance sheet provisions are underpinned by management’s key judgements on obligating events and timeframes over which a reliable estimate for provision values can be made. Role of the Committee As mentioned in the ‘Exceptional and adjusting items’ section above, we received detailed reporting in respect of the US asbestos-related provision and corresponding insurance asset. This included details supporting the movement in the US asbestos-related provision, based on the financial modelling developed from the latest triennial actuarial review undertaken in 2023. This also included details supporting the movements in the corresponding insurance asset and a review of actual claims experience in the year. The Committee’s focus was centred on gaining an understanding of: i. actual claims and settlement data in the year; ii. their relation to the assumptions that underpin the discounted cash flow model; iii. the period over which the liability can be reasonably estimated; iv. the position with regard to availability of insurance cover; and v. the adequacy and transparency of the disclosures in note 22.		This reporting highlighted the 2024 claims experience was trending higher than that modelled as part of the 2023 triennial actuarial review. Historic settlement rates are lower than modelled and average settlement values were lower in the year than modelled for both mesothelioma and lung cancer cases. The Committee noted these lower settlement rates and lower average settlement values provided natural offset to the higher claims volumes. The US asbestos-related provision reduced to £69.9m at 31 December 2024 (2023: £76.2m). The reporting also considered the insurance coverage and confirmed that, based on the updated financial modelling, this is now expected to be sufficient to meet settlement and associated costs until early 2025. The insurance asset reduced to £4.1m at 31 December 2024 (2023: £14.9m). The Committee considered the ongoing appropriateness of basing the provision on ten years of projected claims (16 years for cash flows) and concluded it continues to be appropriate due to the inherent uncertainty resulting from the changing nature of the US litigation environment. Taking the observed claims experience under consideration and having discussed and challenged management assumptions and judgements, the Committee are satisfied with the overall level of provisioning, the related insurance asset and the charge to the Consolidated Income Statement referred to in the ‘Exceptional and adjusting items’ section above.	The Committee also carefully reviewed the disclosures in the Annual Report, including the sensitivity analysis, and are comfortable that the disclosures presented by management are appropriate, particularly in light of continued inherent uncertainty in this area. PwC's work in this area included a review of current year experience, management's updated financial model and the resulting impact on the financial statements. PwC provided confirmation that management’s assumptions were reasonable and disclosures were appropriate. With regard to other provisions (other than inventory), we received details of the nature of each provision and explanations of the key movements between the opening and closing balances. The Committee is satisfied with the accounting treatment and related disclosures in respect of other provisions in the financial statements. Conclusion We are satisfied that the current provisioning levels and approach are appropriate, as is the recognition of an insurance asset in relation to the US asbestos-related provision. We have reviewed the disclosures with respect to the US asbestos-related provision, including sensitivity analysis and are satisfied with the disclosures. à Read more See note 22 of the Group Financial Statements

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Recurring agenda items continued

	Tax charge and provisioning					Fair, balanced and understandable
	The issue The tax position is complex, with a number of international jurisdictions requiring management’s judgement with regard to effective tax rates, tax compliance and tax provisioning. Role of the Committee The Committee receives a detailed report every six months, which covers the following key areas: i. status of significant ongoing enquiries and tax audits with local tax authorities; ii. the Group’s effective tax rate for the current year; and iii. the level of provisioning for known and potential liabilities, including significant movements on the prior period. The Committee also receives an annual presentation on tax strategy and risk from the Group Head of Tax. In recent years, significant tax focus has been in respect of certain balance sheet deferred tax assets (DTA), which arose from the disposal of the Oil & Gas Division and which would remain available to the Group to offset future US taxable income of the continuing operations. The recognition of these assets in the future would depend on the level of future US profitability and the US tax law in force at that point in time. The Committee were updated on the latest DTA modelling undertaken, which was based on the Group’s latest Strategic Plan to forecast levels of future US group taxable income over a ten-year period. This concluded that recognition of the closing balance sheet US DTA of US$157.6m (£125.9m) is appropriate.		In arriving at this conclusion, a key judgement was the completion during 2024 of the underlying US tax technical analysis to a level required to enable recognition and utilisation of certain US tax attributes with a net value of US$104.5m (£81.8m) relating to the disposal of the Group’s Seaboard operations as part of the 2021 Oil & Gas division divestiture. The Committee took assurance from the Company's engagement with external advisers in reaching this conclusion. In addition, modelling was undertaken which demonstrated that these attributes, together with the other net US DTA, would be fully utilised over the course of the ten-year modelling period. The Group will continue to monitor the US group’s levels of taxable income and performance against the modelling undertaken, together with the impact of any reforms to the US tax code, in order to evaluate the appropriate ongoing level of balance sheet DTA in future periods. Having considered the current year tax charge and provisions, the Committee are satisfied with the appropriateness of these including the continued DTA recognition. The Committee also takes comfort from the work done and conclusions reached by PwC in this area. PwC concurred with the appropriateness of the tax accounting including the continued DTA recognition. Conclusion Based on the information reviewed, we are satisfied that the tax charge and provisioning presented in these financial statements, including the recognition of the DTA is appropriate.			The issue The Board is required to state that the Group’s external reporting is fair, balanced and understandable. The Committee is requested by the Board to provide advice to support this. Role of the Committee The Committee received a report from management summarising the approach taken to ensure that the Group’s external reporting is fair, balanced and understandable. This covered, but was not limited to: i. involvement of a cross section of management during preparation of the external reporting, including the Group Executive, Divisional VPs of Finance, Group Communications, Sustainability, Group Finance (including Group Tax and Group Treasury) and Company Secretariat; ii. input from external advisers, including Company brokers and a public relations agency; iii. use of disclosure checklists for corporate governance and financial statement reporting; iv. regular research to identify emerging practice and guidance from relevant regulatory bodies; v. regular meetings of key contributors to the document, during which specific consideration is given to the requirement; and vi. four ‘cold’ readers; three employees (two from Senior Management) and an external proofreader, all independent of the preparation process. Conclusion The successful completion of this work has been reported to the Board.
			à Read more See notes 8 and 23 of the Group Financial Statements

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Recurring agenda items continued

	Going concern
	The issue The Committee’s role, as delegated by the Board, is to carry out an assessment of the adoption of the going concern basis of accounting and report to the Board accordingly.		Role of the Committee We fulfilled our responsibilities in this area through the review and discussion of reporting received from management, which covered the following areas: i. assessment of borrowing facilities available to the Group; ii. review of budget and latest forecast information, including debt covenants, and associated financial modelling; iii. liquidity and credit risk; and iv. the existence of contingent liabilities. When considering going concern, we specifically noted the Group completed the issue of £300m five-year Sustainability-Linked Notes in June 2023 and the Committee also noted the Group reduced its multi- currency revolving credit facility (RCF) to US$600m in February 2024 following strong cash generation in 2023. Further to this, in March 2024, the Group exercised the option to extend its RCF by one year which will now mature in April 2029. Following these actions, the Committee noted the Group retained significant levels of liquidity over an extended maturity profile.		We also reviewed the outputs from financial modelling of future cash flows and the reverse stress testing performed in addition to the base modelling. This stress testing focused on the level of downside risk which would be required for the Group to breach its current lending facilities and related financial covenants. The review indicated that the Group continues to have sufficient headroom on both lending facilities and related financial covenants. The circumstances that would lead to a breach are not considered plausible. We note the net debt to EBITDA on a lender covenant basis improved to 0.7 times and is in line with the Group's capital allocation policy. We note this is also significantly below the lender covenant of 3.5 times. Finally, we note the work performed by PwC in this area and their conclusion that the Directors’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Conclusion The successful completion of this work has been reported to the Board. The Group’s statement on going concern is included on page 151.

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Recurring agenda items continued

	Viability statement
	The issue The Board approves the period of assessment, the stress testing scenarios to be modelled and the basis of financial modelling with respect to the Viability Statement. The Committee’s role, as delegated by the Board, is to review the output of the modelling underpinning the Viability Statement and report to the Board accordingly.		Role of the Committee We fulfilled our responsibilities in this area through the review and discussion of reporting received from management, which covered the following areas: i. overview of the construct of the financial model and base case data underpinning the sensitivity and stress- test scenarios; ii. results of financial modelling, which reflected the crystallisation of those principal risks identified by the Board as having the greatest potential impact on the Group’s viability, both individually and when taken together in a severe but plausible stress-test scenario; iii. extent of mitigating actions included in the financial modelling, relative to the population of such actions that had been identified as within the control of management and the Board; and iv. banking covenant calculations and assessment of facility headroom in each of the downside and stress- test scenarios.		Notwithstanding the opportunities that climate change presents to the business, we noted the specific consideration of climate change downside risks in the Group’s viability modelling. The Committee also received confirmation from PwC that they considered management’s assessment of the Group’s longer-term viability was consistent with the financial statements and their knowledge and understanding of the Group. Conclusion The successful completion of this work has been reported to the Board. The Group’s Viability Statement is reported on pages 71 to 72.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 113

Directors’ remuneration report

Role of the Committee

The Remuneration Committee is responsible for

determining the remuneration policy for the Chair of the

Company, the Executive Directors and the members of

the Group Executive. The Directors’ Remuneration Policy is

designed to reflect best practice, align with our purpose

and values, incentivise performance and delivery of

strategy, and attract and retain senior talent in a

competitive labour market. The Committee actively

listens to stakeholders in its decision-making process,

including the voice of employees and our shareholders. It

also considers wider all-employee remuneration items,

such as pay equity and fairness, employee benefit

changes and employee share plan design.

Remuneration Committee members and

meeting attendance

1. With effect from 15 May 2024, Nick Anderson was appointed as a

member of the Remuneration Committee.

2. Stephen Young stepped down from the Board with effect from 31 July

2024.

à Read more

The full responsibilities of the Remuneration

Committee are set out in its Terms of Reference, which

are reviewed annually and available at:

global.weir/investors/corporate-governance/board-

committees

We are proposing a small number

of changes to our Remuneration Policy

in 2025, which continues to support

the delivery of the business strategy

and the creation of long-term value

for shareholders."

Penny Freer

Chair of the Remuneration Committee

Members	Attendance
Penny Freer (Chair)	5/5
Nick Anderson1	4/4
Dame Nicola Brewer	5/5
Ben Magara	5/5
Stephen Young2	3/3

Dear shareholder,

I am pleased to introduce our Directors’ Remuneration report

for the year ended 31 December 2024. This is my first full year

as Chair of the Remuneration Committee having taken over

the role at the start of the year. I would like to begin by

thanking shareholders for their support of our Directors'

Remuneration report at the 2024 AGM.

2024 highlights

– Review of the Directors' Remuneration Policy ahead of the

Policy renewal at the AGM in 2025.

– Engagement with wider workforce remuneration activities,

including receiving certification as a global living wage

employer.

– Review of malus and clawback provisions and associated

governance in view of revised UK Corporate Governance

Code and the proposed changes to our Remuneration

Policy in 2025.

– Consideration of emergent market practice and executive

remuneration policy guidance.

– Approval of the buy-out awards for the new CFO

appointed on 1 March 2024.

Areas of focus 2025

– Approval and implementation of the 2025 Remuneration

Policy.

– Simplification of the strategic and ESG measures, which are

aligned to our We are Weir framework and form part of

annual bonus.

– Compliance with the revised UK Corporate Governance

Code, which applies to financial years beginning on or after

1 January 2025.

– Oversight of wider workforce fair reward themes

particularly in relation to global pay transparency, including

readiness for the EU Pay Transparency Directive.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 114

Directors’ remuneration report

continued

Directors' Remuneration Policy review

In line with the regular three-year cycle, we are submitting

our Directors’ Remuneration Policy to shareholders for

approval at the 2025 AGM. Over the course of the last 12

months, the Remuneration Committee has undertaken a

detailed review of the current remuneration framework for

our Executive Directors, with a view to ensuring that it

continues to appropriately support our reward principles and

the delivery of our We are Weir strategy.

In doing so, the Committee took into account a number of

factors, including the growth of the business over the last

three years, with sustained positioning in the FTSE 100 after

re-joining the index in December 2022. The business has

performed strongly through this period, realising the benefits

of the Oil and Gas disposal and delivering on the compelling

value creation opportunity we set out as a focused mining

technology company, while investing for future growth

through the successful acquisition of Motion Metrics and

SentianAI. We have also continued to build strong

momentum in our Performance Excellence transformation

programme. In addition, the Committee factored in the

evolving thinking and developing market practice around

reward in the UK environment. 

We consulted extensively with shareholders during the

process to hear their views. I would like to thank our major

shareholders and their representative bodies for their level of

engagement and overall positive feedback received as part

of our consultation process.

Ultimately, the Committee came to the view that the current

remuneration framework at Weir has worked well and

continues to support the delivery of the business strategy.

While a number of more innovative approaches were

explored, the Committee concluded that at present the

current restricted shares structure remains aligned to our

strategy and ensures strong focus on the creation of     

long-term value for our end market customers and

shareholders. It has served Weir well since its implementation

in 2018, supporting strategic delivery by focusing the team

on long-term value creation, as well as having a positive

impact on engagement, motivation and retention.

We are proposing a small number of changes to the

framework, which are primarily focused on ensuring that the

overall remuneration and governance framework remains

appropriately competitive going forward. Further details on

these changes are set out below.

Moderate increase to package through annual bonus to

more fairly align total compensation opportunity with

market taking into account the sustained size and

complexity of the organisation.

The Committee considered the overall remuneration

opportunities for the CEO and CFO roles given the size, scale,

and geographical reach of the business, and the experience

and capability of the individuals. The Committee has

historically referenced FTSE 50–150 and FTSE 50–100 practice

when assessing competitiveness. Given our sustained

positioning well inside the FTSE 100 over the last two years

(between 70th and 80th), the Committee determined that the

FTSE 50–100 now represents the primary reference point for

comparative purposes. 

Against this comparator group, there is a discount in the

remuneration opportunity for both Executive Director roles. 

While the Committee is very mindful of not being driven by

benchmarking, it considered that the level of difference was

sufficiently material and that it was necessary to make a

focused increase to align total target remuneration

opportunity more closely with the middle of the market. The

Committee considered that an increase was appropriate to

more fairly align the positioning of the Executive Directors

taking into account their respective skills and experience as

well as the sustained size and complexity of the organisation.

After careful consideration, the Committee determined that

the increase should be delivered through an increase in the

annual bonus opportunity. There is clear alignment between

delivering strong performance for our shareholders and

annual bonus outcomes. It was also recognised that the

CEO’s current bonus opportunity was towards the lower end

of market practice compared to the FTSE 50–100 peer group,

with the Committee wishing to retain an appropriate level of

relativity between the CEO and CFO opportunities.

As such, the CEO’s maximum bonus opportunity will increase

from 150% to 200% of salary, while the CFO’s will increase from

125% to 150% of salary. As illustrated below, the Committee

notes that following these changes, the CEO’s total target

remuneration remains positioned around the market median

of the FTSE 50–100 peer group and the CFO remains

positioned around the lower quartile.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 115

Directors’ remuneration report

continued

Annual bonus deferral

The Committee also holistically reviewed the features within

the framework that support shareholder alignment. The

Committee noted that the primary mechanisms for ensuring

ongoing alignment are the shareholding guidelines – which

are at the upper end of market practice – and the long-term

nature of the restricted share awards with an aggregate   

five-year vesting and holding period. The Committee

believes these features create strong long-term alignment

with shareholders and support sustainable long-term

decision making.

With this in mind, the Committee was of the view that the

requirement to defer part of the annual bonus into shares

was unnecessary once an individual had built up a sufficient

shareholding. As such, it determined that it was reasonable to

allow for deferral provisions to fall away once an individual

has exceeded their shareholding guideline by 25% or more

(i.e. 500% of salary for the CEO and 375% of salary for the

CFO). The current requirement to defer 30% of the bonus for

three years will remain in place for individuals that have yet to

exceed their guideline by 25%.

In summary, the Committee considers that the changes to

the Policy will ensure that the remuneration framework at

Weir remains competitive and best able to support delivery

of our We are Weir strategy. Once again, I would like to thank

shareholders for their valuable feedback and input during the

consultation process and for their support to the changes we

are putting forward.

Performance context

We have delivered strong performance in 2024. Adjusted

profit before tax is £428m, increasing by 4% from 2023.

Adjusted operating margin increased from 17.4% in 2023 to

18.8% in 2024, representing positive progression towards our

operating margin target of 20% in 2026. Free operating cash

conversion, which measures the Group's efficiency at

generating cash from its operating results, had an outcome

in 2024 of 102%, exceeding our target of between 90% and

100%. We continue to take advantage of the supportive

conditions in mining markets and you can read more about

our financial performance in the Financial review on pages 41

to 45.

We have also made good progress against our strategic

initiatives, aligned to our We are Weir framework.

– Our employee engagement score placed us in the top

quartile of the manufacturing benchmark group.

– Strong execution in our Performance Excellence

programme, and ahead of our ambitions for cumulative

absolute savings. We have upgraded our total Performance

Excellence saving target from £60m to £80m in 2026, with

£20m of incremental savings expected in 2025.

– We maintained a world class safety record in 2024, with a

Total Incident Rate (TIR) of 0.42. We continue to place

significant focus on our Zero Harm Behaviours Framework

as we strive for a zero harm workplace.

– Our continued focus is on sustainability and transition to

net zero. The inclusion of standalone ESG measures from

2022 onwards in our annual bonus plan transparently

illustrates our priorities and performance in this critical area,

including development of technology, which uses less

resources, reducing our own emissions aligned to SBTi, and

working closely with customers to provide new and

efficient solutions.

– More detail on progress against our strategic initiatives and

delivery against related 2024 targets can be found on

pages 133-136.

Reflecting the high levels of confidence in our strategy and

future prospects, the Board is recommending a final dividend

of 22.1p per share, resulting in a total dividend of 40.0p for

the year, representing 33% of adjusted EPS for the period. This

is in line with our capital allocation policy of returning to

shareholders a third of adjusted EPS through the cycle.

2024 outcomes

The remuneration outcomes for the Executive Directors

during 2024 reflects another year of strong business

performance. In reviewing the formulaic outcomes, the

Committee also took into account the wider stakeholder

experience when determining remuneration outcomes. The

Committee has also given careful consideration to the

annual bonus outcome in view of the workplace fatality,

which occurred in April 2024.

2024 annual bonus outcome

There was no change to our bonus framework for 2024. 60%

of the bonus was based on financial measures, being Group

PBTA (40% weighting) and cash conversion (20% weighting).

The remaining 40% was based on non-financial elements,

being strategic measures and ESG measures (20% weighting

each), directly aligned to our We are Weir strategic

framework.

For 2024, the formulaic outcome was a bonus of 88.6% of

maximum opportunity for the CEO and CFO.

As noted in interim results release on 30 July 2024, Weir

tragically lost a colleague in a work-related accident in April

2024. Irrespective of cause, Weir takes such matters very

seriously in all respects, and as such the Remuneration

Committee has determined that a discretionary downward

adjustment to the formulaic bonus outcome is appropriate.

After careful consideration, the Committee has decided to

apply a downward adjustment of 3% of maximum

opportunity to the formulaic outcome.

After application of this adjustment, the outcome is a bonus

of 85.6% of maximum opportunity, being 128.4% of salary for

the CEO and 89.1% of salary for the CFO. The CFO's 2024

bonus outcome is adjusted pro-rata to reflect his

appointment from 1 March 2024. Had the CFO received a

full year bonus, this would have been 107.0% of salary.

In line with our existing Directors' Remuneration Policy, 30% of

this bonus will be deferred into shares for three years. 

Full details of achievement against targets are provided on

page 132 and reflect the strong progress we have made in

the year as outlined earlier in my letter.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 116

Directors’ remuneration report

continued

Restricted share awards vesting in 2025

As discussed in last year’s report, the Committee has

determined that in line with the treatment applied to the

third tranche of the 2020 restricted share award, a 10%

downward adjustment will also be applied to the fourth and

final tranche of the award vesting in April 2025 to mitigate for

the potential for ‘windfall gains' based on the lower share

price used to grant the awards in March 2020 following the

outbreak of Covid-19. Further detail on the rationale is set out

in the 2023 Annual Report on pages 110 to 111. This

adjustment means an aggregate reduction to the 2020

restricted share award of 12.5%. As a result, the scaled back

final 25% tranche of the 2020 restricted share award, the next

25% of the 2021 restricted share award, and the full 2022

restricted share award will vest in April 2025 and be released

following their relevant holding periods.

2025 decisions

Subject to the approval of the proposed new Directors’

Remuneration Policy at the 2025 AGM, the implementation of the

Policy for the year ending 31 December 2025 is set out below.

Salaries

With effect from April 2025, the salary for both the CEO and

CFO will increase by 3.5%. This is in line with the average

increase for UK employees.

Pension contributions

Executive Directors will continue to receive a pension

provision of 12% of salary, in line with the rate available to the

wider UK workforce.

Annual bonus

In line with the proposed new Directors' Remuneration Policy,

the maximum bonus opportunity will be 200% of salary for

the CEO and 150% of salary for the CFO. Where the

shareholding guideline has been exceeded by 25% of more,

any amounts will be paid cash after the end of the

performance year. Where that is not the case, 70% will

continue to be paid in cash after the end of the performance

year, with 30% deferred into shares for three years.

There is no proposed change to the bonus measures and

weightings, which continue to be aligned to our reward

principles and the delivery of our We are Weir strategy:

– 40% PBTA;

– 20% cash conversion;

– 20% strategic measures; and

– 20% ESG measures.

The 2025 strategic measures will continue to focus on our

long-term goals in areas such as innovation and technology

and will also include ongoing measurement of progress

against our Performance Excellence programme. The ESG

measures will continue to focus on key people priorities, such

as safety and diversity as well as reducing both our own and

our customers' environmental impacts. Both the strategic

measures and ESG measures are captured within a balanced

scorecard, which is well embedded within the business and is

used to monitor and manage performance throughout the

organisation. The targets for 2025 will be fully disclosed in

next year’s report, although where the information is not

deemed to be commercially sensitive, the Committee has

provided prospective disclosure of 2025 targets in this year’s

report. The Committee continues to place strong emphasis

on developing the strategic measures to focus on output

based metrics and, where possible, to ensure that results can

be benchmarked externally.

Restricted share awards

The Committee is confident that the introduction of

restricted share awards to Executives and senior leaders

since 2018 has been a key enabler to driving long-term

orientation, value creation and alignment with shareholders.

New restricted share awards will be granted to the CEO (125%

of salary) and CFO (100% of salary) in April 2025. The

performance underpins are unchanged from the 2024

awards. Further details can be found on page 121. The

awards will vest after three years and be subject to a further

two-year holding period.

Summary

In line with the normal three-year renewal cycle, our

Directors’ Remuneration Policy will be presented to

shareholders for approval at the 2025 AGM.

As part of the Policy review, we have also undertaken a review

of our share plan rules to ensure that these remain

appropriate and reflect evolving market practice. To coincide

with the renewal of the Directors' Remuneration Policy, we will,

therefore, also be seeking shareholder approval of new share

plan rules for the Share Reward Plan, Deferred Bonus Plan and

ShareBuilder Plan at the 2025 AGM. The new share plans

largely replicate the existing share plans, which were

approved by shareholders in 2018. The proposed 2025 Share

Reward Plan replaces the existing Share Reward Plan (save

that the provisions relating to the deferral of annual bonuses

have been separated into a new Deferred Bonus Plan) and

the ShareBuilder replaces the existing All-Employee Share

Ownership Plan. A summary of the principle terms of the

amended plans will be included in the Notice of AGM. 

The Remuneration Committee has engaged extensively with

shareholders and investor bodies in relation to the modest

changes, which are being proposed to the Remuneration

Policy in 2025, and overall there has been a supportive

response. I would like to thank all those shareholders who

engaged with us during this process.

This year, the Committee has again sought to take a simple

and responsible approach to executive pay, and decisions in

the year have been made taking into account the experience

of our employees, shareholders and key stakeholders in the

period. On behalf of the Committee, I look forward to

receiving your support for our new Directors’ Remuneration

Policy and this year’s Directors’ Remuneration report at the

2025 AGM.

Penny Freer

Chair of the Remuneration Committee

27 February 2025

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 117

Fair reward

Fair reward for employees

We believe in fair reward for all of our employees, regardless of

where in the world they live or which part of our business they

work in. This is reflected in our approach to reward as follows.

– Simple, transparent, effective and linked to business

success.

– Delivered in a way that rewards fairly and appropriately in

line with our culture.

– Enables attraction and retention, establishing us as an

employer of choice.

– Rewards individual contribution, while incorporating a focus

on team performance to create collective accountability.

– Brings focus to sustainable improvement in the underlying

business through linkage to our strategic framework.

– Encourages and enables long-term share ownership for all

employees, rewarding long-term value creation.

Over the last 12 months and going into 2025, we have

continued to progress a number of initiatives that are linked

to the above and the delivery of fair reward.

Global living wage employer certification

In the second half of 2023, we engaged the Fair Wage

Network to undertake a global benchmarking exercise to

assess our individual rates of employee pay in every country

in which we operate against the Fair Wage Network's living

wage references for those locations. Following a

comprehensive review process, with anonymised data for

c.12,000 employees being assessed by the Fair Wage

Network, we were delighted to receive certification in July

2024 from the Fair Wage Network of Weir being recognised

as a global living wage employer.

The certification serves as a guarantee that all of our

employees are paid at or above the various global living

wage thresholds as defined by the Fair Wage Network. The

Fair Wage Network uses extensive research to develop and

continuously update a comprehensive database of living

wage rates in more than 3,000 individual regions and cities.

The living wage typically differs from the statutory minimum

wage, which is often defined by local governments. The living

wage benchmark considers a broader range of factors to

determine a level of pay, which reflects a more realistic cost

of living.

Being a global living wage employer means that Weir is

committed to offering all of our employees, regardless of role

or location, a wage that provides a standard of living that

covers basic needs and allows for a decent quality of life for

employees and their dependents. This commitment is rooted

in the recognition of human rights and our approach to

sustainability and social responsibility. While many countries

have minimum wage laws, these often fall short of what is

needed for individuals and their families. A living wage

employer, therefore, takes a step further by focusing on what

is ethically right and sustainable for the long-term wellbeing

of its workforce.

Our relationship with the Fair Wage Network will continue in

the coming years to make sure that we retain the living wage

certification globally on an ongoing basis. This will see a     

re-certification assessment process take place in mid-2025,

with further assessments by the Fair Wage Network taking

place every two years thereafter.

Listening to the voice of the employee

We continue to include a specific reward question in our

global employee engagement survey "I am fairly rewarded

(e.g. pay and benefits) for my contributions to Weir" and we

were delighted in 2024 to again achieve a scoring response,

which placed us in the top quartile of the manufacturing

sector for this particular metric, with the scores augmented

by over 2,200 comments left by individual employees in

response to the question, providing a rich source of feedback

and insight.

In addition to the insight received from the annual employee

engagement survey, we continue to provide employees with

other opportunities to provide feedback, including through

our 'Tell the Board' sessions, which are hosted by members of

the Board or the global town halls, which are hosted by the

Group Executive. Our Employee Engagement Director is also a

member of the Remuneration Committee, which provides

natural opportunity for remuneration matters to be a

discussion and feedback area.

Delivering free shares to employees globally

In 2019, we launched our global all-employee free shares

plan, ShareBuilder, which allows all of our employees,

regardless of role or geography to become shareholders in

Weir. Since its launch in 2019, we have made ShareBuilder

awards to over 18,000 individual employees, including in May

2024 when 1,500 new employees with the required 12

months’ service received the latest award of £300 of free

shares.

Operating pay equity and fairness

In addition to the new partnership with the Fair Wage

Network, we have also continued with our established

practices of undertaking both gender pay gap and equal pay

analysis on a global basis. Our latest published UK gender

pay report can be found on our website at global.weir/

investors/gender-pay/

Since its introduction in 2020, we have continued to develop

our use of Workday, the Group's global HR system, to

modernise, standardise and digitise many of our reward

processes. This, in turn, is a key enabler to operating pay

equity and fairness. We took another significant step forward

with this program of work with the implementation of the

Workday advanced compensation module in the second half

of 2024. This will be used to manage many of our key   

reward-related processes in Weir, including the annual pay

review process in the first quarter of 2025, and will also

provide us with a platform that enables ongoing compliance

and reporting capability for the emergent and rapidly

developing pay related regulatory landscape, such as the EU

Pay Transparency Directive.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 118

Remuneration at a glance

	Directors’ Remuneration Policy The key components of our remuneration framework are fixed pay, annual bonus and restricted share awards as set out in the Remuneration Policy. Our objective is to appropriately reward the continuous improvement of our value-drivers and the delivery of sustained value over time.
		Element		Performance year		Year 1	Year 2	Year 3	Year 4	Year 5
		Fixed pay		Consists of salary, pensions and benefits
		Annual bonus		Includes a core financial component and an element based on the delivery of key objectives aligned to the strategic framework Maximum: 150% (CEO) and 125% (CFO) of salary		30% deferred into shares for three years. From 2025, where shareholding guidelines are exceeded by 25%, no annual bonus deferral is required.
		Restricted share awards		Encourages substantial long-term share ownership and increases emphasis on the creation of long-term value for end market customers and shareholders Award size: 125% (CEO) and 100% (CFO) of salary		Shares vest three years from grant, subject to underpin			Further two-year holding period after vest, released five years after grant

933%

242%

	2024 CEO single total figure of remuneration
							2023	2024
					¢	Fixed pay	£912,209	£955,750
					¢	Annual bonus	£1,022,519	£1,064,190
					¢	Restricted shares	£839,527	£1,290,209
	In 2023, the restricted shares value comprised the fourth and final 25% tranche of the 2018 award vesting, the third 25% tranche of the 2019 award vesting and the second 25% tranche of the 2020 award vesting. The 2024 restricted shares value comprises the fourth and final 25% tranche of the 2019 award vesting, the third 25% tranche of the 2020 award vesting and the first 50% tranche of the 2021 award vesting. The vesting values from the 2020 award in the 2023 and 2024 single figures incorporate the respective discretionary 15% and 10% reductions applied by the Remuneration Committee in view of ‘windfall gains’, and as disclosed in the 2022 and 2023 Directors’ Remuneration reports.

2023

£2,774,255

2024

£3,310,149

2024 annual bonus outcome

Further details, including information on the performance assessment of the strategic

measures and ESG measures are set out on pages 132 to 136.

Executive Directors’ shareholding

Shareholdings include interests in unvested restricted share awards, which are not subject to performance measures.

¢	Shareholding requirement (% of salary)
¢	Shareholding (% of salary)

CEO

CFO

400%

300%

933%

242%

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 119

Directors’ remuneration in 2025

Implementation of remuneration policy in 2025

The table below summarises the key components of our remuneration framework and indicates how we intend to operate the policy in 2025.

	Operation		2025 implementation
Fixed
Salary	Fixed remuneration, which reflects role, skills, and responsibilities.		– CEO – £858,000 – CFO – £518,000 Base salaries have been increased by 3.5% with effect from 1 April 2025. These increases are aligned to the average increase for the wider UK workforce.
Pension	Executive Directors receive pension contributions of 12% per annum.		No change for 2025. Aligned with wider UK workforce.
Benefits	Car allowance, healthcare and life assurance.		No change for 2025.
Variable
Annual bonus	Maximum opportunity: CEO 200% of base salary CFO 150% of base salary 30% deferred into shares for three years, unless shareholding guideline has been satisfied by 25% or more, in which case no annual bonus deferral is required. Annual bonus awards will also be subject to malus and clawback provisions.		Maximum opportunity for the CEO increased from 150% of base salary to 200% of base salary from 2025. Maximum opportunity for the CFO increased from 125% of base salary to 150% of base salary from 2025. From 2025, where the CEO or CFO has satisfied their individual shareholding guideline by 25% or more (therefore, being 500% of salary for the CEO and 375% of salary for the CFO), no annual bonus deferral will be required. No change to measures and weightings for 2025 as follows: – 40% PBTA (defined as profit before tax and adjusting items from continuing operations) – 20% Cash conversion (defined as free operating cash flow as a percentage of adjusted operating profit) – 20% Strategic measures – 20% ESG measures Given their overall commercial sensitivity, underlying targets across the financial measures will be disclosed in next year’s report provided they are no longer commercially sensitive at that point. Set out on the following page are details of the target priorities for 2025 for both the strategic measures and the ESG measures. Where not commercially sensitive to do so, we have provided prospective disclosure of the 2025 underlying targets for these. The results of performance against the targets for all strategic measures and ESG measures will be disclosed in next year's report.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 120

Directors’ remuneration in 2025

continued

Strategic and ESG annual bonus measures 2025

	Strategic measures:		Target performance:
People	Retain our talent.		Voluntary attrition rate of 9.5%.
	Succession planning.		15% improvement in total number of roles with appropriate succession planning arrangements made.
	Maintain our engagement score in top quartile of Peakon's manufacturing benchmark.		Maintain position in top quartile of Peakon’s manufacturing benchmark.
	ESG measures:		Target performance:
	Safety Total Incident Rate (TIR).		Improve on our 2024 TIR to 0.385.
	Improve our diversity.		Improve our female gender diversity across all job bands. For job bands 1–2, a 1.25% increase and for job bands 3–5, a 2.5% increase. Improve our ethnic diversity across leadership job bands by 2%.
	Health and wellbeing.		Improve on our 2024 CCLA corporate mental health benchmark score.
	Strategic measures:		Target performance:
Technology	Revenue from new products.		£m orders.1
	Boost with digital.		£m orders.1
	Enterprise Technology Roadmap (ETR) execution progress.		Progress of R&D portfolio against Weir specific technology readiness levels.1
	ESG measures:		Target performance:
	Progress priority R&D projects.		Specific milestones for ETR themes:1 – Move less rock – Use less energy – Use water wisely – Create less waste

1Specific targets will be included in the 2025 Annual Report.

	Strategic measures:		Target performance:
Customer	Execution of top growth initiatives.		Minerals – £m orders.1 ESCO – $m orders and number of specific product conversions/upgrades.1
	Position Weir as a mining technology solutions partner.		Specific roadmap milestones.1
	Refresh key account strategy.		Specific roadmap milestones.1
	ESG measures:		Target performance:
	Customer Avoided Emissions.		Tonnes CO2e.1
	Customer water optimisation and waste impact.		Specific roadmap milestones.1
					Strategic measures:		Target performance:
Performance	Lean Processes.		£m run rate (Minerals) and production targets (ESCO).1
	Capacity Optimisation.		£m run rate (Minerals) and production targets (ESCO).1
	Functional Transformation.		Savings achieved in relation to approved value case.1
	ESG measures:		Target performance:
	Reduce scope 1 and 2 CO2e vs 2019 base aligned to SBTi.		SBTi-aligned absolute reduction.1
	ESG data assurance roadmap.		Specific roadmap milestones.1

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Directors’ remuneration in 2025

continued

	Operation		2025 implementation
Variable continued
Restricted share awards	Maximum award size: CEO 125% of base salary CFO 100% of base salary Awards subject to a three-year vesting period and subsequent two-year holding period. Vesting subject to the underpin. Prior to vesting, if any of the thresholds have not been met, it would trigger the Committee to consider whether a discretionary reduction was required. Restricted share awards will also be subject to malus and clawback provisions. The Remuneration Committee has the ability to make adjustment at the time of grant to address, if relevant, concerns about 'windfall gains' and taking into account latest shareholder guidance. The Committee also retains discretion to review awards at the point of vesting, in accordance with our wider policy and principle of best practice.		No change to the award size or vesting schedule for 2025. No change to the underpin: Balance sheet health Breaching covenants – no breach of debt covenant or re-negotiation of covenant terms outside of a normal refinancing cycle. Investor returns Return on Capital Employed (ROCE) – maintain average ROCE over the vesting period above the average Weighted Average Cost of Capital for that period. Environmental, social and governance (ESG) Sustainability Roadmap progress – awarded a B listing or better by CDP1 through the vesting period in recognition of climate change contribution. Corporate governance Major governance failure – no material failure in governance or an illegal act resulting in significant reputational damage and/ or material financial loss to the Group. Note 1. CDP is a global environmental impact non-profit organisation. Companies representing two-thirds of global market capitalisation – from 130 countries – disclose critical environmental data through CDP https://www.cdp.net. It scores companies from D- to A based on the comprehensiveness of disclosure, awareness and management of environmental risks and demonstration of environmental leadership. Weir’s score was A- in 2020 and 2021, A in 2022 and 2023 and B in 2024. In accordance with the CDP appeals process, evidence exists that indicates our 2024 response has not been evaluated correctly according to CDP's scoring methodology, so we have initiated a score appeal. CDP will provide a response to appeals only after the appeal window has closed on 20 March  2025. The underpin for the 2025 award will be set such that if Weir’s score falls below a threshold of B for any year during the vesting period, this would trigger the Committee to consider an adjustment to vesting. The CDP methodology requires continuous improvement even to maintain a level of scoring and therefore the Committee believes this is an appropriate level at which to set the threshold for the underpin.
Other
Shareholding guidelines	– CEO – 400% of base salary – CFO – 300% of base salary Shareholding guidelines continue after an individual steps down from the Board. The requirement falls to half the normal level on stepping down from the Board and then tapers down to zero after two years.		No change.
Chair and Non- Executive Director (NED) fees	Fees reflect responsibilities and time commitments for the role.		Chair and NED base fees will increase by 3.5% effective 1 April 2025, which is aligned to the average increase for the wider UK workforce. The Chair of Committee fee, the Senior Independent Director fee and the Employee Engagement Director fee are being harmonised to a new rate of £20,000 from 1 April 2025 to align more closely with market practice and reflect the close comparability of the breadth of the respective responsibilities and time commitments for these roles. – Chair’s fee – £377,000 (+3.5%) – NED base fee – £75,500 (+3.5%) – Chair of Committee fee – £20,000 (+5.3%) – Senior Independent Director fee – £20,000 (+30.7%) – Employee Engagement Director fee – £20,000 (+5.3%)

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Directors’ remuneration policy

Remuneration Policy

The Directors' Remuneration Policy will be put to shareholders for approval at the AGM to be held on 24 April 2025. Subject to approval, the Directors' Remuneration Policy is intended to apply for

three years from that date. In developing the proposed Directors' Remuneration Policy, input was received from the Chair of the Board and management, while ensuring that conflicts of interest

were suitably mitigated. Input was also provided by the Remuneration Committee's appointed independent advisers throughout the process. There are two main changes being proposed from

the current Directors' Remuneration Policy approved in April 2022 being i) an increase in the annual bonus opportunity for the CEO and CFO; and ii) a relaxation of the annual bonus deferral

requirement if the shareholding guideline has been met by 25% or more. The proposed Policy also creates consistent language in relation to the annual bonus and Share Reward Plan malus and

clawback triggers. Other minor changes have been made to the wording of the Directors' Remuneration Policy to reflect evolving market practice or to increase clarity.

Policy table			Change from current Directors' Remuneration Policy
Base salary
Purpose To provide a salary that takes into account an individual’s role, skills and responsibilities and enables the Group to attract and retain talented leaders. Operation Reviewed annually, with increases normally taking effect from 1 April. Salaries are set by reference to market practice for similar roles in companies of similar size and complexity. The Committee also takes into account factors including personal performance, the wider employee context, and economic and labour market conditions.		Maximum value While there is no stipulated maximum salary increase, increases will not normally be greater than the average salary increase for UK employees (or the relevant jurisdiction if an Executive Director is based outside the UK). Different increases may be awarded at the Committee’s discretion in instances such as where: – there has been a significant increase in the size, complexity or value of the Group; – there has been a change in role or responsibility; – the individual is relatively new in the role and the salary level has been set to reflect this; – the individual is positioned below relevant market levels; and – other exceptional circumstances.	No change.
Pension
Purpose To encourage long-term saving and planning for retirement. Operation A contribution into the Company’s defined contribution pension plan or an equivalent cash allowance, or any other arrangement the Committee considers has the same economic benefit.		Maximum value The maximum contribution rate is aligned to the maximum contribution rate for the wider UK workforce which is currently 12%.	No change.
Benefits
Purpose To provide cost-effective benefits valued by individuals. Operation Benefits include, but are not limited to, healthcare, car allowance, liability insurance and death in service insurance. Other benefits may be provided from time-to-time if considered reasonable and appropriate, such as relocation costs or long-term disability insurance.		Maximum value – Car allowance – no greater than £20,000 per annum – Life assurance – 5 x base salary The cost of providing insurance and healthcare benefits varies according to premium rates, so there is no formal maximum monetary value.	No change.

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Policy table			Change from current Directors' Remuneration Policy
Annual bonus
Purpose To incentivise the delivery of our strategic plan and to reward the achievement of stretching performance on an annual basis. To focus incentives on team performance to create collective accountability. Operation Measures, targets and weightings are reviewed and determined annually at the start of each financial year to ensure they are appropriate and support the Company’s strategy. 30% of any bonus will be deferred into an award of Weir Group shares, unless the CEO or CFO's shareholding guideline has been satisfied by 25% or more, in which case no annual bonus deferral is required and the annual bonus will be paid fully in cash. Any deferred bonus shares will normally be released after three years and are not ordinarily subject to any further conditions. Malus and clawback provisions (applicable for three years from the payment of the cash element of the annual bonus and three years from the award of the deferred bonus shares) may be applied in the event of: – the discovery of a material misstatement in the audited consolidated accounts of the Company or the audited accounts of any Group Company; – in the reasonable opinion of the Board any action or conduct of an individual (alone or with others) amounts to gross misconduct; – any event or the behaviour of an individual has, in the opinion of the Board, a significant detrimental impact on the reputation of any Group Company provided that the Board is satisfied that the relevant individual was (alone or with others) responsible for the reputational damage and that the reputational damage is attributable to the individual (alone or with others); – the information that is relied upon to determine the number of shares over which an award was granted (or vested) is found to be materially incorrect, mistaken or misrepresented to the advantage of the individual; and – a material corporate failure in any Group Company or a relevant business unit.		Maximum value The Committee will determine the bonus award level each year. The maximum bonus award level that may be awarded in respect of a financial year is: – CEO 200% of base salary – CFO 150% of base salary Performance assessment Annual bonuses will be subject to such targets as the Remuneration Committee considers appropriate each year. Financial measures will normally be used to calculate at least 50% of the bonus, with the remainder being based on strategic, ESG and/or personal objectives. The performance targets for financial measures are set in the context of the internal budget taking into account other relevant factors, such as external forecasts. All financial measures are calibrated with payment on a straight-line basis between threshold (up to 20% of maximum bonus payable), stretch, and any points in between. Payment of any non-financial measures component will be subject to a discretionary underpin (including individual performance). In exceptional circumstances, the Committee has discretion to alter the measures and/or targets during the performance period if it believes the original measures and/or targets are no longer appropriate. The Committee may in its discretion adjust annual bonus payout levels, if it considers that the outcome does not reflect the underlying financial or non-financial performance of the participant or the Group over the relevant period or that such payout level is not appropriate in the context of circumstances that were unexpected or unforeseen when the targets were set. When making this judgement, the Committee may take into account such factors as it considers relevant.	– CEO maximum bonus opportunity increased from 150% of base salary to 200% of base salary. – CFO maximum bonus opportunity increased from 125% of base salary to 150% of base salary. – Where the CEO or CFO's shareholding guideline has been satisfied by 25% or more, no annual bonus deferral is required. – Use of consistent language in relation to the annual bonus and Share Reward Plan malus and clawback triggers.

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Policy table			Change from current Directors' Remuneration Policy
Share reward plan (SRP)
Purpose To encourage and enable substantial long-term share ownership. To reward the delivery of sustainable value over time. Operation The Committee may grant awards under the SRP on an annual basis. Awards will normally vest at the end of a three-year period, subject to continued employment and assessment of the underpin. Following vesting, an additional two-year holding period will also normally apply, such that vested shares are released five years from grant. Awards will normally be in the form of conditional share awards, but may be awarded in other forms if appropriate (e.g. as nil cost options). Malus and clawback (applicable for three years from vesting) provisions may be applied in the event of: – the discovery of a material misstatement in the audited consolidated accounts of the Company or the audited accounts of any Group Company; – in the reasonable opinion of the Board any action or conduct of an individual (alone or with others) amounts to gross misconduct; – any event or the behaviour of an individual has, in the opinion of the Board, a significant detrimental impact on the reputation of any Group Company provided that the Board is satisfied that the relevant individual was (alone or with others) responsible for the reputational damage and that the reputational damage is attributable to the individual (alone or with others); – the information that is relied upon to determine the number of shares over which an award was granted (or vested) is found to be materially incorrect, mistaken or misrepresented to the advantage of the individual; and – a material corporate failure in any Group Company or a relevant business unit.		Maximum value The Committee will determine the grant level each year. The maximum value of award that may be granted in respect of a financial year is: – CEO 125% of base salary – CFO 100% of base salary The Committee has the ability to adjust award levels at the time of grant to address, if relevant, concerns about the potential for perceived ‘windfall gains’. Performance assessment No performance measures are associated with the awards. The underpin will normally consist of a ‘basket’ of key metrics that will best reflect overall business health over the vesting period. For each metric, a clearly defined and, where relevant, quantifiable ‘threshold’ will be set at the time of grant. Thresholds will normally be disclosed on a prospective basis. Prior to vesting, if any of the thresholds have not been met, it would trigger the Committee to consider whether a discretionary downward adjustment was required. The Committee may in its discretion adjust SRP vesting levels, if it considers that the outcome does not reflect the underlying financial or non-financial performance of the participant or the Group over the relevant period or that such payout level is not appropriate in the context of circumstances that were unexpected or unforeseen when the underpins were set. When making this judgement, the Committee may take into account such factors as it considers relevant.	– Use of consistent language in relation to the annual bonus and Share Reward Plan malus and clawback triggers.

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Policy table			Change from current Directors' Remuneration Policy
Shareholding requirements
Purpose To ensure Executive Directors build and hold a significant shareholding long term. To align Executive Directors’ interests with shareholders. Operation Executive Directors are required to build up a shareholding in the Company over a five-year period. All beneficially owned shares, deferred shares and unvested restricted share awards count towards an individual’s shareholding (on a net of tax basis where relevant). Until the shareholding requirement is met an Executive Director normally must retain 50% of net restricted share awards, performance share awards, and deferred bonus award shares. Shareholding guidelines continue after an individual steps down from the Board. – The requirement will fall to half the normal level on stepping down from the Board. – The requirement would then taper down to zero after two years.		Shareholding guidelines – CEO 400% of base salary – CFO 300% of base salary	No change.
All-employee share plans
Purpose To enable long-term share ownership for all employees, and to increase alignment with shareholders. To provide one common benefit to all employees. Operation Executive Directors may be entitled to participate in all-employee share plans on the same basis as all other employees.		Maximum value The maximum value will be in line with the maximum value for all other employees and where relevant in line with the governing legislation.	No change.

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Policy table			Change from current Directors' Remuneration Policy
Chair and Non-Executive Directors' fees
Purpose To attract and retain experienced and skilled Non-Executive Directors and to reflect the responsibilities and time commitment involved. Fees are reviewed by reference to companies of similar size and complexity, economic and labour market conditions. Additional fees may be made available to Non-Executive Directors, where appropriate, to reflect any additional time commitment or duties. The Company may reimburse Non-Executive Directors for any    business-related costs (such as travel and accommodation costs incurred in connection with their duties) and any associated tax on these costs.		Maximum value Fees as prescribed in the Articles of Association. Planned increases in fees will take into account general increases across the Group, along with market practice.	No change.

Choice of performance measures and targets

The performance measures selected for the annual bonus

awards and the underpins selected for the restricted share

awards are set on an annual basis by the Remuneration

Committee, to ensure that they remain appropriate to reflect

the priorities for the Company in the year ahead. The annual

bonus plan measures are chosen to align to our reward

principles and the delivery of our strategy. The restricted

shares underpins are chosen to align with our key

underlying drivers of value. The targets for the performance

measures are set taking into account a number of factors,

including the Company’s annual operating plan, strategic

priorities, the economic environment and market conditions

and expectations.

Dividends

Executive Directors are entitled to receive the value of

dividends payable on any deferred bonus awards under

the annual bonus or awards under the SRP up to the point

of vesting. This value may be calculated assuming that

the dividends were notionally reinvested in the

Company’s shares.

Common award terms

Awards granted under the share plans may be adjusted in

the event of any variation of the Company’s share capital or

any demerger, special dividend or other event that may

affect the current or future value of the awards.

Legacy arrangements

The Committee reserves the right to make any remuneration

payments and/or payments for loss of office, this includes

exercising any discretions available to it in connection with

such payments (notwithstanding that they are not in line with

this policy) where the terms of payment:

– came into effect before this policy was approved and

implemented (including where such payments are in line

with a previously approved policy); and

– were agreed at a time when the individual was not a

Director of the Company and, in the opinion of the

Committee, the payment is not in consideration for the

individual becoming a Director.

This includes the vesting of any awards granted under

the SRP.

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Recruitment policy

The Remuneration Committee’s approach when considering the overall remuneration arrangements in the recruitment of an Executive Director is to take account of all relevant factors, such as

the individual’s remuneration package in their prior role and the market positioning of the package against the local market. We will not pay more than necessary to facilitate the recruitment.

Component	Policy
Remuneration	The salary level, benefits, pension, annual bonus and annual SRP participation will be in line with the policy table, including the maxima shown.
Buy-out awards	The Committee will consider whether any buy-out awards are reasonably necessary to facilitate the recruitment of an Executive Director, and if there are any other compensation arrangements or contractual rights that would be forfeited on leaving the previous employer. The Committee will seek to structure payments taking into account relevant factors, including any the quantum of the award, performance conditions, form in which it is to be paid and the timeframe of the award. Buy-out awards will generally be made on a like-for-like basis.
Other	The Committee may agree to meet certain mobility or relocation costs, including but not limited to, temporary living and transportation expenses. The Committee may also agree to meet the costs of relevant professional fees. Reasonable expenses and associated tax incurred as part of their recruitment will be reimbursed to the Executive Director.
Internal promotion to Executive Director	The Committee will honour existing remuneration arrangements made prior to, and not in contemplation of, promotion. The arrangements will continue to pay out in accordance with the respective rules and guidelines.

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Service contracts and policy on payment of loss of office

It is the Committee’s policy that there should be no element of reward for failure. The Committee’s approach when considering payments in the event of termination is to take account of the

individual circumstances including the reason for termination, contractual obligations of both parties as well as incentive plan and pension scheme rules.

If an Executive Director’s service contract is terminated other than in accordance with its terms, the Committee will give full consideration to the obligation and ability of the individual to mitigate

any loss they may suffer as a result of the termination of their contract.

Service contracts and letters of appointment are available for inspection at the Company’s registered office.

Provision	Policy
Unexpired term	The unexpired term of Executive Directors’ contracts is 12 months. Executive Directors have rolling contracts.
Change of control	No provisions in service contracts relate to a change of control. Refer to the relevant sections below for annual bonus and share plans provisions.
Notice period	Executive Directors have 12 months’ notice by either the Company or the individual. This would be the normal policy for new appointments but shorter notice periods may be applied.
Contractual payments	Termination with contractual notice or termination by way of payment in lieu of notice (PILON) at the Company’s discretion. Neither notice nor PILON will be given in the event of gross misconduct. The calculation of PILON will be at 1.2 x gross salary to reflect the value of salary and contractual benefits. PILON will be made where circumstances dictate that Executive Directors’ services are not required for their full notice period. Contracts also allow for phased payments on termination, which provides for mitigation, including remuneration from alternative employment. The Committee may authorise: – payments for statutory entitlements in the event of termination; – reasonable settlement of potential legal claims; – payment of reasonable reimbursement of professional fees in connection with such agreements; and – payment of reasonable expenses in connection with the re-location of the individual if required.
Annual bonus and deferred bonus awards	At the discretion of the Committee, where an individual leaves as a Good Leaver (as defined on page 129), a pro rated payment (payable in such proportions of cash and shares as the Committee may determine) may be earned if employment ceases during the year. Any payment will be subject to the assessment of bonus targets. Dismissal for gross misconduct – all entitlements will be forfeited, including any unvested deferred bonus awards. All other departure events – existing rights are normally retained in respect of any deferred bonus awards. Vesting will take place at the normal vesting date unless the Committee determines otherwise. Malus and clawback provisions will continue to apply. Change in control – any bonus will normally be determined by the Committee up to the expected date of change in control taking into account both performance and the period of the financial year which has elapsed. Deferred bonus awards will vest on change in control.

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Provision	Policy
Outstanding share plan awards	The treatment of awards will be governed by the rules of the relevant plan. Where an individual leaves as a Good Leaver (which includes for reasons of death, retirement, ill-health, injury or disability, redundancy, the sale of employing company or business, or other circumstances that the Committee determines) unvested awards will normally continue and vest on the normal vesting date, taking into account the assessment of any applicable underpins and pro-rated to reflect the proportion of the vesting period that has elapsed. The Committee may exercise its discretion to apply a different pro-rata methodology or to dis-apply time pro rating completely. Awards subject to a holding period will continue to be subject to that holding period as if employment had not ceased, except in the case of death, or in such other circumstances as the Committee may determine, when the holding period will end at such time as the Committee determines to be appropriate. The rules provide flexibility that in the case of the participant’s death (or such other exceptional circumstances as the Committee considers appropriate), awards will vest (and awards in the holding period will be released) at the time of death/leaving. If an individual leaves for any reason other than as a Good Leaver, any unvested awards will lapse on termination. Awards will remain subject to the operation of malus and clawback provisions. Change in control – the extent to which unvested awards vest will be determined by the Committee, taking into account the performance conditions and/or underpins as applicable and the proportion of the vesting period that has elapsed. Alternatively, awards may be exchanged for new equivalent awards in the acquiring company. The holding period applicable to any awards will end at the time of change in control.
All-employee share plans	The rules of any all-employee share plans will apply in the event of termination of employment or change in control.
Relocation	The Committee may determine that share plan awards or deferred bonus awards should vest early if an Executive Director is relocated to a country where they would suffer a tax or regulatory disadvantage by holding the award.
Chair and Non-Executive Directors	Non-Executive Directors have letters of appointment. The letters do not contain any contractual entitlement to a termination payment and the Non-Executive Directors can be removed in accordance with the Company’s Articles of Association. Notice periods are six months from the Company and no notice from the individual. There are no change in control provisions in the letters of appointment.

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Service agreements and letters of appointment
The following table sets out the dates of each of the Executive Directors’ service agreements, the dates of the Non-Executive Directors’ letters of appointment and the date on which the Non-Executive is subject to election or re-election. Directors are required to retire at each Annual General Meeting and seek re-election by shareholders.
Executive Director	Contract commencement date	Unexpired term (months)
Jon Stanton	28 July 2016	12
Brian Puffer	1 March 2024	12
Non-Executive Director	Date of appointment	Date when next subject to election/re-election
Barbara Jeremiah	1 August 2017	24 April 2025
Andy Agg	27 February 2024	24 April 2025
Nick Anderson1	15 May 2024	24 April 2025
Dame Nicola Brewer	21 July 2022	24 April 2025
Penny Freer	23 October 2023	24 April 2025
Tracey Kerr	21 July 2022	24 April 2025
Ben Magara	19 January 2021	24 April 2025
1. Nick Anderson joined the Board with effect from 15 May 2024.

Consideration of conditions elsewhere in the Group

The reward principles set out earlier in the Directors’

Remuneration report reflect the reward principles that apply

to all employees across the Group. Although these principles

apply across the Group, given the size of the Group and the

geographical spread of its operations, the way in which the

principles are implemented in practice varies. For example,

annual bonus deferral applies at the more senior levels within

the Group and participation in restricted share awards is

typically limited to Senior Management and executives.

All employees are eligible to participate in our global               

all-employee share plan, Weir ShareBuilder, and we offer

competitive and fair rates of pay across the organisation.

Consideration of employee engagement

Meaningful engagement with customers and employees

plays a crucial role in both innovation and the continuous

improvement of the Weir business.

The Board recognises the importance of culture and effective

employee relations in the creation of good work and good

workplaces. The role of the Board, therefore, is to ensure that

mechanisms are in place, and monitored, for effective

employee engagement and that there is governance of the

process for management standards and training to continue

to assure ourselves of the leadership skills required

to do engagement well. Given the multi-national nature of

our business, the management team also recognise that

their approaches to insight-gathering and dialogue need to

reflect country practices so that engagement can be led well

locally and be mindful of circumstances and culture.

As a Board, we recognise the importance of a Group-wide

framework for employee dialogue, which is why our

continued focus is to ensure that we broaden our       

Group-wide practices for gathering workforce views and

engaging in meaningful dialogue and for measuring and

further strengthening employee engagement. Monitoring of

progress will take place at the Board in the form of an annual

employee insights report.

While the Committee does not directly consult with

employees when drafting the Remuneration Policy, we have

in place a variety of employee voice channels, such as our

global employee engagement survey and our ‘Tell the Board’

sessions, which provide employees with an opportunity to

provide feedback on any topics that interest or concern

them. Outputs from these channels are provided to the

Board, and any remuneration concerns would be flagged to

the Remuneration Committee for separate consideration. We

also include a specific reward question in our annual

employee engagement survey and the results we receive

help us shape our reward agenda and actions.

Consideration of shareholder engagement

Shareholders and their representative bodies play a very active

role in the continued development of our Remuneration Policy.

We have undertaken significant engagement with shareholders

in relation to the small number of amendments proposed to the

Remuneration Policy.

The Committee remains committed to ongoing dialogue and

will seek input from shareholders when considering any

further changes.

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Directors’ remuneration policy

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Pay at Weir Application of remuneration policy
Jon Stanton
1 Maximum +50% share price increase.
¢	Fixed pay	¢	Annual bonus	¢	SRP
Brian Puffer
1 Maximum +50% share price increase.
¢	Fixed pay	¢	Annual bonus	¢	SRP

Fixed Pay

100.0%

Mid-point

32.2%

Maximum

26.3%

Maximum1 +

23.1%

33.2%

45.3%

39.7%

Fixed Pay

100.0%

Mid-point

37.9%

Maximum

31.7%

Maximum1+

27.9%

29.4%

41.0%

36.1%

34.6%

27.3%

36.1%

32.7%

Total £997,190

Total £600,121

28.3%

37.2%

Total £3,099,290

Total £3,785,690

Total £4,321,940

Total £1,584,321

Total £1,895,121

Total £2,154,121

Notes to application of remuneration policy charts

The chart illustrates the potential total remuneration for the

Executive Directors in respect of the application of our

Remuneration Policy.

Element of package	Assumptions used
Fixed Pay	Base salary: effective 1 April 2025 Benefits: benefits as disclosed in single total figure of remuneration for 2024. For Brian Puffer this includes an estimated 2025 benefits figure calculated as the annualised value of the benefits provided in 2024 and as disclosed in the single total figure of remuneration Pension: 12% pension contribution or cash allowance, which is also the maximum rate available to the wider UK workforce
Annual Bonus	Minimum: no bonus is earned Mid-point: 60% of maximum is earned (being the mid-point under the annual bonus between the threshold pay-out of 20% and maximum pay-out) Maximum: 100% of maximum is earned
SRP	Minimum: no vesting Mid-point: 100% vesting Maximum: 100% vesting Maximum +50%: As above for maximum performance but includes share price appreciation in respect of the SRP of 50%

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Directors’ remuneration report

Single total figure of remuneration for Executive Directors (audited)

This section sets out how the Remuneration Policy was applied for the year ended 31 December 2024.

	Executive Director Jon Stanton		Executive Director Brian Puffer
	2024 (£)	2023 (£)	2024 (£)	2023 (£)
Base salary1	821,000	785,750	416,667	–
Benefits2	36,230	32,169	16,634	–
Pension3	98,520	94,290	50,000	–
Total fixed pay	955,750	912,209	483,301	–
Annual bonus	1,064,190	1,022,519	445,730	–
Restricted shares4	1,290,209	839,527	–	–
Buy-out awards5	–	–	1,466,253	–
Total variable pay	2,354,399	1,862,046	1,911,983	–
Total pay	3,310,149	2,774,255	2,395,284	–

Notes to the total figure of remuneration for the Executive Directors (audited)

1. Base salary – Jon Stanton's annual salary was £797,000 in the period 1 January 2024 to 31 March 2024, and £829,000 in the

period 1 April 2024 to 31 December 2024. Brian Puffer joined Weir Group as CFO and was appointed to the Board from       

1 March 2024 with an annual salary of £500,000 effective from that date.

2. Benefits – corresponds to the value of benefits in respect of the year ended 31 December 2024, as set out in the further

table on this page.

3. Pension – corresponds to the cash allowance provided to the Executive Directors during the year ended 31 December

2024. This equates to 12% of salary.

4. The restricted share awards have been valued using the share price at the respective dates of vesting. For Jon Stanton, the

2024 restricted shares figure comprises the fourth and final 25% of the 2019 award vesting on 9 April 2024 (valued using a

share price of £20.54 at the vesting date), the third 25% of the 2020 on award vesting on 8 April 2024 (valued using a share

price of £20.36 at the vesting date) and the first 50% of the 2021 award vesting on 8 April 2024 (valued using a share price

of £20.36 at the vesting date). The total figure of £1,290,209 includes a value of £51,933 in respect of dividend equivalents.

The respective vestings in 2023 and 2024 of the second and third 25% tranches of the 2020 award incorporates the

downward discretion applied by the Remuneration Committee to reduce the number of shares vesting by 15% (2023) and

10% (2024) for 'windfall gains' as disclosed in the respective 2022 and 2023 Directors' Remuneration reports.

Of the 2024 restricted share value shown above for Jon Stanton, £387,939 reflects the share price appreciation in the period

since award. No discretion has been exercised in connection with share price appreciation.

As previously communicated to shareholders, the dividend underpin relating to the final tranche of the 2019 restricted

share award vesting in 2024 was not met following decisive action taken by the Board to withdraw the final dividend in 2019

and any dividend payments in 2020 in response to the outbreak of Covid-19. To recognise the breach of the dividend

underpin, the Committee made a downwards adjustment to the tranche of the 2019 award restricted share award vesting

in 2021. In line with the approach taken to the further tranches of the 2019 award vesting in 2022 and 2023, no further

adjustment has been made to the final tranche of the 2019 award, which vested in 2024. All other underpins for tranches of

the awards vesting in 2024 were met.

5.For Brian Puffer, the 2024 restricted shares figure comprises the value of the buy-out awards made in April 2024, which are

not subject to any performance  conditions. Further details of the buy-out awards are provided on pages 137 to 138.

	Jon Stanton	Brian Puffer
Benefits	2024 (£)	2024 (£)
Car allowance	17,000	11,642
Healthcare1	2,303	–
Life assurance	16,927	4,992
Total	36,230	16,634

1.Brian Puffer did not join the Company healthcare plan in 2024.

2024 annual bonus (audited)

The table below details the performance achieved against the stretching targets set at the

beginning of the year. As a result, a bonus of 85.6% of maximum was payable to the Executive

Directors. Jon Stanton's bonus award is 128.4% of salary as at 31 December 2024, and Brian Puffer's

bonus award is 89.1% of salary as at 31 December 2024. Brian Puffer's bonus award has been

adjusted pro-rata to reflect his appointment from 1 March 2024. Had the CFO received a

full year bonus, this would have been 107.0% of salary. In accordance with our current

Remuneration Policy, 30% of the bonus for Executive Directors is deferred into shares for three years

and is not ordinarily subject to any further conditions. Malus and clawback may be applied in the

circumstances set out on page 123.

	Weighting	Entry	Mid-point	Maximum	Achievement	Pay-out (%)
Payout as % of maximum		20%	60%	100%
PBTA1	40%	£405.6m	£446.1m	£486.6m	£468.9m	33.0%
Cash conversion2	20%	88.5%	93.5%	98.5%	102.6%	20.0%
Strategic measures	20%	See pages133 to134				18.6%
ESG measures	20%	See pages 135 to136				14.0%
Total bonus	100%					85.6%

Notes

1. PBTA is defined as profit before tax and adjusting items. The performance targets and achievements are calculated using

September 2023 closing exchange rates.

2. Cash conversion is defined as free operating cash flow as a percentage of adjusted operating profit. The performance

targets and achievements are calculated using September 2023 closing exchange rates.

The following pages detail the annual bonus achievement on the strategic measures (pages

133 to134) and ESG measures (pages 135 to 136) aligned to the pillars of our We are Weir

Framework of People, Customer, Technology and Performance.

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Rating key for strategic measures: l Outcome achieved meets or exceeds on-target. l Outcome achieved is between threshold and on-target. l Outcome achieved is below threshold.

Strategic measures (audited)

The next two pages provide the detailed results for the 2024 strategic measures. The per cent bonus contribution for each measure is determined by the result relative to threshold, target and

maximum performance metrics, with the per cent bonus for a result between these points calculated on a straight-line basis.

Priority for 2024	Outcome required for on-target bonus achievement	Result	Rating	Bonus contribution
People
Retain our talent.	11% voluntary attrition rate.	7.9% voluntary attrition rate.	l	1.67% out of 1.67%
Succession planning.	8% improvement in total number of succession plans that have at least one named successor in the readiness pipeline.	24% improvement in total number of succession plans that have at least one named successor in the readiness pipeline.	l	1.67% out of 1.67%
Employee engagement.	Maintain our engagement score in top quartile of Peakon manufacturing benchmark.	Engagement score placing us in the top 10% of Peakon’s manufacturing benchmark.	l	1.67% out of 1.67%

Priority for 2024	Outcome required for on-target bonus achievement	Result	Rating	Bonus contribution
Customer
Execute top growth initiatives.	Minerals: £144.4m orders.	Minerals: £154.7m orders.	l	0.72% out of 0.83%
	ESCO: US$45.3m capital bookings.	ESCO: US$38.5m capital bookings.	l	0% out of 0.42%
	ESCO: Five booked conversions/upgrades to mining lip and adapter system.	ESCO: Eight booked conversions/upgrades.	l	0.42% out of 0.42%
Capture value from new strategic alliances.	Five orders originating from new strategic alliances.	Seven orders originating from new strategic alliances.	l	1.67% out of 1.67%
Position Weir as a mining technology solutions partner.	Development and implementation of corporate brand marketing strategy.	Refreshed brand marketing strategy deployed internally across group and divisions. Work underway to establish baseline measures and KPIs that will demonstrate effectiveness of embedding of the new brand and positioning across the business.	l	1.67% out of 1.67%

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Rating key for strategic measures: l Outcome achieved meets or exceeds on-target. l Outcome achieved is between threshold and on-target. l Outcome achieved is below threshold.

Strategic measures continued (audited)

Priority for 2024	Outcome required for on-target bonus achievement	Result	Rating	Bonus contribution
Technology
Revenue from new products.	Minerals: £75m of revenue.	Minerals: £115m of revenue.	l	0.83% out of 0.83%
	ESCO: US$22m of revenue.	ESCO: US$26.4m of revenue.	l	0.83% out of 0.83%
Digitise our current business model.	Minerals: 75 NEXT connected sites/new installs.	Minerals: 102 NEXT connected sites/new installs.	l	0.83% out of 0.83%
	ESCO: 75 Motion MetricsTM connected sites/new installs.	ESCO: 70 Motion Metrics TM connected sites/new installs.	l	0.39% out of 0.83%
Enterprise Technology Roadmap (ETR) execution process.	Baseline our ETR technology portfolio against the Weir Technology Readiness Levels (WTRL) and track our success in improving their readiness.	The average WTRL across all 24 ETR technologies for the full year was 5.2 versus a 2024 starting point of 4.45.	l	1.67% out of 1.67%

Priority for 2024	Outcome required for on-target bonus achievement	Result	Rating	Bonus contribution
Performance
Lean processes.	Minerals: Improve our process management scores against the Weir Integrated Network Systems (WINS) maturity levels. By year end, ten sites moved from ‘Readiness’ to ‘Foundational’ and eight sites from ‘Foundational’ to ‘Emerging’.	Minerals: Achieved target.	l	0.50% out of 0.83%
	ESCO: achieve 36.6 labour hours/ton for North America foundry optimisation.	ESCO: achieved 36.2 labour hours/ton for North America foundry operations.	l	0.72% out of 0.83%
Capacity optimisation.	Minerals: run rate savings of £9m.	Minerals: run rate savings of £14.6m.	l	0.83% out of 0.83%
	ESCO: Transfer moulding line to Xuzhou 2 by 31 July 2024.	ESCO: Achieved target.	l	0.83% out of 0.83%
Functional transformation.	100% of approved value case savings achieved.	100% of approved value case savings achieved.	l	0.83% out of 0.83%
	Delivery of key Target Enterprise Architecture (TEA) projects enabling Weir Business Services.	Key TEA projects delivered.	l	0.83% out of 0.83%

Total bonus for strategic measures (rounded sum of the individual bonus contributions in the table above) 18.6% out of 20% maximum

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Rating key for ESG measures: l Outcome achieved meets or exceeds on-target. l Outcome achieved is between threshold and on-target. l Outcome achieved is below threshold.

ESG measures (audited)

The next two pages provide the detailed results for the 2024 ESG measures. The per cent bonus contribution for each measure is determined by the result relative to threshold, target and

maximum performance metrics, with the per cent bonus for a result between these points calculated on a straight-line basis.

Priority for 2024	Outcome required for on-target bonus achievement	Result	Rating	Bonus contribution
People
Safety Total Incident Rate (TIR).	Improve our TIR to 0.385.	TIR outcome of 0.42.	l	0% out of 1.67%
Improve our gender diversity.	Increase % of females in job bands 3–5 by 2.5%.	% of females in job bands 3–5 increased by 2.5%.	l	0.50% out of 0.83%
	Increase % of females in job bands 1–2 by 1.25%.	No change in % of females in job bands 1–2.	l	0% out of 0.83%
Health and wellbeing.	Maintain our Tier 2 ranking and improve on our 2023 CCLA corporate mental health benchmark score.	Tier 2 ranking maintained and CCLA benchmark score improved. Recognised by CCLA for making the biggest overall improvement in managing workplace mental health over the past two years.	l	1.67% out of 1.67%

Priority for 2024	Outcome required for on-target bonus achievement	Result	Rating	Bonus contribution
Customer
Customer Avoided Emissions.	Expand Avoided Emissions products/range.	GEHO joined HPGR in our AE range. Overall delivered 443kT of avoided CO2e.	l	1.67% out of 1.67%
Customer water optimisation.	Develop KPI(s) to report water optimisation outcome and measure baseline.	Development of mining archetypes to categorise customer water use has delivered value beyond a single KPI and will inform tailing flowsheet design work and customer priorities.	l	1.67% out of 1.67%
Customer waste impact.	Develop KPI(s) to report waste impact outcome and measure baseline.	Development of mining archetypes to categorise customer waste outcomes has delivered value beyond a single KPI and will inform tailing flowsheet design work and customer priorities.	l	1.67% out of 1.67%

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Rating key for ESG measures: l Outcome achieved meets or exceeds on-target. l Outcome achieved is between threshold and on-target. l Outcome achieved is below threshold.

ESG measures continued (audited)

Priority for 2024	Outcome required for on-target bonus achievement	Result	Rating	Bonus contribution
Technology
Progress priority R&D projects.	Move less rock – ESCO: Develop proof of concept (POC) customer facing dashboard within Motion MetricsTM Pro integrating ore monitoring capabilities.	ESCO: POC delivered.	l	1.25% out of 1.25%
	Use less energy – Minerals: Build in-house air classifier systems sizing and flowsheet modelling capability.	Minerals: Coarse particle floatation (CPF) demonstrated for iron and lead/zinc.	l	0.63% out of 0.63%
	Use less energy – ESCO: Evaluate effectiveness of Rope Shovel Payload monitoring system against weighbridge key performance indicators (KPIs).	ESCO: Completed truck scale evaluation study.	l	0.38% out of 0.63%
	Use water wisely – Minerals: Innovative cyclone mill circuit test work completed at customer site.	Minerals: Commercial scale cluster design agreed with customer for cyclone-based reduced water intensity.	l	1.25% out of 1.25%
	Create less waste – Minerals: Performance of cyclones for tailings dewatering fully quantified and practical flowsheets developed.	Minerals: First trials on customer site successfully completed.	l	0.63% out of 0.63%
	Create less waste – complete proprietary material composition for additive repair.	First product successfully shipped to customer.	l	0.63% out of 0.63%

Priority for 2024	Outcome required for on-target bonus achievement	Result	Rating	Bonus contribution
Performance
Reduce scope 1 and 2 CO2e vs 2019 base aligned with SBTi.	24% absolute CO2e reduction achieved.	27% absolute CO2e reduction achieved and verified.	l	1.67% out of 1.67%
ESG data assurance roadmap.	Resource and execute initial set-up in Finance function and Audit Committee to assure ESG data.	Assurance roadmap reviewed with Audit Committee and 2024 assurance process underway.	l	1.67% out of 1.67%
Further integrate climate risk and opportunity in strategic planning.	Assess physical climate exposure for strategic customers.	Activity to identify customer physical risk parameters well progressed.	l	1.67% out of 1.67%

Total bonus for ESG measures1 (rounded sum of the individual bonus contributions in the table above, and incorporating the downward adjustment detailed in Note 1 below). 14.0% out of 20% maximum

1. Weir tragically lost a colleague in a work-related accident in April 2024. Irrespective of cause, Weir takes such matters very seriously in all respects, and as such the Remuneration Committee has determined that a discretionary downward adjustment to the

formulaic ESG measures bonus outcome is appropriate. After careful consideration, the Committee has decided to apply a downward adjustment of 3% of maximum opportunity to the formulaic ESG measures outcome. The ESG measures bonus has,

therefore, been reduced from the formulaic 2024 outcome of 17.0% to 14.0%.

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Share scheme interests awarded during 2024 (audited)

The following table sets out awards granted to the Executive Directors in the year ended 31 December 2024.

	Share award	Award basis	Grant date	Face value of award	Number of shares granted
Jon Stanton	Restricted Share (Conditional)1	125% salary	11 April 2024	£1,036,250	50,516
	Bonus (Deferred)2	30% bonus	11 April 2024	£306,756	14,954
Brian Puffer	Restricted Share (Conditional)1	100% salary	11 April 2024	£500,000	24,374

Notes

1. There are no performance conditions associated with the restricted share awards. Awards will vest at the end of a three-year period and an additional two-year holding period will also apply, such that vested shares are released five years from grant. The

face value of the restricted share award is based on the average of the closing price for the three days prior to the date of grant, being £20.5133.

2. There are no performance conditions associated with the deferred bonus share awards. Awards will vest at the end of a three-year deferral period. The face value of the deferred bonus share award is based on the average of the closing price for the three

days prior to the date of grant, being £20.5133.

As there are no performance conditions attached to the 2024 restricted share awards there can be no threshold or maximum outcomes. Vesting is subject to continued employment and

assessment of the underpin at the date of vesting in April 2027. Prior to vesting, if any of the thresholds set out below have not been met, it would trigger the Committee to consider whether a

discretionary reduction was required.

Balance sheet health	Breaching covenants. No breach of debt covenant or renegotiation of covenant terms outside a normal refinancing cycle.
Investor returns	Return on Capital Employed (ROCE). Maintain average ROCE over the vesting period above the average Weighted Average Cost of Capital for that period.
Environmental, Social and Governance (ESG)	Sustainability roadmap progress. Awarded a B listing or better by CDP through the vesting period in recognition of climate change contribution.
Corporate governance	Major governance failure. No material failure in governance or an illegal act resulting in significant reputational damage and/or material financial loss to the Group.

Chief Financial Officer change

Buy-out awards

Brian Puffer joined Weir and was appointed to the Board of Directors as Chief Financial Officer and Executive Director on 1 March 2024. As noted on page 126 of the 2023 Annual Report, the

Remuneration Committee agreed to grant Brian restricted share awards to compensate him for awards forfeited due to leaving his previous employer. These awards were to be made on a 

like-for-like basis to reflect as closely as possible the nature, timing and value of the equity awards being forfeited from his previous employer. Accordingly, Brian was granted six separate

restricted share awards in April 2024, each of them corresponding in value to individual grants from his previous employer, with the structure of the awards and vesting dates aligned as closely

as possible with the forfeited awards. The awards have been made in Weir Group PLC restricted shares under the Weir Share Reward Plan. The awards made to Brian are as follows:

– Two restricted share awards without performance conditions, granted on 11 April 2024, amounting to a total of 37,118 Weir shares and an award value of £680,373, representing a like-for-like

replacement of two restricted shares awards forfeited from the previous employer, which had no performance conditions. These awards vest on 28 February 2025 and 27 February 2026. The

value of these awards has been included in the single figure based on the value at the date of grant.

– Two restricted share awards with performance conditions, granted on 11 April 2024, amounting to a total of 45,368 Weir shares and an award value of £831,595, representing a like-for-like

replacement of two share awards forfeited from the previous employer which had performance conditions. The performance conditions on the replacement Weir awards are aligned to the

vesting performance conditions of the two forfeited share awards from his previous employer. The number of Weir shares granted represents the maximum possible outcome and the actual

number of shares that vest will reflect to what extent the performance conditions are satisfied under the former employer’s awards. These awards vest on 31 March 2025 and 31 March 2026

subject to the achievement of the performance conditions. The value of these awards will be included in the single figure at the time of vesting.

– A restricted share award, without performance conditions, granted on 11 April 2024, amounting to a total of 40,747 Weir shares and an award value £746,893, representing a like-for-like

replacement for the gain in respect of market value options forfeited from the previous employer, which had no performance conditions. This award vests on 31 March 2025. The value of these

awards has been included in the single figure based on the value at the date of grant.

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– A restricted share award, without performance conditions, granted on 11 April 2024, amounting to 2,127 Weir shares and an award value of £38,988, to compensate for deferred bonus shares

that would have been awarded by the former employer in 2024 in relation to 2023 performance and which would have had no performance conditions. This award vests on 31 March 2027. The

value of this award has been included in the single figure based on the value at the date of grant

The total award value of the Weir buy-out grants on 11 April 2024 was £2,297,849. If the former employer’s performance share plan awards, which have been replaced at maximum potential

outcome ultimately vest at a lower level, then this value would be reduced. For example, if these awards vest at an on-target level, the buy-out award value of the grants on 11 April would be

calculated as £1,882,052. The difference in the buy-out grant values awarded relative to the estimated figures disclosed in the 2023 Directors' Remuneration report is due to changes in the share

price of the CFO's former employer, and the value of the award required to compensate for deferred bonus shares that would have been awarded by the former employer in 2024 in relation to

2023 being less than initially projected.

Buy-out share scheme interests awarded during 2024 (audited)

The following table sets out the buy-out awards granted to the new Chief Financial Officer on 11 April 2024. Those awards which do not include a performance condition totalling £1,466,253 are

included in the 2024 single total figure of remuneration for Executive Directors on page 132.

Buy-out award	Grant date	Vesting date	Vesting performance conditions	Buy-out value of award5	No of shares granted
Restricted Share (Conditional)1	11 April 2024	28 February 2025	None	£374,684	20,441
Restricted Share (Conditional)1	11 April 2024	31 March 2025	Subject to vesting performance of forfeited award from former employer3	£457,975	24,985
Restricted Share (Conditional)2	11 April 2024	31 March 2025	None	£746,893	40,747
Restricted Share (Conditional)1	11 April 2024	27 February 2026	None	£305,689	16,677
Restricted Share (Conditional)1	11 April 2024	31 March 2026	Subject to vesting performance of forfeited award from former employer4	£373,620	20,383
Restricted Share (Conditional)1	11 April 2024	31 March 2027	None	£38,988	2,127
TOTAL				£2,297,849	125,360

Notes

1. The valuation of the share awards forfeited from the CFO’s former employer uses a BP PLC share price of £4.6070, which was the closing price on 29 February 2024 (the last date before his appointment on 1 March 2024). The number of Weir restricted

shares awarded was determined using a share price of £18.33, which was the closing price on 29 February 2024.

2. The valuation of the market value options forfeited from the CFO’s former employer uses a BP PLC share price of £4.6438, which was the average closing price in the 90-day trading period to 29 February 2024 less the exercise price for these awards. The

number of Weir restricted shares awarded was determined using a share price of £18.33, which was the closing price on 29 February 2024.

3. Vesting performance will be determined by the outcome of the BP PLC 2022–2024 performance shares, as disclosed in the BP PLC Annual Report 2024.

4. Vesting performance will be determined by the outcome of the BP PLC 2023–2025 performance shares, as disclosed in the BP PLC Annual Report 2025.

5. Individual value of each award rounded to nearest £1.

The Remuneration Committee is satisfied that the structure of the buy-out awards is consistent with our Remuneration Policy. Vesting of all of the buy-out awards is conditional on remaining in

employment at the vesting dates, not being under notice of termination of employment and satisfactory individual performance and conduct during the vesting period. Awards have been

granted subject to the terms of the Weir Share Reward Plan including malus and clawback.

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Single total figure of remuneration for Chair and Non-Executive Directors (audited)

	Basic Fee (£)		Senior Independent Director/ Employee Engagement Non- Executive Director/Committee Chair Fee (£)		Taxable Benefits9(£)		Total Fees (£)
	2024	2023	2024	2023	2024	2023	2024	2023
Barbara Jeremiah	360,500	346,750	–	–	15,864	24,138	376,364	370,888
Andy Agg1	61,325	–	7,917	–	8,655	–	77,897	–
Nick Anderson2	46,170	–	–	–	4,722	–	50,892	–
Dame Nicola Brewer3	72,200	69,425	16,326	12,270	5,445	1,888	93,971	83,583
Penny Freer	72,200	13,641	18,825	–	5,949	2,982	96,974	16,623
Tracey Kerr4	72,200	69,425	19,599	–	3,696	2,978	95,495	72,403
Ben Magara5	72,200	69,425	12,959	–	21,604	2,578	106,763	72,003
Sir Jim McDonald6	22,852	69,425	4,793	14,550	300	3,270	27,945	87,245
Srinivasan Venkatakrishnan7	17,525	69,425	–	–	–	1,688	17,525	71,113
Stephen Young8	41,825	69,425	10,908	18,125	2,456	5,431	55,189	92,981

Notes

1.Andy Agg was appointed to the Board on 27 February 2024 and succeeded Stephen Young as Chair of the Audit Committee with effect from 31 July 2024.

2.Nick Anderson was appointed to the Board on 15 May 2024.

3.Dame Nicola Brewer succeeded Sir Jim McDonald as Senior Independent Director following the AGM on 25 April 2024 having previously been Employee Engagement Director.

4.Tracey Kerr was appointed as Chair of the newly established Sustainability and Technology Committee on 19 December 2023 and her Committee Chair fees paid in 2024 include a back-dated payment for the period 19 December 2023 to 31 December 2023.

5.Ben Magara succeeded Dame Nicola Brewer as Employee Engagement Director following the AGM on 25 April 2024.

6.Sir Jim McDonald stepped down from the Board following the AGM on 25 April 2024.

7.Srinivasan Venkatakrishnan stepped down from the Board with effect from 31 March 2024.

8.Stephen Young stepped down from the Board with effect from 31 July 2024.

9.Taxable benefits includes travel and accommodation to attend Board meetings. The amounts in the table include the grossed-up cost of the UK tax to be paid by the Company on behalf of the Directors.

Payments for loss of office (audited)

There were no payments made to Directors for loss of office.

Payments to past directors (audited)

No payments were made to past Directors.

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Statement of Directors’ shareholdings and share interests (audited)

	As at 31 December 2024
	Shares owned outright	Scheme Interests
		Unvested restricted share awards with  underpin and no performance conditions	Unvested recruitment buy- out restricted share awards with no performance conditions1	Unvested recruitment buy- out restricted share awards with performance conditions2	Unvested deferred bonus share awards with no performance conditions	Shares owned outright (% of salary)3	Shares owned outright plus scheme interests (% of salary) 4	Shareholding requirement (% of salary)
Jon Stanton	219,925	212,815	–	–	40,215	579%	933%	400%
Brian Puffer	–	24,374	79,992	45,368	–	–	242%	300%
Barbara Jeremiah	9,750	–	–	–	–	–	–	–
Andy Agg	–	–	–	–	–	–	–	–
Nick Anderson	3,100	–	–	–	–	–	–	–
Dame Nicola Brewer	500	–	–	–	–	–	–	–
Penny Freer	–	–	–	–	–	–	–	–
Tracey Kerr	–	–	–	–	–	–	–	–
Ben Magara	–	–	–	–	–	–	–	–
Sir Jim McDonald5	500	–	–	–	–	–	–	–
Srinivasan Venkatakrishnan6	500	–	–	–	–	–	–	–
Stephen Young7	7,904	–	–	–	–	–	–	–

Notes

1. Buy-out restricted share awards granted to Brian Puffer, which are not subject to performance conditions, as detailed on pages 137 to 138.

2. Buy-out restricted share awards granted to Brian Puffer, which are subject to performance conditions, as detailed on pages 137 to138.

3. The share price of £21.84 on 31 December 2024 has been used to calculate the value of shares owned outright as a percentage of salary.

4. The share price of £21.84 on 31 December 2024 has been used to calculate the value of shares owned outright and scheme interests as a percentage of salary. The value of scheme interests is included in the percentage assessment against the

shareholding requirement where there are no performance conditions attached to the unvested awards. Accordingly, the 45,368 awarded to Brian Puffer, which are subject to performance conditions (see note 2 above and further detail on                   

pages 137 to138) are excluded from the calculation. The value of unvested scheme interests included in the calculation are on an estimated net-of-tax basis.

5. Reflects the shares owned outright position when Sir Jim McDonald stepped down from the Board following the AGM on 25 April 2024.

6. Reflects the shares owned outright position when Srinivasan Venkatakrishnan stepped down from the Board with effect from 31 March 2024.

7. Reflects the shares owned outright position when Stephen Young stepped down from the Board with effect from 31 July 2024.

There have been no changes in the interests of each Director between 31 December 2024 and the date of this report.

External appointments

During the year, Jon Stanton was a Non-Executive Director of Imperial Brands PLC. He received £127,854 in fees. Brian Puffer had no external appointments.

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CEO pay ratio

The table below shows our CEO pay ratio at 25th, median and

75th percentile of our UK employees as at 31 December

2024. The 25th, median and 75th percentile employees were

determined by calculating total pay for the 2024 financial

year using payroll data from 1 January 2024 to 31 December

2024. The increase in the pay ratio from 2023 to 2024 is

primarily due to i) a higher total percentage value of tranches

from prior-year restricted share awards vesting in 2024 in

comparison to 2023; and ii) the share price growth between

April 2023 and April 2024, which is used to determine the

value of the restricted shares that vested on these dates. The

ratios for 2020 to 2024 have been determined using Option A

of the regulations given Option A is the most robust

approach and preferred by shareholders. We are satisfied

that the median pay ratio is consistent with the pay, reward

and progression policies for our UK employees.

Financial year	Calculation method	25th percentile pay ratio	Median pay ratio	75th percentile pay ratio
2024	Option A	80:1	61:1	39:1
2023	Option A	69:1	57:1	39:1
2022	Option A	67:1	53:1	39:1
2021	Option A	53:1	42:1	30:1
2020	Option A	27:1	22:1	17:1
2019	Option A	56:1	44:1	34:1

	Jon Stanton	25th percentile	Median	75th percentile
Total pay	£3,310,149	£41,601	£54,502	£84,513
Base salary	£821,000	£28,602	£49,600	£73,573

Notes

Total pay for the percentile employees includes the following pay elements: base

salary, annual bonus, restricted shares, ShareBuilder, annual leave adjustment, shift

premium and allowance, sick pay, overtime pay, first aid allowance, living

allowances, employer pension contribution and the provision of private medical

and life assurance. We have uprated pay for part-time employees and new

joiners accordingly to calculate full-time equivalent total pay. For employees other

than the CEO, annual bonuses considered for the purposes of the calculation are

those which are paid in the financial year, as wider workforce bonuses related to

2024 performance remain to be determined at the time of the calculation. We

offer competitive and fair rates of pay across the organisation, and employees are

eligible to participate in our global all-employee share plan, Weir ShareBuilder.

Gender pay

For 2024, our mean gender pay gap has remained broadly

consistent as being in favour of females when compared to

2023, changing from -7% to -11%. Our median gender pay

gap in favour of females has changed from -18% to -30%.

While our outcomes show we are generally well positioned

on gender pay, we recognise that this is largely due to the

high number of males who are working in lower paid

production and field roles.

We continue to take action and set targets to appoint more

females across our workforce, albeit noting that our female

gender pay percentages can be influenced significantly by

only small changes in the female workforce. Nevertheless,

good progress has been made in the number of females in

the higher pay quartiles, with an increase from 30% in 2023 to

38% in 2024 of females in the upper pay quartile and an

increase from 21% in 2023 to 29% in 2024 of females in the

upper middle pay quartile.

The median gender bonus gap for 2024 is -24% in favour of

females due to female bonus participants generally being in

corporate roles rather than production and field roles.

Correspondingly, a higher proportion of females receive a

bonus relative to males.

A copy of the full Gender Pay report can be found on our

website global.weir/investors/gender-pay/

The requirements and our outcomes

The UK Government’s Gender Pay Gap Regulation requires

legal entities with 250 or more employees to publish details

of their gender pay and bonus gap. In Weir, there is one

employing entity required to publish this data, but we have

taken the opportunity to publish the consolidated data for

our UK employees as this is more representative of our UK

organisation.

Gender pay and equal pay

The gender pay gap is different from equal pay, which relates

to men and women being paid the same for similar roles or

work of equal value. Our pay policies are designed to ensure

equal pay for equal jobs and we have processes in place to

ensure pay levels are reviewed consistently.

Mean and median pay and bonus gap

	Mean	Median
Gender pay gap	-11%	-30%
Gender bonus gap	20%	-24%

Proportion of males and females receiving a bonus

Male	38%
Female	63%

Proportion of males and females in each pay

quartile band

	Male	Female
Upper	62%	38%
Upper middle	71%	29%
Lower middle	81%	19%
Lower	80%	20%

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 142

Directors’ remuneration report

continued

The graph on the right shows Weir’s TSR

performance against the performance of

the FTSE 350 over the ten-year period to

31 December 2024. The FTSE 350 was chosen

because it is a broad equity index of which

Weir is a constituent.

The further graph below shows Weir’s TSR

performance against the performance of

the FTSE 350 over the five-year period to

31 December 2024, providing a view of relative

performance which, is more closely aligned to

the tenure of the current Executive team.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 143

Directors’ remuneration report

continued

Change in Chief Executive’s remuneration over ten years

The table below shows the total remuneration over the period 1 January 2015 to 31 December 2024, as well as outcomes under the annual bonus and long-term incentive plans.

Single total figure £000	2015	2016	2017	2018	2019	2020	2021	2022	2023	2024
Jon Stanton	–	2811	1,441	2,400	1,434	897	1,768	2,512	2,774	3,310
Keith Cochrane	1,065	1,0122	–	–	–	–	–	–	–	–

Annual bonus (% of maximum)	2015	2016	2017	2018	2019	2020	2021	2022	2023	2024
Jon Stanton	–	38%	70%	62%	38%	0%3	52%	83%	86%	86%
Keith Cochrane	20%	40%	–	–	–	–	–	–	–	–

Long-term incentive (% of maximum)4	2015	2016	2017	2018	2019	2020	20215	20226	20236	20247
Jon Stanton	–	–	–	75%	45%	100%	93%	92%	92%	96%
Keith Cochrane	–	–	–	–	–	–	–	–	–	–

Notes

1. Relates to the period Jon Stanton was CEO from 1 October 2016.

2. Relates to the period Keith Cochrane was on the Board to 30 September 2016.

3. The formulaic annual bonus outcome for 2020 was 46%, however, this was waived by the Executive Directors.

4. The final award under the Long-Term Incentive Plan was made in 2017 and which vested at 45% of maximum in 2019 as shown above. From 2018, restricted shares were awarded to the CEO, which have no performance conditions. Vesting of the restricted

shares commenced from 2020 onwards and will ordinarily be at 100% of the shares initially granted, subject to an underpin consisting of a basket of threshold metrics being met.

5. The value of 93% in 2021 incorporates the respective 10% and 5% downwards adjustment to the tranches of the 2018 and 2019 restricted share awards vesting in 2021 to reflect the technical breach of the dividend underpin, as previously communicated to

shareholders.

6. The value of 92% in each of 2022 and 2023 incorporates the 'windfall gains' related downwards adjustment of 15% to the first and second tranches of the 2020 restricted share award vesting in these years, as previously communicated to shareholders.. 

7. The value of 96% in 2024 incorporates the 'windfall gains' related downwards adjustment of 10% to the third tranche of the 2020 restricted share award vesting in 2024, as previously communicated to shareholders. 

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 144

Directors’ remuneration report

continued

Percentage change in remuneration of Board Directors and wider employee population

The table below shows the percentage change in elements of remuneration for the Board Directors. The employee population comprises those employed by The Weir Group PLC.

% Change 2023–2024

% Change 2022–2023

% Change 2021–2022

% Change 2020–2021

% Change 2019–2020

Salary/ Fees8

Taxable Benefits8

Bonus8

Salary/ Fees8

Taxable Benefits8

Bonus8

Salary/ Fees8

Taxable Benefits8

Bonus8

Salary/ Fees8

Taxable Benefits8

Bonus8

Salary/ Fees8

Taxable Benefits8

Bonus8

Average UK Employee

(1.5%)

37.2%

0.1%

(0.3%)

52.6%

26.8%

9.1%

(34.2%)

69.3%

0.2%

26.6%

73.6%

(3.3%)

(36.6%)

(65.4%)

Jon Stanton (CEO)

4.5%

12.6%

4.1%

6.0%

10.7%

8.6%

5.4%

7.0%

71.4%

2.3%

0.5%

n/a

0.7%

28.3%

(100.0%)

Brian Puffer (CFO)1

n/a

n/a

n/a

n/a

n/a

–%

n/a

n/a

–%

n/a

n/a

–%

n/a

n/a

–%

Barbara Jeremiah

4.0%

(34.3%)

–%

37.0%

51.9%

–%

225.3%

18813.1%

–%

2.3%

(87.8%)

–%

21.8%

n/a

–%

Andy Agg2

n/a

n/a

–%

n/a

n/a

–%

n/a

n/a

–%

n/a

n/a

–%

n/a

n/a

–%

Nick Anderson3

n/a

n/a

–%

n/a

n/a

–%

n/a

n/a

–%

n/a

n/a

–%

n/a

n/a

–%

Dame Nicola Brewer4

8.4%

188.3%

–%

173.2%

(50.6%)

–%

n/a

n/a

–%

n/a

n/a

–%

n/a

n/a

–%

Penny Freer

567.3%

99.5%

–%

n/a

n/a

–%

n/a

n/a

–%

n/a

n/a

–%

n/a

n/a

–%

Tracey Kerr

32.2%

24.0%

–%

132.2%

(45.2%)

–%

n/a

n/a

–%

n/a

n/a

–%

n/a

n/a

–%

Ben Magara

22.7%

738.0%

–%

4.0%

(28.9%)

–%

9.0%

n/a

–%

n/a

n/a

–%

n/a

n/a

–%

Sir Jim McDonald5

(67.1%)

(90.8%)

–%

10.1%

398.5%

–%

18.6%

n/a

–%

2.3%

n/a

–%

0.7%

n/a

–%

Srinivasan Venkatakrishnan6

(74.8%)

(100.0%)

–%

4.0%

(37.0%)

–%

9.0%

n/a

–%

n/a

n/a

–%

n/a

n/a

–%

Stephen Young7

(39.8%)

(54.8%)

–%

4.0%

(9.3%)

–%

3.8%

n/a

–%

2.3%

(100.0%)

–%

0.7%

n/a

–%

Notes

1. Brian Puffer joined as CFO and was appointed to the Board from 1 March 2024.

2. Andy Agg was appointed to the Board on 27 February 2024 and succeeded Stephen Young as Chair of the Audit Committee with effect from 31 July 2024.

3. Nick Anderson was appointed to the Board on 15 May 2024.

4. Dame Nicola Brewer succeeded Sir Jim McDonald as Senior Independent Director following the AGM on 25 April 2024 having previously been Employee Engagement Director.

5. Sir Jim McDonald stepped down from the Board following the AGM on 25 April 2024.

6. Srinivasan Venkatakrishnan stepped down from the Board with effect from 31 March 2024.

7. Stephen Young stepped down from the Board with effect from 31 July 2024.

8. The n/a values shown reflect that a percentage change cannot be calculated given the nil value in the previous year. The Single Total Figure of Remuneration for Executive Directors on page 132 and the Single Total Figure of Remuneration for Chair and

Non-Executive Directors on page 139 provide further detail.

Relative importance of spend on pay

The table below shows the change in total staff pay for continuing operations between 2024 and 2023, and dividends paid out in respect of 2024 and 2023.

Financial year	2024 £m	2023 £m	Percentage Change
Overall spend on pay for employees	622.8	632.9	(1.6)%
Profit distributed by way of dividend	99.8	95.9	4.1%

Details of the overall spend on pay for employees can be found in note 5 to the Group Financial Statements on page 182. Details of the dividends declared and paid are contained in note 11 to

the Group Financial Statements on page 188.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 145

Directors’ remuneration report

continued

Complying with UK Corporate Governance Code 2018

The following table summarises how our Remuneration Policy set out on pages 122 to 131 fulfils the factors set out in provision 40 of the UK Corporate Governance Code 2018.

Clarity	Remuneration arrangements should be transparent and promote effective engagement with shareholders and the workforce.	The Committee is committed to providing open and transparent disclosures to shareholders and the workforce with regards to executive remuneration arrangements. The 2024 Directors’ Remuneration report sets out the remuneration arrangements for the Executive Directors in a clear and transparent way. There is also an AGM where shareholders can ask any questions on the remuneration arrangements.
Simplicity	Remuneration structures should avoid complexity and their rationale and operation should be easy to understand.	Our remuneration arrangements for Executive Directors, as well as those throughout the organisation, are simple in nature and understood by all participants. The structure for Executive Directors consists of fixed pay (salary, benefits, pension), annual bonus scheme and a restricted share plan.
Risk	Remuneration arrangements should ensure reputational and other risks from excessive rewards, and behavioural risks that can arise from target-based plans, are identified and mitigated.	The Committee considers that the structure of incentive arrangements does not encourage inappropriate risk taking. Under the annual bonus, discretion may be applied where formulaic outcomes are not considered reflective of underlying Company performance. There are robust underpins in place for restricted share awards. Malus and clawback provisions also apply to variable incentives.
Predictability	The range of possible values of rewards to individual Directors and any other limits or discretions should be identified and explained at the time of approving the policy.	The annual bonus scheme is the only scheme currently in operation for Executive Directors where there is variability in payouts depending on the performance of the Company. The restricted share awards are subject to share price movements and, therefore, aligned with the shareholder experience. The potential value and composition of the Executive Directors’ remuneration packages at below threshold,          mid-point, maximum and maximum including a 50% share price increase scenarios are provided in the Directors’ Remuneration Policy.
Proportionality	The link between individual awards, the delivery of strategy and the long-term performance of the Company should be clear. Outcomes should not reward poor performance.	Payments from annual bonus require robust performance against challenging conditions. Performance conditions have been designed to link with Group strategy and consist of financial and non-financial metrics. The Committee has discretion to override formulaic outturns to ensure that they are appropriate and reflective of overall performance.
Alignment to culture	Incentive schemes should drive behaviours consistent with Company purpose, values and strategy.	We granted free shares under Weir ShareBuilder to all employees newly-attaining 12 months' service by the 2024 award date. ShareBuilder is our global all employee share plan, and is part of our ambition of making all Weir colleagues shareholders. The variable incentive schemes, performance measures and underpins are designed to be consistent with the Company’s purpose, values and strategy.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 146

Directors’ remuneration report

continued

The Remuneration Committee in 2024

There were five Committee meetings during 2024.

Role	Name	Title
Chair and members	Penny Freer Nick Anderson1 Dame Nicola Brewer Ben Magara Stephen Young2	Independent Non-Executive Directors
Internal attendees	Barbara Jeremiah Jon Stanton Rosemary McGinness Craig Gibson Caroline Hagg3 Elise Coleman-Bragg4 Graham Vanhegan	Chair Chief Executive Officer Chief People Officer Group Head of Reward Corporate Lawyer Corporate Lawyer Chief Legal Officer and Company Secretary and Secretary to the Committee
Committee’s external adviser	Deloitte LLP	Adviser to Committee

Notes

1. Nick Anderson was appointed to the Board and as a member of the Remuneration Committee on 15 May 2024.

2. Stephen Young stepped down from the Board and as a member of the Remuneration Committee with effect from 31 July 2024.

3. Until April 2024.

4. From April 2024.

Internal advisers provided important information to the Committee and attended meetings. None of the individuals were involved in any decisions relating to their own remuneration.

Deloitte LLP was appointed by the Committee in 2016 following a competitive tender process, and provided services to the Committee for the year ended 31 December 2024. Fees paid to

Deloitte LLP for work that materially assisted the Committee were £147,100 charged on a time and material basis. Deloitte LLP also provided other services to the Weir Group in the year, principally

tax advisory and compliance services. Deloitte is a signatory to the Remuneration Consultants’ Group Voluntary Code of Conduct and the Committee is satisfied that Deloitte’s advice was

objective and independent. The Committee is comfortable that the Deloitte engagement partner and team that provides advice to the Committee do not have connections with the Company

or its Directors that may impair their independence.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 147

Directors’ remuneration report

continued

Committee’s performance

The Committee’s Terms of Reference are reviewed on an annual basis and were last updated in January 2025. A copy can be found on our website: global.weir/siteassets/pdfs/investors/board-

committees/2025/weir-group-remuneration-committee-terms-of-reference-2025.pdf.

The Committee was evaluated as part of the 2024 Board Effectiveness Review (see page 89), and it was concluded that the Committee was fulfilling its Terms of Reference effectively.

Shareholder voting

The table below sets out the voting by shareholders on the resolution to approve the Directors’ Remuneration report at the AGM held in April 2024.

	For	Against	Total Votes Cast	Withheld
Remuneration report	206,948,262 (98.74%)	2,649,836 (1.26%)	209,598,098 (80.74%)	17,622

The table below sets out the voting by shareholders on the resolution to approve the current Directors’ Remuneration Policy at the AGM held in April 2022.

	For	Against	Total Votes Cast	Withheld
Remuneration Policy	193,938,328 (90.47%)	20,430,745 (9.53%)	214,369,073 (82.57%)	5,321,171

Annual General Meeting

This report will be submitted to shareholders for approval at the Annual General Meeting to be held on 24 April 2025.

Penny Freer

Chair of the Remuneration Committee

27 February 2025

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 148

Directors’ report

The Directors present their report for the year ended 31

December 2024.

Disclosures set out elsewhere in this Annual Report

The following cross-referenced material, which would

otherwise be required to be disclosed in this Directors'

Report, is incorporated into the Director's Report. 

Subject matter	Page reference
Particulars of any important events, if any, affecting the Company which have occurred since the end of the financial year	226
An indication of likely future developments in the business of the Company	15 to16
An indication of the activities of the Company in the field of research and development	26 to 28
Details of employee policy and involvement	19, 32 to 33 and 84 to 86
Details of engagement with other stakeholders	19 to 20, 83 and 87
Greenhouse gas emissions and energy consumption	55 and 56
Principal risks and uncertainties	59 to 70
Section 172 statement	20, 82
Corporate Governance Report	73 to 147

Disclosures required under UK Listing Rule 6.6.1

For the purposes of UK Listing Rule 6.6.4, the information to be

disclosed under the UK Listing Rule 6.6.1 is set out in the table

below.

Subject matter	Page reference
Shareholder waiver of dividends (LR 6.6.1(11) and (12))	149

Paragraphs (1), (2), (3), (4), (5), (6), (7), (8), (9), (10) and (13) of UK Listing Rule 6.6.1

are not applicable.

Company number

The Weir Group PLC is registered in Scotland under company

number SC002934 with its registered address at 10th Floor,

1 West Regent Street, Glasgow, G2 1RW, Scotland.

2025 Annual General Meeting

The Annual General Meeting will be held on 24 April 2025 at

the Head Office, 1 West Regent Street, Glasgow, G2 1RW.

The Notice of Meeting, along with an explanation of the

proposed resolutions, are set out in a separate document

which accompanies this Annual Report and can be

downloaded from the Company’s website. The Company

conducts the vote at the AGM by poll and the result of the

votes, including proxies, is published on the Company’s

website after the meeting.

Dividend

The Directors have recommended a final dividend of 22.1p

per share for the year ended 31 December 2024. Payment of

this dividend is subject to shareholder approval at the Annual

General Meeting to be held on 24 April 2025.

Substantial shareholders

As at 31 December 2024, the following substantial interests in

the Company's ordinary share capital had been notified to

the Company in accordance with Disclosure Guidance and

Transparency Rule 5 (DTR 5). It should be noted that these

holdings may have changed since the Company was

notified. However, notification of any change is not required

until the next notifiable threshold under DTR 5 is crossed.

Shareholder	Number of voting rights	Percentage of voting rights
BlackRock, Inc	13,996,785	5.01
Massachusetts Financial Services Company	12,955,326	4.99
Baillie Gifford & Co	12,917,453	4.98

Employee-related information

The average number of employees in the Group during the

year is given in note 5 to the Group Financial Statements on

page 183.

Group companies operate within a framework of HR policies,

practices and regulations appropriate to their market sector and

country of operation. Policies and procedures for recruitment,

training and career development promote equality of

opportunity regardless of gender, sexual orientation, age, marital

status, disability, race, religion or other beliefs and ethnic or

national origin. At Weir, we strive to build an inclusive culture in

which all employees have the opportunity to succeed and to be

able to do the best work of their lives. The Group remains

committed to the fair treatment of people with disabilities,

including: giving full and fair consideration to applications made

by people with disabilities, having regard to their particular

aptitudes and abilities; continuing the employment of, and

arranging training for, employees who have become disabled

during the course of their employment; and offering training,

career development and promotion opportunities for people

with disabilities. Meaningful dialogue with our employees is

actively encouraged. Further details on our employees can be

found on pages 32 to 34 and 84 to 86.

Use of financial instruments

The information required in respect of financial instruments

as required by Schedule 7 of The Large and Medium-sized

Companies and Groups (Accounts and Reports) Regulations

2008 is given in note 30 to the Group Financial Statements on

page 217.

Share capital and rights attaching to the

Company’s shares

Details of the issued share capital of the Company, which

comprises a single class of ordinary shares of 12.5p each are

set out in note 25 to the Group Financial Statements on page

212. The rights attaching to the shares are set out in the

Company’s Articles of Association. There are no special

control rights in relation to the Company’s shares and the

Company is not aware of any agreements between

shareholders that may result in restrictions on the transfer of

securities and/or voting rights.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 149

Directors’ report

continued

Voting rights

The Company’s Articles of Association provide that on a show

of hands at a general meeting of the Company, every holder

of ordinary shares present in person and by proxy and

entitled to vote shall have one vote and on a poll, every

member present in person or by proxy and entitled to vote

shall have one vote for every ordinary share held.

The Notice of the AGM specifies deadlines for exercising

voting rights and appointing a proxy or proxies to vote in

relation to resolutions to be passed at the AGM. The

Company conducts the vote at the AGM by poll and the

result of the poll will be released to the London Stock

Exchange and posted on the Company’s website as soon as

practicable after the meeting.

The Articles of Association may only be amended by a special

resolution passed at a general meeting of Shareholders.

Transfer of shares

There are no restrictions on the transfer of ordinary shares in

the Company, other than as contained in the Articles of

Association:

– The Directors may refuse to register any transfer of any

certificated share which is not fully paid up, provided that

this power will not be exercised so as to disturb the market

in the Company’s shares.

– The Directors may also refuse to register the transfer of a

certificated share unless it is delivered to the Registrar’s

office, or such other place as the Directors have specified,

accompanied by a certificate for the shares to be

transferred and such other evidence as the Directors may

reasonably require to prove title of the intending transferor.

Certain restrictions may from time to time be imposed by

laws and regulations, for example, insider trading laws, in

relation to the transfer of shares.

Employee benefit trust arrangements

(including waiver of dividends)

The Group has a nominee arrangement with Computershare

Investor Services PLC (the ‘Computershare Nominee’) and

employee benefit trusts with Estera Trust (Jersey) Limited

(the ‘Estera EBT’) and Computershare Trustees (Jersey)

Limited (the ‘Computershare EBT’).

The Computershare EBT purchased 646,239 shares in the market

at an aggregate value of £13,297,475 on behalf of the Company

for satisfaction of any future vesting of the awards granted

under the Share Reward Plan and the ShareBuilder plan.

During the period, the SRP vested and the trustees of the

Computershare EBT transferred 271,833 ordinary shares to

employees to satisfy the SRP awards and transferred 4,746

shares to Computershare Nominee to be held on behalf of

participants and subject to the rules of the SRP Deferred

Bonus Plan.

During the period, the ShareBuilder plan vested and the

trustees of the Computershare EBT transferred 9,764 ordinary

shares to employees to satisfy the ShareBuilder plan awards.

Both the Estera EBT and Computershare Nominee agreed to

waive any right to all dividend payments on shares held by

them with the exception of shares held in respect of awards

which have a dividend entitlement.

Details of the shares held by the Computershare Nominee,

the Computershare EBT and the Estera EBT are set out in note

25 to the Group Financial Statements on page 212.

The 930,249 shares held in the Computershare Nominee are

the shares in respect of which dividends have not been

waived. The 218,405 shares held in the Computershare

Nominee are subject to post vesting restrictions.

The Computershare Nominee held 0.36% of the issued share

capital of the Company as at 31 December 2024. The shares

are held on behalf of employees and former employees of

the Group.

The Computershare EBT held, through nominee account

Computershare Nominees (Channel Islands) Limited, 0.79%

of the issued share capital of the Company as at 31

December 2024. This is held in trust on behalf of the

Company for satisfaction of any future vesting of the awards

granted under the Share Reward and ShareBuilder Plans.

The voting rights in relation to these shares are exercised by

the trustees. The Computershare EBT may vote or abstain

from voting with the shares or accept or reject any offer

relating to shares, in any way they see fit, without incurring

any liability and without being required to give reasons for

their decision.

Authority to issue shares

At the 2024 Annual General Meeting, shareholders renewed

the directors' authority to allot shares in the Company up to

an aggregate nominal amount equivalent to two thirds of the

shares in issue (of which one third must be offered by way of

rights issue). No shares were issued under this authority

during the year ended 31 December 2024.

A further special resolution passed at the 2024 Annual

General Meeting granted authority to the directors to allot

equity securities in the Company for cash, without regard to

the pre-emption provisions of the Companies Act 2006 in

certain circumstances. No shares were issued under this

authority during the year ended 31 December 2024.

At the forthcoming Annual General Meeting, the Board will

again seek shareholder approval to renew these authorities

to allot shares.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 150

Directors’ report

continued

Authority to purchase own shares

At the 2024 Annual General Meeting, shareholders renewed

the Company’s authority to make market purchases of

c.25.9m ordinary shares (representing approximately 10% of

the issued share capital excluding treasury shares). No shares

were purchased under this authority during the year ended

31 December 2024. At the forthcoming Annual General

Meeting, the Board will again seek shareholder approval to

renew the annual authority for the Company to make market

purchases at the same level.

Directors

The names of the persons who were Directors of the

Company as at the date of this report are set out on pages

75 to 78. During the financial year, the following individuals

also acted as Directors of the Company:

– Srinivasan Venkatakrishnan (resigned 31 March 2024)

– Sir Jim McDonald (resigned 25 April 2024)

– Stephen Young (resigned 31 July 2024)

Appointment and replacement of Directors

The provisions about the appointment and re-election of

Directors of the Company are contained in the Articles of

Association. Under the terms of reference of the Nomination

Committee, any appointment must be recommended by the

Nomination Committee for approval by the Board. All

Directors retire and seek election or re-election (as

applicable) at each annual general meeting in line with the

UK Corporate Governance Code.

Powers of Directors

The business of the Company is managed by the Directors,

who may exercise all the powers of the Company, subject to

the provisions of the Company’s Articles of Association, any

special resolution of the Company and any relevant

legislation.

Directors’ indemnities

The Company has granted indemnities to each of its

Directors in respect of all losses arising out of or in

connection with the execution of their powers, duties and

responsibilities as Directors to the extent permitted by the

Companies Act 2006 and the Company’s Articles

of Association. In addition, Directors and Officers of the

Company and its subsidiaries and trustees of its pension

schemes are covered by Directors’ and Officers’ liability

insurance.

Pension scheme indemnities

The Group operates a closed defined benefit pension

scheme in the UK which provides retirement and death

benefits for employees and former employees of the Group:

The Weir Group Pension and Retirement Savings Scheme. The

corporate trustee of the pension scheme is The Weir Group

Pension Trust Limited, a subsidiary of The Weir Group PLC.

Qualifying pension scheme indemnity provisions, as defined

in section 235 of the Companies Act 2006, were in force for

the financial year ended 31 December 2024 and remain in

force for the benefit of each of the Directors of The Weir

Group Pension Trust Limited. These indemnity provisions

cover, to the extent permitted by law, certain losses or

liabilities incurred as a Director or officer of the corporate

trustees of the pension schemes.

Directors' share interests

Details regarding the share interests of the directors (and the

persons closely associated with them) in the share capital of

the Company are set out in the Directors' Remuneration

Report on page 140.

Change of control – significant agreements

The following significant agreements contain provisions

entitling the counterparties to require prior approval, exercise

termination, alteration or similar rights in the event of a

change of control of the Company.

The Group has in place a US$600m multi-currency revolving

credit facility (the ‘Facility’) which is due to mature in April

2029. Under the terms of this Facility, if there is a change of

control of the Company, the Company has 30 days from the

date of the change of control to agree terms for continuing

the Facility. If at the end of the 30 days no agreement is

reached between the Company and the banks, then any

lender may request, by not less than 30 days’ notice to the

Company, that its commitment be cancelled and all

outstanding amounts be repaid to that lender at the expiry of

such notice period.

The Company has issued US$800m Sustainability-Linked Notes. If

a Change of Control Repurchase Event occurs, the Company will

be required to make an offer to each Holder of the Notes to

repurchase all or any part of the Notes of such Holders at a

repurchase price in cash equal to 101% of the aggregate

principal amount of the Notes repurchased, plus any accrued

and unpaid interest on the Notes repurchased to, but

not including, the date of repurchase. A Change of Control

Repurchase Event means the occurrence of both a Change of

Control and a Rating Event.

The Company has also issued £300m Sustainability-Linked

Notes. If a Change of Control Repurchase Event occurs, the

Company will be required to make an offer to each Holder of the

Notes to repurchase all or any part of the Notes of such Holders

at a repurchase price in cash equal to 101% of the aggregate

principal amount of the Notes repurchased, plus any accrued

and unpaid interest on the Notes repurchased to, but not

including, the date of repurchase. A Change of Control

Repurchase Event means the occurrence of both a Change of

Control and a Rating Event.

There are no agreements between the Company and its

Directors or employees providing for compensation for loss

of office or employment (whether through resignation,

purported redundancy or otherwise) that occurs because of

a takeover bid.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 151

Directors’ report

continued

Political donations

The Group did not make any political donations or incur any

political expenditure, or make any contributions to a non-UK

political party, during the year.

Branches

The Company, through various subsidiaries, has established

branches in a number of different countries in which the

Group operates.

Disclaimer and forward-looking statements

This Annual Report has been prepared for, and only for, the

members of the Company, as a body, and no other persons.

The Company, its Directors, employees, agents and advisers,

do not accept or assume responsibility to any other person

to whom this document is shown or into whose hands it may

come, and any such responsibility or liability is expressly

disclaimed. This Annual Report may contain statements that

are not based on current or historical fact and/or that are

forward-looking in nature. Please refer to the cautionary

statement on page 1.

Disclosure of information to auditor

Each of the directors who held office at the date of approval

of this Directors' report confirms that:

– so far as each Director is aware, there is no relevant audit

information (as defined by section 418 of the Companies

Act 2006) of which the Company’s auditors are unaware;

and

– each Director has taken all of the steps that they ought to

have taken as a Director to make themselves aware of any

relevant audit information and to establish that the

Company’s auditors are aware of that information.

Going concern

These financial statements have been prepared on the going

concern basis.

As discussed in the Chief Executive Officer’s review, the Group

executed well against commitments to its stakeholders

delivering significant growth in operating profit, operating

margin and cash generation.

As discussed in the Financial review, as a result of strong cash

generation in 2023, the Group reduced its multi-currency

revolving credit facility (RCF) by US$200m to US$600m in

February 2024. In March 2024, the Group exercised the option

to extend its RCF by one year, which will now mature in April

2029. Following these financing actions, and supported by

another year of strong cash generation, the Group retains

substantial levels of liquidity over the medium term.

The Group has delivered strong financial results in the current

year and enters 2025 with a strong order book. Activity levels

in our mining markets are positive, supported by favourable

commodity prices, and we have a clear strategy to capitalise

on the attractive long-term structural trends in our markets,

including our technology strategy to accelerate sustainable

mining. However, macroeconomic and geopolitical

uncertainty persists. Therefore, recognising these

uncertainties, the Group performed financial modelling of

future cash flows, which cover a period of 12 months from

the approval of the 2024 Annual Report and Financial

Statements.

The financial modelling included reverse stress testing, which

focused on the level of downside risk that would be required

for the Group to breach its current lending facilities (note 20

to the Group Financial Statements) and related financial

covenants (note 31 to the Group Financial Statements). The

review indicated that the Group continues to have sufficient

headroom on both lending facilities and related financial

covenants. The circumstances, which would lead to a breach,

are not considered plausible.

The Directors, having considered all available relevant

information, have a reasonable expectation that the

Group has adequate resources to continue to operate

as a going concern.

The Directors’ report has been approved by the Board of

Directors in accordance with the Companies Act 2006.

On behalf of the Board of Directors

Jennifer Haddouk

Company Secretary

27 February 2025

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 152

Statement of Directors’ responsibilities

The Directors are responsible for preparing the Annual Report

and the Financial Statements in accordance with applicable

law and regulations.

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 both international accounting standards in

conformity with the requirements of the Companies Act 2006

and 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 101

‘Reduced Disclosure Framework’, and applicable law).

Under company law, the Directors must not approve the

financial statements unless they are satisfied that they give a

true and fair view of the state of affairs of the 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 international accounting

standards in conformity with the requirements of the

Companies Act 2006 and the UK-adopted International

Accounting Standards, have been followed for the Group

Financial Statements and United Kingdom Accounting

Standards, comprising FRS 101 have been followed for

the Company Financial Statements, subject to any

material departures disclosed and explained in the

financial statements;

– make judgements and 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 also 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 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 comply with the 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 consider that the Annual Report and Financial

Statements, taken as a whole, are fair, balanced and

understandable and provide the information necessary for

Shareholders to assess the Group’s performance, business

model and strategy.

Each of the Directors, as at the date of this report, confirms to

the best of their knowledge that:

– the Group Financial Statements, which have been prepared

in accordance with international accounting standards in

conformity with the requirements of the Companies Act

2006 and the UK-adopted International Accounting

Standards, give a true and fair view of the assets, liabilities,

financial position and profit of the Group;

– the Company Financial Statements, which have been

prepared in accordance with United Kingdom Accounting

Standards, comprising FRS 101, give a true and fair view of

the assets, liabilities, financial position and profit of the

Company; and

– the Strategic report and the Directors’ report include 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 and

uncertainties 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.

On behalf of the Board of Directors

Jon Stanton

Chief Executive Officer

27 February 2025

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 153

Independent auditors’ report to the members of The Weir Group PLC

Report on the audit of the financial statements

Opinion

In our opinion:

– The Weir Group PLC’s group financial statements and company financial statements (the

“financial statements”) give a true and fair view of the state of the group’s and of the

company’s affairs as at 31 December 2024 and of the group’s profit and the group’s cash

flows for the year then ended;

– The group financial statements have been properly prepared in accordance with UK-

adopted international accounting standards as applied in accordance with the provisions of

the Companies Act 2006;

– The company financial statements have been properly prepared in accordance with United

Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards,

including FRS 101 “Reduced Disclosure Framework”, and applicable law); and

– The financial statements have been prepared in accordance with the requirements of the

Companies Act 2006.

We have audited the financial statements, included within the Annual Report and Financial

Statements 2024 (the “Annual Report”), which comprise: the Consolidated and Company

Balance Sheets as at 31 December 2024; the Consolidated Income Statement, the

Consolidated Statement of Comprehensive Income, the Consolidated Cash Flow Statement,

and the Consolidated and Company Statements of Changes in Equity for the year then

ended; and the notes to the financial statements, comprising material accounting policy

information and other explanatory information.

Our opinion is consistent with our reporting to the Audit Committee.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs

(UK)”) and applicable law. Our responsibilities under ISAs (UK) 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 public interest entities, and we have fulfilled our other ethical

responsibilities in accordance with these requirements.

To the best of our knowledge and belief, we declare that non-audit services prohibited by the

FRC’s Ethical Standard were not provided.

Other than those disclosed in note 5 of Notes to the Group Financial Statements, we have

provided no non-audit services to the company or its controlled undertakings in the period

under audit.

Our audit approach

Context

The Group is organised into two continuing Divisions: Minerals and ESCO. On 1 February 2021,

the Group completed its disposal of the majority of the Oil & Gas Division, and the disposal of

the Group’s shareholding in the remaining joint venture in the Oil & Gas Division was

completed on 30 June 2021. The sale of the Oil & Gas Division has been disclosed as a

discontinued operation in the current and prior year. Each continuing division conducts its

business in a number of locations around the world. Many of the business locations (or

components) are of a similar size, so we scoped our audit to ensure we had appropriate

coverage of the Group. We included components that accounted for the largest share of the

Group’s results or where we considered there to be areas of significant risk.

Overview

Audit scope

– We conducted audit work on fourteen components in eight countries. We conducted full

scope audits on seven of these components, specified scope on three components and

specified procedures on the remaining four components.

– The 14 components where we performed audit work accounted for 70% of total Group

revenue and 63% of adjusted profit before tax from continuing operations.

Key audit matters

– Valuation of pension liabilities (group and parent)

– Accounting for asbestos related claims (group)

– Valuation of deferred tax assets (group)

Materiality

– Overall group materiality: £21,400,000 (2023: £20,300,000) based on 5% of profit before tax

and adjusting items from continuing operations.

– Overall company materiality: £17,956,000 (2023: £18,000,000) based on 1% of net assets.

– Performance materiality: £16,050,000 (2023: £15,251,000) (group) and £13,467,000 (2023:

£13,500,000) (company).

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.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 154

Independent auditors’ report to the members of The Weir Group PLC

continued

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 deferred tax assets (group) is a new key audit matter this year. Otherwise, the key

audit matters below are consistent with last year.

Key audit matter		How our audit addressed the key audit matter
Valuation of pension liabilities (Group and parent) Note 2 to the group financial statements - Accounting policies, Note 1 to the company financial statements - Accounting policies, Note 24 to the group financial statements - Pensions & other post-employment benefit plans, Note 8 to the company financial statements - Retirement benefits, and Governance - Audit committee report. The Group operates a number of defined benefit pension plans, giving rise to a defined benefit obligation of £626.2m as at 31 December 2024 (2023: £712.9m). In respect of the Company, there is a liability of £487.4m as at 31 December 2024 (2023: £563.4m). These balances are significant in the context of the overall Balance Sheet of the Group and of the Company. The valuation of pension liabilities requires judgement and technical expertise in choosing appropriate assumptions such as discount rate, inflation and mortality. Management engaged external actuarial experts to assist them in selecting appropriate assumptions and to calculate the liabilities. Inappropriate selection of assumptions or methodologies for calculating the pension liabilities could result in a material difference in the value of the liabilities. The use of a regulated and qualified third party mitigates the risk to a degree, however it remains a judgemental area with significant values involved.		We reviewed the independent actuary’s report on the assumptions and methodology used to calculate the pension liabilities and compliance of management’s approach with the relevant accounting standard IAS 19 ‘Employee Benefits’ (Revised). We used our actuarial experts to assess whether the assumptions used in calculating the pension liabilities are reasonable by: – Assessing whether mortality assumptions are appropriate in line with the demographics of each significant plan and, where applicable, with UK industry benchmarks; – Verifying that the methodology of the discount and inflation rate assumptions is in line with the accounting framework and the position of the assumptions are within our acceptable ranges; and – Performing independent testing of the roll-forward approach to calculate the liabilities for the significant plans and compared against management’s actuary’s results. Based on our procedures, we concluded management’s key assumptions individually and collectively were acceptable. We assessed the related disclosures included in the Group and Company financial statements and consider them to be appropriate and in compliance with IAS 19.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 155

Independent auditors’ report to the members of The Weir Group PLC

continued

Key audit matter		How our audit addressed the key audit matter
Accounting for asbestos related claims (Group) Note 2 to the group financial statements - Accounting policies, Note 22 to the group financial statements - Provisions, and Governance - Audit Committee report. Total asbestos related provisions as at 31 December 2024 amounted to £71.6m (2023: £78.7m). This consists of a provision of £69.9m (2023: £76.2m) for the Group’s liabilities arising from asbestos-related damages claims in the US and £1.7m (2023: £2.5m) in the UK. Management estimates the US subsidiary's expected liability for US asbestos-related diseases in conjunction with external advisers as part of a planned triennial actuarial review. The most recent assessment was performed by external actuarial consultants in 2023. This review was based on an industry standard epidemiological decay model, and the subsidiary's claims settlement history. The provision in the financial statements is based on the mean actuarial estimate, which is then adjusted each year to reflect expected settlements in the model, discounting and restricting the timescale over which a liability can be reliably measured to ten years plus cash flows over a further six years. The valuation of the liability involves significant estimation. In arriving at the estimate of the liability, management is required to make assumptions that include the number and value of claims and the time period over which the liability can be reliably measured. As a result, there is a high degree of uncertainty in this estimate and management uses an independent actuary to assist with this assessment. The Group has insurance cover in place to partially offset the US provision of £4.1m as at 31 December 2024 (2023: £14.9m) which is recognised within other receivables. After deduction of the insurance asset there is a net provision for the estimated uninsured US liability of £65.8m (2023: £61.3m).		We performed procedures on both the UK and US asbestos liabilities. The US provision is the more significant and has a greater level of estimation uncertainty. We involved our PwC actuarial experts to assess the 2023 valuation and the reasonableness of the methodology used by the independent expert. We evaluated management’s underlying assumptions used in its calculation which included testing of: – The mathematical accuracy of the underlying calculations in management’s model; – The input data to management’s model, such as the average cost per claim and the number of settled claims to source data, which we verified directly with the Group’s external lawyers and to the independent actuarial assessment; and – The reasonableness of forecast numbers and value of claims to be settled to the actuarial assessment for the period of provision. We considered the actual claims experience during 2024 and compared this to the actuarial model to evaluate whether the 2023 model remained an appropriate basis. This included: – Discussions with management, Weir’s General Counsel and Chief Risk Officer; – Discussions with our internal actuarial experts to understand the latest developments in the asbestos landscape; and – An assessment of other factors that impacted the claims experience during 2024. We evaluated the appropriateness of management’s assessment of the timescale over which a liability can be reliably measured, which remains at 10 years plus cash flows for a further 6 years. We also examined the insurance cover held by the Group and recalculated the expected date of insurance exhaustion to be in line with that disclosed by management. In addition, we validated that the insurance cover remains active and currently continues to settle claims as expected. Based on our procedures, we concluded management’s key assumptions individually and collectively were acceptable. Finally, we tested the disclosures in the financial statements and checked for compliance with IAS 37 ‘Provisions, Contingent Liabilities and Contingent Assets’ and IAS 1 ‘Presentation of Financial Statements’ and consider them to be appropriate.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 156

Independent auditors’ report to the members of The Weir Group PLC

continued

Key audit matter		How our audit addressed the key audit matter
Valuation of deferred tax assets (group) Note 2 to the group financial statements - Accounting policies, Note 8 to the group financial statements - Tax expense, Note 23 to the group financial statements - Deferred tax, and Governance - Audit Committee report. The disposal of the Oil & Gas Division has resulted in significant deferred tax assets due to trading year losses and the impact of steps taken to prepare for the disposal. These are available to the group to offset future US taxable income of the continuing operations. This year, with the support of external tax management experts, the group has recognised an additional £65.6m of deferred assets predominantly driven by the recognition of the Seaboard worthless stock deduction. At 31 December 2024, this resulted in the partial recognition of £125.6m (2023: £60m) of deferred tax assets to the extent they are supported by management’s forecast of US taxable profits.		We audited management’s forecasts which support the continued recognition of a portion of the Group’s US deferred tax assets to confirm the quantum of deferred tax derecognised is appropriate by: – Verifying the inputs in management’s US taxable income forecasts are derived from the Group’s five year strategic plan with forecasts for a further five years and appropriate risk weightings applied; – Assessing the assumptions made by management in determining the amount of deferred tax which can be supported; – Engaging a PwC US tax expert to review the conclusions reached by management in relation to the Seaboard worthless stock deduction; and – Performing sensitivity analysis on the assumptions used by management to confirm the amount of deferred tax remaining on the balance sheet was within our calculated range of possible outcomes. Based on our procedures, we concluded the judgements taken by management and the key assumptions used were acceptable.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 157

Independent auditors’ report to the members of The Weir Group PLC

continued

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 and the company, the accounting processes and controls, and the industry in which

they operate.

The Group is organised into two continuing Divisions: Minerals and ESCO. On 1 February 2021,

the Group completed its disposal of the majority of the Oil & Gas Division, and the disposal of

the Group’s shareholding in the remaining joint venture in the Oil & Gas Division was

completed on 30 June 2021. The sale of the Oil & Gas Division has been disclosed as a

discontinued operation in the current and prior year. Each continuing division conducts its

business in a number of locations around the world. Many of the business locations (or

components) are of a similar size, so we scoped our audit to ensure we had appropriate

coverage of the Group. We included components that accounted for the largest share of the

Group’s results or where we considered there to be areas of significant risk.

The Group’s components vary significantly in size and we identified seven components that, in

our view, required an audit of their complete financial information due to their relative size or

risk characteristics. Of these full scope component audits, two were based in the UK and were

performed by members of the Group engagement team. These covered central functions and

Head Office managed balances, including the asbestos provision, treasury, uncertain tax

provisions, post-retirement benefits, goodwill, intangibles and the consolidation.

The remaining five full scope component audits were performed by other PwC network firms.

Other PwC network firms also performed specific scope audits over a further three

components, which covered all line items on the income statement and specified line items

on the balance sheet. Specified procedures audits were performed on the remaining four

components and this work was completed by a combination of the Group audit team and

other PwC network firms.

The scope of work at each component was determined by its contribution to the Group’s

overall financial performance or balance sheet and its risk profile. Where component audits

were performed by teams from other PwC network firms, members of the Group engagement

team were involved in their work throughout the audit. We maintained regular communication

and conducted formal planning, interim and year end video calls with all full and specified

scope component teams. The discussions during the audit also included divisional

management. Members of the group audit team visited three of our overseas locations during

the year.

The impact of climate risk on our audit

Our Group and component audits considered the impact of climate change. As part of our

audit, we made enquiries with management to understand the process adopted to assess the

extent of the potential impact of climate risk on the Group's financial statements and to

support the disclosures made in the Sustainability review in the Strategic report. We also read

the Group's governance process in response to climate risk and read additional reporting

made by the Group including its Carbon Disclosure Project ("CDP") public submission. Our

testing involved:

– Making enquiries with local and Group management and the Group sustainability team to

obtain their risk assessment and understand the governance processes in place to address

climate risk impacts;

– Reviewing the Group’s CDP submission made during 2024; and

– Obtaining an understanding of the carbon reduction commitments made by the Group and

the impact of these on the financial statements;

In 2023, the Group's scope 1, 2 and 3 emissions reduction targets were approved by the

Science Based Targets Initiative (SBTi). The targets include absolute reductions in scope 1 and

2 emissions of 30% and scope 3 emissions of 15% by 2030, versus a 2019 baseline.

Management does not consider the annual capital expenditure and operating costs required

to deliver the plan across the target period to be material to the financial plans of the Group.

Using our knowledge of the business, we focused our work on how the impact of climate

commitments made by the Group would impact the assumptions within the discounted cash

flows prepared by management that are used in the Group's goodwill and indefinite life asset

impairment tests. We also evaluated whether the impact of both physical and transitional risks

had been appropriately included in management's going concern and viability assessments.

We challenged the completeness of management's climate impact assessment by reading

the external reporting made by management, including the CDP submission in 2024, as well as

internal climate plans and board minutes. We also considered the completeness of the impact

on financial statement line items by comparing management’s assessment of the impact of

climate risk, including the potential impact on the underlying assumptions and estimates as

outlined in the basis of preparation in note 1 of the Notes to the Group Financial Statements.

Finally, we assessed the consistency of the information in the front half of the Annual Report

regarding Task Force on Climate-Related Financial Disclosures (TCFD) and the 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.

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Independent auditors’ report to the members of The Weir Group PLC

continued

Based on our professional judgement, we determined materiality for the financial statements

as a whole as follows:

	Financial statements - Group	Financial statements - Company
Overall materiality	£21,400,000 (2023: £20,300,000).	£17,956,000 (2023: £18,000,000).
How we determined it	5% of profit before tax and adjusting items from continuing operations.	1% of net assets.
Rationale for benchmark applied	It is clear from the Annual Report that this profit measure is used by shareholders in evaluating the underlying business performance. We applied a lower materiality to the audit of exceptional items.	The nature of the Company’s activities supports a net asset basis for the calculation of materiality.

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 £2,000,000 and £16,000,000. 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% (2023: 75%) of

overall materiality, amounting to £16,050,000 (2023: £15,251,000) for the group financial

statements and £13,467,000 (2023: £13,500,000) for the company 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 the Audit Committee that we would report to them misstatements identified

during our audit above £1,070,000 (group audit) (2023: £1,000,000) and £897,000 (company

audit) (2023: £900,000) as well as misstatements below those amounts that, in our view,

warranted reporting for qualitative reasons.

Conclusions relating to going concern

Our evaluation of the directors’ assessment of the group's and the company’s ability to

continue to adopt the going concern basis of accounting included:

– Review and evaluation of management’s cash flow forecasts and the process by which they

were determined and approved, agreeing the forecasts with the latest Board approved

budgets and confirming the mathematical accuracy of underlying calculations;

– Assessment of management’s forecast assumptions for base case and severe but plausible

downside scenarios on the Group’s ability to continue as a going concern; and

– Consideration of the Group’s liquidity and availability of financing to support the going

concern basis of accounting.

Based on the work we have performed, we have not identified any material uncertainties

relating to events or conditions that, individually or collectively, may cast significant doubt on

the group's and the company’s ability to continue as a going concern for a period of at least

twelve months from when the financial statements are authorised for issue.

In 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 and the company's ability to continue as a going concern.

In relation to the directors’ reporting on how they have applied the UK Corporate Governance

Code, we have nothing material to add or draw attention to in relation to the directors’

statement in the financial statements about whether the directors considered it appropriate to

adopt the going concern basis of accounting.

Our responsibilities and the responsibilities of the directors with respect to going concern are

described in the relevant sections of this report.

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 Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 159

Independent auditors’ report to the members of The Weir Group PLC

continued

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 2024 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 company and their

environment obtained in the course of the audit, we did not identify any material

misstatements in the Strategic report and Directors' report.

Directors’ Remuneration

In our opinion, the part of the Directors' remuneration report to be audited has been properly

prepared in accordance with the Companies Act 2006.

Corporate governance statement

The Listing Rules require us to review the directors’ statements in relation to going concern,

longer-term viability and that part of the corporate governance statement relating to the

company’s compliance with the provisions of the UK Corporate Governance Code specified

for our review. Our additional responsibilities with respect to the corporate governance

statement as other information are described in the Reporting on other information section of

this report.

Based on the work undertaken as part of our audit, we have concluded that each of the

following elements of the corporate governance statement is materially consistent with the

financial statements and our knowledge obtained during the audit, and we have nothing

material to add or draw attention to in relation to:

– The directors’ confirmation that they have carried out a robust assessment of the emerging

and principal risks;

– The disclosures in the Annual Report that describe those principal risks, what procedures are

in place to identify emerging risks and an explanation of how these are being managed or

mitigated;

– The directors’ statement in the financial statements about whether they considered it

appropriate to adopt the going concern basis of accounting in preparing them, and their

identification of any material uncertainties to the group’s and company’s ability to continue

to do so over a period of at least twelve months from the date of approval of the financial

statements;

– The directors’ explanation as to their assessment of the group's and company’s prospects,

the period this assessment covers and why the period is appropriate; and

– The directors’ statement as to whether they have a reasonable expectation that the

company will be able to continue in operation and meet its liabilities as they fall due over

the period of its assessment, including any related disclosures drawing attention to any

necessary qualifications or assumptions.

Our review of the directors’ statement regarding the longer-term viability of the group and

company was substantially less in scope than an audit and only consisted of making inquiries

and considering the directors’ process supporting their statement; checking that the

statement is in alignment with the relevant provisions of the UK Corporate Governance Code;

and considering whether the statement is consistent with the financial statements and our

knowledge and understanding of the group and company and their environment obtained in

the course of the audit.

In addition, based on the work undertaken as part of our audit, we have concluded that each

of the following elements of the corporate governance statement is materially consistent with

the financial statements and our knowledge obtained during the audit:

– The directors’ statement that they consider the Annual Report, taken as a whole, is fair,

balanced and understandable, and provides the information necessary for the members to

assess the group’s and company's position, performance, business model and strategy;

– The section of the Annual Report that describes the review of effectiveness of risk

management and internal control systems; and

– The section of the Annual Report describing the work of the Audit Committee.

We have nothing to report in respect of our responsibility to report when the directors’

statement relating to the company’s compliance with the Code does not properly disclose a

departure from a relevant provision of the Code specified under the Listing Rules for review by

the auditors.

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, 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

and the company’s ability to continue as a going concern, disclosing, as applicable, matters

related to going concern and using the going concern basis of accounting unless the

directors either intend to liquidate the group or the company or to cease operations, or have

no realistic alternative but to do so.

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) will always detect

a material misstatement when it exists. Misstatements can arise from fraud or error and are

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 160

Independent auditors’ report to the members of The Weir Group PLC

continued

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 the Listing Rules, the Companies Act

2006 and UK and overseas tax legislation, and we considered the extent to which non-

compliance might have a material effect on the financial statements. 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 manual journal entries to manipulate financial performance and

management bias through judgements and assumptions in significant accounting estimates.

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:

– Discussions with management, internal audit and Group General Counsel, including

consideration of known or suspected instances of non compliance with laws and regulations

and fraud or matters reported on the Group’s Ethics Hotline;

– Evaluation of management’s controls designed to prevent and detect irregularities;

– Review of Board Minutes;

– Challenging assumptions and judgements made by management in its significant

accounting estimates, in particular in relation to the classification of costs as exceptional;

and

– Identifying and testing journal entries, in particular any journal entries posted by unexpected

users and unusual account combinations.

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 is located

on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of

our auditors’ report.

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

– Adequate accounting records have not been kept by the Company, or returns adequate for

our audit have not been received from branches not visited by us; or

– Certain disclosures of directors’ remuneration specified by law are not made; or

– The Company financial statements and the part of the Directors' remuneration report to be

audited are not in agreement with the accounting records and returns.

We have no exceptions to report arising from this responsibility.

Appointment

Following the recommendation of the Audit Committee, we were appointed by the members

on 28 April 2016 to audit the financial statements for the year ended 31 December 2016 and

subsequent financial periods. The period of total uninterrupted engagement is nine years,

covering the years ended 31 December 2016 to 31 December 2024.

Other matter

The company is required by the Financial Conduct Authority Disclosure Guidance and

Transparency Rules to include these financial statements in an annual financial report

prepared under the structured digital format required by DTR 4.1.15R - 4.1.18R and filed on the

National Storage Mechanism of the Financial Conduct Authority. This auditors’ report provides

no assurance over whether the structured digital format annual financial report has been

prepared in accordance with those requirements.

Kenneth Wilson (Senior Statutory Auditor)

for and on behalf of PricewaterhouseCoopers LLP

Chartered Accountants & Statutory Auditors

Glasgow

27 February 2025

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 161

Consolidated Income Statement

for the year ended 31 December 2024

		Year ended 31 December 2024			Year ended 31 December 2023
		Adjusted results	Adjusting items (note 6 )	Statutory results	Adjusted results	Adjusting items (note 6 )	Statutory results
	Note	£m	£m	£m	£m	£m	£m
Continuing operations
Revenue	4	2,505.6	–	2,505.6	2,636.0	–	2,636.0
Continuing operations
Operating profit before share of results of joint ventures		470.2	(81.1)	389.1	456.3	(90.4)	365.9
Share of results of joint ventures	16	1.9	–	1.9	2.5	–	2.5
Operating profit		472.1	(81.1)	391.0	458.8	(90.4)	368.4
Finance costs	7	(65.9)	–	(65.9)	(66.4)	–	(66.4)
Finance income	7	22.0	–	22.0	18.7	–	18.7
Profit before tax from continuing operations		428.2	(81.1)	347.1	411.1	(90.4)	320.7
Tax (expense) credit	8	(118.6)	86.9	(31.7)	(110.9)	20.1	(90.8)
Profit for the year from continuing operations		309.6	5.8	315.4	300.2	(70.3)	229.9
Loss for the year from discontinued operations	9	–	(2.9)	(2.9)	–	(1.3)	(1.3)
Profit (loss) for the year		309.6	2.9	312.5	300.2	(71.6)	228.6
Attributable to:
Equity holders of the Company		309.3	2.9	312.2	299.5	(71.6)	227.9
Non-controlling interests		0.3	–	0.3	0.7	–	0.7
		309.6	2.9	312.5	300.2	(71.6)	228.6
Earnings per share	10
Basic – total operations				121.1p			88.2p
Basic – continuing operations		120.0p		122.2p	115.9p		88.7p
Diluted – total operations				120.3p			87.7p
Diluted – continuing operations		119.2p		121.4p	115.3p		88.2p

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 162

Consolidated Statement of Comprehensive Income

for the year ended 31 December 2024

		Year ended	Year ended
		31 December 2024	31 December 2023
	Note	£m	£m
Profit for the year		312.5	228.6
Other comprehensive income (expense)
Gains (losses) taken to equity on cash flow hedges		0.8	(0.4)
Gain (cost) of hedging taken to equity on fair value hedges		0.5	(0.8)
Exchange losses on translation of foreign operations		(48.7)	(159.1)
Exchange (losses) gains on net investment hedges		(12.2)	27.6
Reclassification adjustments on cash flow hedges		(0.1)	0.5
Reclassification adjustments on fair value hedges		0.3	0.1
Tax (charge) credit relating to above items	8	(0.4)	0.1
Items that are or may be reclassified to profit or loss in subsequent periods		(59.8)	(132.0)
Other comprehensive income (expense) not to be reclassified to profit or loss in subsequent periods
Remeasurements on defined benefit plans	24	4.9	(28.2)
Tax (charge) credit relating to above item	8	(1.1)	7.1
Items that will not be reclassified to profit or loss in subsequent periods		3.8	(21.1)
Net other comprehensive expense		(56.0)	(153.1)
Total net comprehensive income for the year		256.5	75.5
Attributable to:
Equity holders of the Company		256.4	76.1
Non-controlling interests		0.1	(0.6)
		256.5	75.5
Total net comprehensive income (expense) for the year attributable to equity holders of the Company
Continuing operations		259.3	77.4
Discontinued operations	9	(2.9)	(1.3)
		256.4	76.1

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 163

Consolidated Balance Sheet

at 31 December 2024

		31 December 2024	31 December 2023
	Note	£m	£m
ASSETS
Non-current assets
Property, plant & equipment	12	498.5	490.5
Intangible assets	13	1,270.3	1,316.0
Investments in joint ventures	16	12.8	12.2
Deferred tax assets	23	192.7	111.3
Other receivables	18	44.3	53.8
Retirement benefit plan assets	24	32.6	30.1
Total non-current assets		2,051.2	2,013.9
Current assets
Inventories	17	580.1	608.1
Trade & other receivables	18	546.7	526.2
Derivative financial instruments	30	10.7	7.9
Income tax receivable		39.9	29.4
Cash & short-term deposits	19	556.4	707.2
Total current assets		1,733.8	1,878.8
Total assets		3,785.0	3,892.7
LIABILITIES
Current liabilities
Interest-bearing loans & borrowings	20	55.2	286.2
Trade & other payables	21	618.7	581.3
Derivative financial instruments	30	10.1	6.4
Income tax payable		14.5	1.9
Provisions	22	48.3	47.6
Total current liabilities		746.8	923.4
Non-current liabilities
Interest-bearing loans & borrowings	20	1,035.8	1,111.1
Other payables	21	–	0.6
Derivative financial instruments	30	–	2.3
Provisions	22	77.7	80.7
Deferred tax liabilities	23	47.8	46.9
Retirement benefit plan deficits	24	23.3	28.0
Total non-current liabilities		1,184.6	1,269.6
Total liabilities		1,931.4	2,193.0
NET ASSETS		1,853.6	1,699.7

		31 December 2024	31 December 2023
	Note	£m	£m
CAPITAL & RESERVES
Share capital	25	32.5	32.5
Share premium		582.3	582.3
Merger reserve		332.6	332.6
Treasury shares		(37.3)	(29.0)
Capital redemption reserve		0.5	0.5
Foreign currency translation reserve		(299.4)	(238.7)
Hedge accounting reserve		2.5	1.4
Retained earnings		1,230.7	1,008.2
Equity attributable to owners of the Company		1,844.4	1,689.8
Non-controlling interests		9.2	9.9
TOTAL EQUITY		1,853.6	1,699.7

The financial statements were approved by the Board of Directors and authorised for issue on

27 February 2025 . The financial statements also comprise the notes on pages 167 to 226.

Jon Stanton Director	Brian Puffer Director

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 164

Consolidated Cash Flow Statement

for the year ended 31 December 2024

		Year ended	Year ended
		31 December 2024	31 December 2023
	Note	£m	£m
Total operations
Cash flows from operating activities	26
Adjusted operating cash flow		591.1	525.5
Additional pension contributions paid		–	(9.3)
Exceptional and other adjusting cash items		(30.7)	(18.0)
Income tax paid		(110.5)	(103.9)
Net cash generated from operating activities		449.9	394.3
Cash flows from investing activities
Acquisitions of subsidiaries, net of cash acquired	26	(1.0)	(6.9)
Purchases of property, plant & equipment		(67.4)	(79.1)
Purchases of intangible assets		(5.1)	(7.6)
Other proceeds from sale of property, plant & equipment and intangible assets		3.2	4.2
Disposals of discontinued operations, net of cash disposed and disposal costs	9,26	(1.8)	(0.4)
Interest received		19.3	15.1
Dividends received from joint ventures	16	–	4.1
Net cash used in investing activities		(52.8)	(70.6)

		Year ended	Year ended
		31 December 2024	31 December 2023
	Note	£m	£m
Cash flows from financing activities
Proceeds from borrowings		55.6	512.6
Repayments of borrowings		(155.3)	(627.6)
Lease payments		(24.8)	(31.0)
Settlement of external debt of subsidiary on acquisition		–	(0.2)
Settlement of derivative financial instruments		(1.7)	(0.5)
Interest paid		(61.9)	(55.0)
Dividends paid to equity holders of the Company	11	(99.8)	(95.9)
Dividends paid to non-controlling interests		(0.8)	(0.9)
Purchase of shares for employee share plans		(13.2)	(24.0)
Net cash used in financing activities		(301.9)	(322.5)
Net increase in cash & cash equivalents		95.2	1.2
Cash & cash equivalents at the beginning of the year		447.4	477.5
Foreign currency translation differences		(15.7)	(31.3)
Cash & cash equivalents at the end of the year	19	526.9	447.4

The cash flows from discontinued operations included above are disclosed separately in

no te 9 .

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 165

Consolidated Statement of Changes in Equity

for the year ended 31 December 2024

	Share capital	Share premium	Merger reserve	Treasury shares	Capital redemption reserve	Foreign currency translation reserve	Hedge accounting reserve	Retained earnings	Attributable to equity holders of the Company	Non- controlling interests	Total equity
	£m	£m	£m	£m	£m	£m	£m	£m	£m	£m	£m
At 1 January 2023	32.5	582.3	332.6	(14.3)	0.5	(108.5)	1.9	899.5	1,726.5	11.4	1,737.9
Profit for the year	–	–	–	–	–	–	–	227.9	227.9	0.7	228.6
Losses taken to equity on cash flow hedges	–	–	–	–	–	–	(0.4)	–	(0.4)	–	(0.4)
Cost of hedging taken to equity on fair value hedges	–	–	–	–	–	–	(0.8)	–	(0.8)	–	(0.8)
Exchange losses on translation of foreign operations	–	–	–	–	–	(157.8)	–	–	(157.8)	(1.3)	(159.1)
Exchange gains on net investment hedges	–	–	–	–	–	27.6	–	–	27.6	–	27.6
Reclassification adjustments on cash flow hedges	–	–	–	–	–	–	0.5	–	0.5	–	0.5
Reclassification adjustments on fair value hedges	–	–	–	–	–	–	0.1	–	0.1	–	0.1
Remeasurements on defined benefit plans	–	–	–	–	–	–	–	(28.2)	(28.2)	–	(28.2)
Tax credit relating to above items	–	–	–	–	–	–	0.1	7.1	7.2	–	7.2
Total net comprehensive (expense) income for the year	–	–	–	–	–	(130.2)	(0.5)	206.8	76.1	(0.6)	75.5
Cost of share-based payments inclusive of tax credit	–	–	–	–	–	–	–	7.1	7.1	–	7.1
Dividends	–	–	–	–	–	–	–	(95.9)	(95.9)	–	(95.9)
Purchase of shares for employee share plans	–	–	–	(24.0)	–	–	–	–	(24.0)	–	(24.0)
Dividends paid to non-controlling interests	–	–	–	–	–	–	–	–	–	(0.9)	(0.9)
Exercise of share-based payments	–	–	–	9.3	–	–	–	(9.3)	–	–	–
At 31 December 2023	32.5	582.3	332.6	(29.0)	0.5	(238.7)	1.4	1,008.2	1,689.8	9.9	1,699.7

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 166

Consolidated Statement of Changes in Equity

for the year ended 31 December 2024 continued

	Share capital	Share premium	Merger reserve	Treasury shares	Capital redemption reserve	Foreign currency translation reserve	Hedge accounting reserve	Retained earnings	Attributable to equity holders of the Company	Non- controlling interests	Total equity
	£m	£m	£m	£m	£m	£m	£m	£m	£m	£m	£m
At 1 January 2024	32.5	582.3	332.6	(29.0)	0.5	(238.7)	1.4	1,008.2	1,689.8	9.9	1,699.7
Profit for the year	–	–	–	–	–	–	–	312.2	312.2	0.3	312.5
Gains taken to equity on cash flow hedges	–	–	–	–	–	–	0.8	–	0.8	–	0.8
Gain of hedging taken to equity on fair value hedges	–	–	–	–	–	–	0.5	–	0.5	–	0.5
Exchange losses on translation of foreign operations	–	–	–	–	–	(48.5)	–	–	(48.5)	(0.2)	(48.7)
Exchange losses on net investment hedges	–	–	–	–	–	(12.2)	–	–	(12.2)	–	(12.2)
Reclassification adjustments on cash flow hedges	–	–	–	–	–	–	(0.1)	–	(0.1)	–	(0.1)
Reclassification adjustments on fair value hedges	–	–	–	–	–	–	0.3	–	0.3	–	0.3
Remeasurements on defined benefit plans	–	–	–	–	–	–	–	4.9	4.9	–	4.9
Tax charge relating to above items	–	–	–	–	–	–	(0.4)	(1.1)	(1.5)	–	(1.5)
Total net comprehensive (expense) income for the year	–	–	–	–	–	(60.7)	1.1	316.0	256.4	0.1	256.5
Cost of share-based payments inclusive of tax credit	–	–	–	–	–	–	–	11.2	11.2	–	11.2
Dividends	–	–	–	–	–	–	–	(99.8)	(99.8)	–	(99.8)
Purchase of shares for employee share plans	–	–	–	(13.2)	–	–	–	–	(13.2)	–	(13.2)
Dividends paid to non-controlling interests	–	–	–	–	–	–	–	–	–	(0.8)	(0.8)
Exercise of share-based payments	–	–	–	4.9	–	–	–	(4.9)	–	–	–
At 31 December 2024	32.5	582.3	332.6	(37.3)	0.5	(299.4)	2.5	1,230.7	1,844.4	9.2	1,853.6

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 167

Notes to the Group Financial Statements

1. Authorisation of financial statements and statement of compliance

The Consolidated Financial Statements of The Weir Group PLC (the ‘Company’) and its

subsidiaries (together, the ‘Group’) for the year ended 31 December 2024 (‘2024’) were

approved and authorised for issue in accordance with a resolution of the Directors on

27 February 2025 . The comparative information is presented for the year ended 31 December

2023 (‘2023’).

The Consolidated Financial Statements of The Weir Group PLC have been prepared in

accordance with UK-adopted International Accounting Standards and with the requirements

of the Companies Act 2006 as applicable to those companies reporting under those

standards.

The Weir Group PLC is a public limited company , limited by shares, incorporated in Scotland,

United Kingdom and is listed on the London Stock Exchange. The principal activities of the

Group are described in note 4.

2. Accounting policies

Material accounting policies

The Group’s material accounting policies are set out on pages 169 to 176. These accounting

policies have been applied consistently to all periods presented in these Consolidated

Financial Statements.

Basis of preparation

These financial statements are presented in Sterling. All values are rounded to the nearest 0.1

million pounds (£m) except where otherwise indicated.

The financial statements are also prepared on a historic cost basis except where measured at

fair value as outlined in the accounting policies.

Going concern

The Directors have a reasonable expectation that the Group has adequate resources to

continue to operate for a period of at least 12 months from the date of approval of the

financial statements. For this reason, they continue to adopt the going concern basis of

preparing the financial statements. In forming this view the Directors have reviewed the

Group's budget and sensitivity analysis as discussed further in the Directors' report on pages

148 to 151.

Basis of consolidation

The Consolidated Financial Statements include the results, cash flows and assets and liabilities

of The Weir Group PLC and its subsidiaries, and the Group’s share of results of its joint venture.

For consolidation purposes, subsidiaries and joint ventures prepare financial information for

the same reporting period as the Company using consistent accounting policies.

A subsidiary is an entity controlled, either directly or indirectly, by the Company, where control

is achieved when the Group is exposed, or has rights, to variable returns from its involvement

with the investee and has the ability to affect those returns through its power over the

investee. The results of a subsidiary acquired during the period are included in the Group’s

results from the effective date on which control is transferred to the Group. The results of a

subsidiary sold during the period are included in the Group’s results up to the effective date

on which control is transferred out of the Group. All intra-group transactions, balances, income

and expenses are eliminated on consolidation.

Non-controlling interests represent the portion of profit or loss and net assets in subsidiaries

that are not held by the Group and are presented within equity in the Consolidated Balance

Sheet, separately from the equity attributable to owners of the Company.

A full list of the Company’s related undertakings can be found on pages 239 to 245.

New accounting standards, amendments and interpretations

The accounting policies that follow are consistent with those of the previous period, with the

exception of the following standards, amendments and interpretations which are effective for

the year ended 31 December 2024:

– Classification of Liabilities as Current or Non-current liabilities with covenants - Amendments

to IAS 1;

– Lease Liability in Sale and Leaseback - Amendments to IFRS 16; and

– Supplier Finance Arrangements - Amendments to IAS 7 and IFRS 7.

The amendments listed above are not considered to have a material impact on the

Consolidated Financial Statements of the Group.

The following new accounting standards and interpretations have been published but are not

mandatory for 31 December 2024:

– IFRS18 Presentation and disclosure in the financial statements;

– Amendments to IAS 21 - Lack of exchangeability; and

– Amendments to IFRS 9 and IFRS 7 - Amendments to the classification and measurement of

financial instruments.

These amendments have not been early adopted by the Group. The impact assessment is

ongoing, however it is expected that IFRS 18 will have a significant impact on the presentation

of the financial statements. The new accounting standard does not impact the recognition

and measurement of the financial statements, however, it will significantly alter the income

statement and related disclosures. The Group is currently considering the requirements of the

new standard and the implications for the financial statements. The initial view is that the

following areas may be impacted.

– The line items presented in the income statement may change as a result of revised

aggregation and disaggregation of information. This will also impact the disclosures in

related notes.

– The presentation of the income statement, including the allocation of results from our joint

venture.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 168

Notes to the Group Financial Statements

continued

– There will also be significant new disclosures for Management Performance Measures (MPM)

and a breakdown of the nature of expenses for line items presented in the income

statement. This disclosure will be dependent on the method of disclosure in the income

statement.

– For the first annual period of application of IFRS 18 a reconciliation will be provided between

the amounts previously presented under IAS 1 and the revised presentation under IFRS 18.

– Goodwill will be disaggregated from intangible assets on the face of the Balance Sheet.

From initial review, the amendments to IAS 21, IFRS 9 and IFRS 7 are not expected to have a

material impact on the Group in the current or future reporting periods.

Climate change

Climate change is considered to be a key element of our overall sustainability strategy. As well

as considering the impact of climate change across our business model, the Directors have

considered the impact on the financial statements in accordance with the Task Force on

Climate-related Financial Disclosures (TCFD) recommendations. Climate change is not

considered to have a material impact on the financial reporting judgements and estimates

arising from our considerations. Overall, sustainability is recognised in the market as a growth

driver for Weir and a key part of our investment case. This is consistent with our assessment

that climate change is not expected to have a detrimental impact on the viability of the Group

in the medium-term. Specifically we note the following:

– The impact of climate change has been included in the modelling to assess the viability and

going concern status of the Group, both in terms of the preparation of our Strategic Plan,

which underpins our viability statement modelling, and the modelling of our severe, but

plausible downside scenarios;

– Our assessment of the carrying value of goodwill and intangible assets included

consideration of scenario analysis of potential climate change on our end-markets and this

did not introduce a set of circumstances that were considered could reasonably lead to an

impairment;

– The impact on the carrying value and useful lives of tangible assets has been considered

and while we continue to invest in projects to reduce our carbon impact, the impact is not

considered to be material on our existing asset base;

– In May 2021, the Group successfully completed the issuance of five-year US$800m

Sustainability-Linked Notes. The cost of meeting our linked targets in 2024 has been

considered within the above modelling and the impact is not material; and

– In June 2023, the Group successfully completed the issuance of five-year £300m

Sustainability-Linked Notes. The cost of meeting our linked targets in 2026 has been

considered within the above modelling and the impact is not material.

Further detail on our science-based targets and performance against them is included in the

Emissions Strategy in the Strategic report.

Prior year restatement

Following the acquisition of Sentiantechnologies AB (SentianAI) during the year ended 31

December 2023, the Group has completed the review of the opening balance sheet position

acquired. As part of this process, the Group has identified that a £0.1m reduction is required to

purchased software within intangible assets on the opening balance sheet which was

reported in the 2023 Annual Report with a corresponding increase of £0.1m to goodwill.

In the 'Investments in joint ventures' note 16 in the 2023 Annual Report, tables were presented

that disclosed the Group's share of its joint venture's revenue, results and balance sheet. The

presentation of these tables has changed so that the total value of the joint venture's revenue,

results and balance sheet are disclosed.

Use of estimates and judgements

The Group’s material accounting policy information is set out below. The preparation of the

Consolidated Financial Statements, in conformity with IFRS, requires management to make

judgements that affect the application of accounting policies and estimates that impact the

reported amounts of assets, liabilities, income and expense.

Management bases these judgements on a combination of past experience, professional

expert advice and other evidence that is relevant to each individual circumstance. Actual

results may differ from these judgements and the resulting estimates, which are reviewed on

an ongoing basis. Revisions to accounting estimates are recognised in the year in which the

estimate is revised.

Areas requiring significant judgement in the current year and on a recurring basis are

presented to the Audit Committee, as summarised on pages 106 to 112.

Critical judgements and estimates

The areas where management considers critical judgements and estimates to be required,

which are areas more likely to be materially adjusted within the next 12 months due to

inherent uncertainty regarding estimates and assumptions, are those in respect of the

following:

Retirement benefits (estimate)

The assumptions underlying the valuation of retirement benefit assets and liabilities include

discount rates, inflation rates and mortality assumptions, which are based on actuarial advice.

Changes in these assumptions could have a material impact on the measurement of the

Group’s retirement benefit obligations. Sensitivities to changes in key assumptions are

provided in note 24.

Provisions (judgement/estimate)

Management judgement is used to determine when a provision is recognised, taking into

account the commercial drivers that gave rise to it, the Group’s previous experience of similar

obligations and the progress of any associated legal proceedings. The calculation of

provisions typically involves management estimates of associated cash flows and discount

rates. The key provision, which currently requires a greater degree of management judgement

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 169

Notes to the Group Financial Statements

continued

and estimate is the US asbestos provision and associated insurance asset, details of which are

included in note 22.

Deferred taxation (judgement/estimate)

The level of current and deferred tax recognised in the financial statements is dependent on

subjective judgements as to the interpretation of complex international tax regulations and, in

some cases, the outcome of decisions by tax authorities in various jurisdictions around the

world, together with the ability of the Group to utilise tax attributes within the time limits

imposed by the relevant tax legislation. The value of the recognised US deferred tax asset in

relation to US tax attributes is based on expected future US taxable profits with reference to the

Group's ten-year forecast period and assumptions over the intended use of these tax

attributes during this period. The application of this model and its underlying assumptions

may result in future changes to the deferred tax asset recognised. Please refer to note 23 for

further detail.

Other estimates

Taxation (estimate)

The Group faces a variety of tax risks, which result from operating in a complex global

environment, including the ongoing reform of both international and domestic tax rules in

some of the Group’s larger markets and the challenge to fulfil ongoing tax compliance filing

and transfer pricing obligations given the scale and diversity of the Group’s global operations.

The Group makes provision for open tax issues where it is probable that an exposure will arise

including, in a number of jurisdictions transfer pricing positions which are by nature complex

and can take a number of years to resolve. In all cases, provisions are based on management’s

interpretation of tax law in each country, as supported where appropriate by discussion and

analysis undertaken by the Group’s external advisers, and reflect the single best estimate of

the likely outcome or the expected value for each liability. Provisions for uncertain tax positions

are included in current tax liabilities and total £5.1m at 31 December 2024 (2023: £5.4m).

The Group believes it has made adequate provision for such matters, although it is possible

that amounts ultimately paid will be different from the amounts provided, but not materially

within the next 12 months.

Accounting policies

Adjusting items

In order to provide the users of the Consolidated Financial Statements with a more relevant

presentation of the Group’s performance, statutory results for each year have been analysed

between:

– adjusted results; and

– the effect of adjusting items.

The principal adjusting items are summarised below. These specific items are presented on

the face of the Consolidated Income Statement, along with the related adjusting items'

taxation, to provide greater clarity and a better understanding of the impact of these items on

the Group’s financial performance. In doing so, it also facilitates greater comparison of the

Group’s underlying results with prior years and assessment of trends in financial performance.

This split is consistent with how business performance is measured internally. Adjusted results

and adjusting items are discussed in more detail in note 3.

Intangibles amortisation

Intangibles amortisation is expensed in line with the other intangible assets policy, with

separate disclosure provided to allow visibility of the impact of intangible assets recognised

via acquisition, which primarily relate to items that would not normally be capitalised unless

identified as part of an acquisition opening balance sheet. The ongoing costs associated with

these assets are expensed.

Exceptional items

Exceptional items are items of income and expense which, because of the nature, size and/or

infrequency of the events giving rise to them, merit separate presentation. Exceptional items

may include, but are not restricted to: profits or losses arising on disposal or closure of

businesses; the cost of significant business restructuring; significant impairments of intangible

or tangible assets; adjustments to the fair value of acquisition-related items such as

contingent consideration and inventory; and acquisitions and other items deemed exceptional

due to their significance, size or nature.

Other adjusting items

Other adjusting items are those that do not relate to the Group’s current ongoing trading and,

due to their nature, are treated as adjusting items. For example, these may include, but are not

restricted to, movements in the provision for asbestos-related claims or the associated

insurance assets, which relate to the Flow Control Division that was sold in 2019, but the

provision remains with the Group and is in run-off, or past service costs related to pension

liabilities.

Further analysis of the items included in the column ‘Adjusting items’ in the Consolidated

Income Statement is provided in notes 5 and 6 to the financial statements.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 170

Notes to the Group Financial Statements

continued

Discontinued operations

In compliance with IFRS 5 ‘Non-current assets held for sale and discontinued operations’,

when it is known that a significant component of the Group will be held for sale or disposed

of the results are disclosed within one line in the Consolidated Income Statement, with the

comparative periods also restated. In the Consolidated Balance Sheet, the assets and

liabilities of the component, in the current period only, are reported as current assets/liabilities

held for sale.

As a discontinued operation, the component is measured at the lower of its carrying amount

and fair value less costs to sell. At the time of disposal, the foreign currency translation reserve

will be recycled to the Consolidated Income Statement and included in the gain or loss

on disposal.

Business combinations

The Group applies the acquisition method in accounting for business combinations. The

consideration transferred by the Group to obtain control of a subsidiary is the sum of the fair

values of assets transferred, liabilities incurred and the equity interests issued by the Group,

which includes the fair value of any asset or liability arising from a contingent consideration

arrangement. Any goodwill arising from the business combination is accounted for in line

with the goodwill policy below.

Acquisition costs are expensed as incurred.

On the acquisition of a business, management assesses: (i) the Purchase Price Allocation (PPA)

in order to attribute fair values to separately identifiable intangible assets providing they meet

the recognition criteria; and (ii) the fair values of other assets and liabilities. The fair values of

these intangible assets are dependent on estimates of attributable future revenues, margins

and cash flows, as well as appropriate discount rates. In addition, the allocation of useful lives

to acquired intangible assets requires the application of judgement based on available

information and management expectations at the time of recognition. The valuation of other

tangible assets and liabilities involves aligning accounting policies with those of the Group,

reflecting appropriate external market valuations for property, plant and equipment, assessing

recoverability of receivables and inventory, and exposures to unrecorded liabilities.

Joint venture

The Group has a long-term contractual arrangement with another party, which represents a

joint venture. The Group’s interests in the results and assets and liabilities of its joint venture

are accounted for using the equity method.

This investment is carried in the Consolidated Balance Sheet at cost plus post-acquisition

changes in the Group’s share of net assets less any impairment in value. The Consolidated

Income Statement reflects the share of results of operations of the investment after tax. Where

there has been a change recognised directly in the investee’s equity, the Group recognises its

share of any changes and discloses this when applicable in the Consolidated Statement of

Comprehensive Income.

Any goodwill arising on the acquisition of a joint venture, representing the excess of the cost of

the investment over the Group’s share of the net fair value of the joint venture’s identifiable

assets, liabilities and contingent liabilities, is included in the carrying amount of the joint

venture and is not amortised. To the extent that the net fair value of the joint venture’s

identifiable assets, liabilities and contingent liabilities is greater than the cost of the investment,

a gain is recognised and added to the Group’s share of the joint venture’s profit or loss in the

year in which the investment is acquired.

Foreign currency translation

The financial statements for each of the Group’s subsidiaries and joint ventures are prepared

using their functional currency. The functional currency is the currency of the primary

economic environment in which an entity operates.

At the entity level, transactions denominated in foreign currencies are translated into the

entity’s functional currency at the exchange rate ruling on the date of the transaction.

Monetary assets and liabilities denominated in foreign currencies are retranslated at the

exchange rate ruling on the balance sheet date. Currency translation differences are

recognised in the Consolidated Income Statement except when hedge accounting is applied

and for differences on monetary assets and liabilities that form part of the Group’s net

investment in a foreign operation. These are recognised in other comprehensive income until

the disposal of the net investment, at which time they are recognised in profit or loss.

On consolidation, the results of foreign operations are translated into Sterling at the average

exchange rate for the year and their assets and liabilities are translated into Sterling at the

exchange rate ruling on the balance sheet date. Currency translation differences, including

those on monetary items that form part of a net investment in a foreign operation, are

recognised in the foreign currency translation reserve and in other comprehensive income.

In the event that a foreign operation is sold, the gain or loss on disposal recognised in the

Consolidated Income Statement is determined after taking into account the cumulative

currency translation differences that are attributable to the operation. As permitted by IFRS 1,

the Group elected to deem cumulative currency translation differences to be £nil as at 27

December 2003. Accordingly, the gain or loss on disposal of a foreign operation does not

include currency translation differences arising before that date.

In the Consolidated Cash Flow Statement, the cash flows of foreign operations are translated

into Sterling at the average exchange rate for the year.

Revenue recognition

Revenue is the consideration the Group expects to receive from customers in exchange for

goods and services. Revenue is recognised in the Consolidated Income Statement when

control of goods and services is transferred to the customer. Transfer of control is deemed to

be over time where the following criteria are met:

– The customer concurrently receives and consumes the benefits from the Group’s

performance;

– The Group’s performance creates or enhances a customer-controlled asset; or

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 171

Notes to the Group Financial Statements

continued

– The Group’s performance does not create an asset with an alternative use and the Group

has a right to payment for performance completed to date.

Where the above criteria are not met, then revenue is recognised at a point in time when

control is transferred to the customer.

Revenue is shown net of sales taxes, discounts and after eliminating sales within the Group.

No revenue is recognised where recovery of the consideration is not probable or there are

significant uncertainties regarding associated costs, or the possible return of goods. Variable

consideration is recognised only if it is highly probable that there will not be a significant

revenue reversal. The consideration is an estimation based on the terms of the contract and

other available information. Liquidated damages can result in variable consideration and will

only be recognised as a deduction from revenue where there is a history of recurring

liquidated damages, for example, for the same customer or product line with the value of the

reduction being the most likely amount from a range of possible outcomes. The adjustment

to revenue will be monitored throughout the contract and adjusted as liquidated damages

become more or less likely. Volume discounts are deducted from revenue based on the most

reliable estimates of volumes to be purchased. The timing of payment from customers is

generally aligned to revenue recognition, subject to agreed payment terms usually in line with

industry standards. Certain contracts may include milestone payments which do not

necessarily align to revenue recognition: a contract asset is recorded where revenue is

recognised in advance of customer invoicing, and a contract liability is recognised where cash

is received in advance of revenue recognition.

Sale of goods

This policy is applicable to the sale of both original equipment and spare parts whether sold

individually, in bulk or as part of a cross-selling marketing strategy. Contracts for the provision

of both original equipment and spare parts, and where required services, are combined if one

or more of the following is met:

– The contract achieves a single commercial objective and is negotiated as a package;

– The price or performance of one contract influences the amount of consideration to be paid

in the other contract; or

– The goods or services in the separate contracts represent a single performance obligation.

Each cross-selling contract is reviewed to identify the performance obligations in relation to

original equipment and spare parts with them only being combined if they are not capable of

being distinct and are not distinct in the context of the contract.

Revenue from the sale of goods is recognised in line with incoterms which in the majority of

transactions is at the point of despatch. This reflects when the customer obtains control of the

product and can determine its future use and location.

Where the sale of product requires customer inspection, this is deemed to be part of the main

performance obligation so revenue is not recognised until the inspection has been completed

and approved by the customer. In instances where commissioning is provided, the transfer of

control for the sale of goods is at the point of despatch where commissioning is a separate

performance obligation or once commissioning is complete where combined in the sale of

goods performance obligation. A separate performance obligation for commissioning is

identified where a customer could obtain the same service from a third-party supplier with

revenue in respect of commissioning being recognised once the commissioning is complete.

Provision of services

The revenue recognition of provision of services is dependent on the nature of the contracts.

Shorter-term contracts tend to be for ‘one-off’ service provision, which means the customer

only consumes the benefit from the Group’s performance when the work is complete.

Revenue is therefore recognised at a point in time for such contracts. For other contracts,

revenue from the rendering of services is generally recognised over time where the customer

concurrently receives and consumes a benefit from the Group’s performance over the period

of the contract duration. Revenue from services is recognised in proportion to the stage of

completion of the performance obligations at the balance sheet date. The stage of

completion is assessed by reference to the transfer of control over time, which usually

corresponds to the contractual agreement with each separate customer and the costs

incurred on the contract to date in comparison with the total forecast costs of the contract.

Construction contracts

Revenue for construction contracts is recognised over time as the contracts usually contain

discrete elements separately transferring control to customers over the life of the contract and

the Group’s performance does not create an asset with an alternative use.

The stage of completion of a contract is determined either by reference to the proportion that

contract costs incurred for work performed to date bear to the estimated total contract costs,

or by reference to the completion of a physical proportion of the contract work. Both these

methods are faithful depictions of the transfer of control given the Group has a right to

payment for performance completed to date. The basis used is dependent upon the nature

of the underlying contract. For instances where the work is subject to formal customer

acceptance procedures, revenue will only be recognised once the customer review has been

completed and approved by the customer as this is the point both parties are in agreement

that control has been transferred in line with contract terms. Losses on contracts are

recognised in the year when such losses become probable.

Property, plant & equipment

Property, plant and equipment comprises owned assets and right-of-use assets that do not

meet the definition of investment property.

Owned assets

Owned property, plant and equipment is stated at cost less accumulated depreciation and

any recognised impairment losses. Freehold land and assets under construction are not

depreciated. Depreciation of property, plant and equipment is provided on a straight-line

basis so as to charge the cost less residual value to the Consolidated Income Statement over

the expected useful life of the asset concerned, and is in the following ranges:

Freehold buildings, long leasehold land and buildings10 – 40 years

Plant and equipment  3 – 20 years

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 172

Notes to the Group Financial Statements

continued

Right-of-use assets and lease liabilities

At inception of a contract, the Group assesses whether the contract is, or contains, a lease.

A contract is, or contains, a lease if the contract conveys the right to control the use of an

identified asset for a period of time in exchange for consideration. To assess whether a

contract conveys the right to control the use of an identified asset, the Group assesses

whether it has both the right to obtain substantially all of the economic benefits from use

of the identified asset and the right to direct the use of the identified asset throughout the

period of use.

The Group recognises a lease liability and right-of-use asset at the lease commencement

date. The lease liability is initially measured as the present value of the lease payments that are

not paid at the commencement date, discounted using the interest rate implicit in the lease,

or where the interest rate implicit in the lease cannot be readily determined, the Group’s

incremental borrowing rate. Generally, the Group uses its incremental borrowing rate as the

discount rate. The Group’s incremental borrowing rate is calculated by taking the government

borrowing rate in any given currency and adding the estimated Group credit spreads for a

variety of tenors. An interpolation is performed annually to obtain one rate for each of the

major lease currencies based on the weighted average life of the lease book.

Lease payments consist of the following components:

– fixed payments, including in-substance fixed payments, less any lease incentives receivable;

– variable lease payments that depend on an index or a rate;

– amounts expected to be payable by the lessee under residual value guarantees;

– the exercise price of a purchase option (if the lessee is reasonably certain to exercise that

option); and

– payments of penalties for terminating the lease (if the lease term reflects the lessee

exercising the option to terminate the lease).

The right-of-use asset is measured as equal to the lease liability and adjusted for:

– lease payments made to the lessor at or before the commencement date;

– lease incentives received;

– initial direct costs associated with the lease; and

– an initial estimate of restoration costs.

The right-of-use asset is depreciated using the straight-line method over the lease term.

In addition, the right-of-use asset is periodically reduced by any impairment losses.

The Group has adopted the exemption available for short-term leases, with payments being

recognised on a straight-line basis over the lease term. Short-term leases are defined as

leases with a lease term of 12 months or less.

The Group has adopted the exemption available for low value assets, with payments being

recognised on a straight-line basis over the lease term. Leases relating to laptops, desktop

computers, mobile phones, photocopiers, printers and other office equipment, where the

asset value is less than £3,500 or the local currency equivalent have been treated as low value.

Where the lease contract meets both short-term and low value exemptions, the annual cost

of the lease is reported within expenses relating to short-term leases.

For each lease, the lease term has been calculated as the non-cancellable period of the lease

contract, except where the Group is reasonably certain that it will exercise contractual

extension options. In assessing whether a lessee is reasonably certain to exercise an option to

extend a lease, or not to exercise an option to terminate a lease, the Group shall consider all

relevant facts and circumstances that create an economic incentive for the lessee to exercise

the option to extend the lease, or not to exercise the option to terminate the lease. In certain

circumstances, the Group will refer to the five-year Strategic Plan period as an appropriate

period to consider whether the ‘reasonably certain’ criteria are met.

Goodwill

Goodwill arises on the acquisition of businesses and represents any excess of the cost of the

acquired entity over the Group’s interest in the fair value of the entity’s identifiable assets,

liabilities and contingent liabilities determined at the date of acquisition. Acquisition costs are

recognised in the Consolidated Income Statement in the year in which they are incurred.

Goodwill in respect of an acquired business is recognised as an intangible asset. Goodwill is

carried at cost less any recognised impairment losses and is tested at least annually or where

there are indicators of impairment.

The carrying amount of goodwill allocated to a cash generating unit is taken into account

when determining the gain or loss on disposal of the unit.

An assessment of probable contingent consideration is recognised at the date of acquisition

or disposal. For acquisitions, subsequent changes to the fair value of the contingent

consideration are adjusted against the cost of acquisition where they qualify as measurement

period adjustments. The measurement period is the period from the date of acquisition to the

date that the Group obtains complete information about facts and circumstances that existed

as of the acquisition date, and is subject to a maximum of one year. If the change does not

qualify as a measurement period adjustment, it is reflected in the Consolidated Income

Statement as an adjusting item. For disposals, any subsequent change in contingent

consideration is adjusted against the disposal proceeds and the gain or loss on disposal.

Other intangible assets

Intangible assets acquired separately are measured at cost on initial recognition. An intangible

resource acquired in a business combination is recognised as an intangible asset if it is

separable from the acquired business or arises from contractual or legal rights and it is

expected to generate future economic benefits.

An intangible asset with a finite life is amortised on a straight-line basis so as to charge its cost,

which in respect of an acquired intangible asset represents its fair value at the acquisition

date, to the Consolidated Income Statement over its expected useful life. An intangible asset

with an indefinite life is not amortised but is tested at least annually for impairment and carried

at cost less any recognised impairment losses.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 173

Notes to the Group Financial Statements

continued

Brand names

Brands are recognised as a result of a business combination. The brand is recognised if it is

separable from the remaining business and is expected to generate future economic benefits.

Internally generated brands are not capitalised in accordance with IAS 38 'Intangible assets'.

Brands are fair valued at acquisition and subsequently measured at cost less any accumulated

impairment. All subsequent expenditure is expensed to the Consolidated Income Statement

as incurred.

Due to the long-term nature of the brands and there being no foreseeable limit to the period

over which they are determined to generate economic benefit, the Group has assessed that

they have indefinite useful lives, with the exception of Motion Metrics, which is amortised over

15 years. An annual impairment exercise is completed for brands with an indefinite useful life,

to confirm that the value in use, based on discounted cash flows, exceeds the carrying value.

Customer and distributor relationships

Customer and distributor relationships are recognised as part of a business combination if

they are separable from the acquired business or arise from contractual or legal rights. They

represent the relationships that the acquiree has built up over a significant period of time and

will provide repeat custom to the business which will generate future economic benefit.

The assets are initially recorded at fair value at acquisition and subsequently recognised at

cost less accumulated amortisation and impairment. All subsequent expenditure is charged to

the Consolidated Income Statement as incurred. Amortisation is charged to the Consolidated

Income Statement over the useful life of the asset. The useful life can vary depending on the

circumstances of each acquisition. The useful lives range from five to 30 years.

If there are any indicators of impairment an assessment of the value in use of the relationships

is completed. If the carrying value exceeds the value in use, the variance is accounted for as an

impairment to the asset with a corresponding charge to the Consolidated Income Statement.

Software

Software assets can be purchased, acquired or internally generated. Software that is not an

integral part of related hardware is recognised as an intangible asset.

Software is recognised at cost less accumulated amortisation and impairment. Amortisation is

spread over the estimated useful life of the software which can range from four to eight years.

Software as a Service (SaaS) arrangements provide the Group with the right to access cloud-based

software applications over a contractual period. The software remains the intellectual property of

the developer and as a result, the Group does not recognise an intangible asset in relation to

subscription fees and costs incurred to customise or configure the software. The related costs are

recognised in the Consolidated Income Statement when the service is received.

Costs incurred to enhance or develop an existing intangible asset or develop new software

code that meet the definition and recognition criteria of an intangible asset are capitalised

as intangible software assets. Amortisation is recognised over the expected useful life of

the software.

Trademarks and intellectual property

Trademarks and intellectual property are legally protected rights that are expected to

generate future revenues. On acquisition, they are measured at fair value based on

discounted expected cash flows. Assets are subsequently held at cost less accumulated

amortisation and impairment.

The assets are amortised based on the period in which the legal protection is in place or the

asset is expected to generate revenues. The amortisation period for the currently capitalised

trademarks ranges from six to 15 years.

Other

Other intangible assets are stated at cost less accumulated amortisation and any recognised

impairment losses. The expected useful life of other intangible assets is up to six years.

Research & development costs

All research expenditure is charged to the Consolidated Income Statement in the year in

which it is incurred.

Development expenditure is charged to the Consolidated Income Statement in the year in

which it is incurred unless it relates to the development of a new product or technology and

meets the following requirements:

– it is incurred after the technical feasibility and commercial viability of the product has been

proven;

– the development costs can be measured reliably;

– future economic benefits are probable; and

– the Group intends, and has sufficient resources, to complete the development and to use or

sell the asset.

Any such capitalised development expenditure is amortised on a straight-line basis so it is

charged to the Consolidated Income Statement over the expected life of the resulting product

or technology.

Government grants

Government grants are recognised at their fair value where it is certain that the grant will be

received and the Group will comply with all attached conditions. Government grants relating

to costs are deferred and recognised in the income statement over the period necessary to

match them with the costs they are intended to compensate. Government grants relating to

the purchase of property, plant and equipment are deducted in arriving at the carrying

amount of the related asset.

Impairment of non-current assets

All non-current assets are tested for impairment whenever events or circumstances indicate

that their carrying values might be impaired. Additionally, goodwill and intangible assets with

an indefinite life are subject to an annual impairment test.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 174

Notes to the Group Financial Statements

continued

An impairment loss is recognised to the extent that an asset’s carrying value exceeds its

recoverable amount, which represents the higher of the asset’s fair value less costs to sell and

its value in use. An asset’s value in use represents the present value of the future cash flows

expected to be derived from the asset. Where it is not possible to estimate the recoverable

amount of an individual asset, the impairment test is conducted for the cash generating unit

to which it belongs. Similarly, the recoverable amount of goodwill is determined by reference

to the discounted future cash flows of the cash generating units to which it is allocated.

Impairment losses are recognised in the Consolidated Income Statement. Impairment losses

recognised in previous periods for an asset other than goodwill are reversed if there has been

a change in the estimates used to determine the asset’s recoverable amount. The carrying

amount of an asset shall not be increased above the carrying amount that would have been

determined had no impairment loss been recognised for the asset in prior periods.

Impairment losses recognised in respect of goodwill are not reversed.

Inventories

Inventories are valued at the lower of cost and net realisable value, with due allowance for any

obsolete or slow-moving items. Cost represents the expenditure incurred in bringing

inventories to their existing location and condition, and comprises the cost of raw materials,

direct labour costs, other direct costs and related production overheads. Raw material cost is

generally determined on a first-in, first-out basis. Net realisable value is the estimated selling

price less costs to complete and sell.

Financial assets & liabilities

The Group’s principal financial assets and liabilities, other than derivatives, comprise bank

overdrafts, short-term borrowings, loans and fixed-rate notes, cash and short-term deposits.

The Group also has other financial assets and liabilities such as trade receivables, trade

payables and leases which arise directly from its operations. Other receivables include non-

current assets in relation to an insurance policy held for a grantor trust. This Trust Owned Life

Insurance policy is held at fair value, which is equivalent to its surrender value.

A financial asset is generally derecognised when the contract that gives rise to it is settled,

sold, cancelled or expires.

A financial liability is derecognised when the obligation under the liability is discharged,

cancelled or expires. Where an existing financial liability is replaced by another from the same

lender on substantially different terms, or the terms of an existing liability are substantially

modified, such an exchange or modification is treated as a derecognition of the original

liability and the recognition of a new liability, such that the difference in the respective carrying

amounts together with any costs or fees incurred are recognised in profit or loss. Under IFRS 9

'Financial instruments', where the modification is not substantial, the modified cash flows are

discounted at the original effective interest rate to determine a revised carrying amount of the

liability, with any difference in carrying amount recognised in the Income Statement.

Reimbursement asset

The Group has several insurance policies in place with regards to legal claims in relation to

alleged asbestos exposure as discussed in note 22. In accordance with IAS 37 ‘Provisions,

contingent liabilities and contingent assets’, a reimbursement asset is only recognised when it

is virtually certain that the asset will be received and there is a corresponding liability

recognised. The value recognised is the lower of the amount confirmed by the insurer under

the policy and the provision for the related liability. If receipt of the asset is probable the asset

is not recognised but disclosed.

Trade receivables

Trade receivables, which are generally of a short-term nature, are recognised at original

invoice amount where the consideration is unconditional. If they contain significant financing

components, trade receivables are instead recognised at fair value. The Group holds trade

receivables to collect the contractual cash flows and therefore measures them subsequently

at amortised cost using the effective interest method. Details of the Group’s impairment

policies and the calculation of the loss allowance are provided in note 18 and the policy

in respect of invoice discounting is included in note 30.

Cash & cash equivalents

Cash and cash equivalents comprise cash in hand, deposits available on demand and other

short-term highly liquid investments with a maturity on acquisition of three months or less

and bank overdrafts and short-term borrowings with a maturity on acquisition of three

months or less. Bank overdrafts are presented as current liabilities to the extent that there is no

right of offset with cash balances.

Trade payables

Trade payables are recognised and carried at original invoice amount. The Group’s supply

chain financing programme policy and assessment for the year is provided in note 21.

Interest-bearing loans & borrowings

Obligations for loans and borrowings are recognised when the Group becomes party to the

related contracts and are measured initially at fair value less directly attributable transaction

costs. After initial recognition, interest-bearing loans and borrowings are subsequently

measured at amortised cost using the effective interest method. Amortised cost is calculated

by taking into account any issue costs and any discount or premium on settlement.

Borrowings are classified as current liabilities unless the Group has an unconditional right to

settle the liability at least 12 months after the balance sheet date.

The Group has Sustainability-Linked Notes with interest rates which are linked to the

achievement of Sustainability Performance Targets (SPT). After initial recognition, these

Sustainability-Linked Notes are measured at amortised cost using the effective interest rate

method. In the event that the SPTs are not expected to be achieved, consideration will be

given to the impact on cash flows on the Sustainability-Linked Notes. Under IFRS 9 'Financial

instruments', where the modification is not substantial, the modified cash flows are discounted

at the original effective interest rate to determine a revised carrying amount of the liability,

with any difference in carrying amount recognised in the Income Statement.

Provisions, contingent liabilities & contingent assets

A provision is recognised in the Consolidated Balance Sheet when the Group has a legal or

constructive obligation as a result of a past event, the obligation can be estimated reliably and

it is probable that an outflow of economic benefits will be required to settle the obligation. If

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 175

Notes to the Group Financial Statements

continued

the effect is material, provisions are determined by discounting the expected future cash flows

at a pre-tax rate that reflects current market assessments of the time value of money and,

where appropriate, the risks specific to the liability.

A contingent liability is disclosed if there is a possible obligation as a result of a past event that

might, but will probably not, require an outflow of economic benefits; or there is a present

obligation as a result of a past event that probably requires an outflow of economic benefits,

but where the obligation cannot be measured reliably.

A contingent asset is disclosed if an inflow of economic benefits is probable arising from past

events and whose existence will be confirmed only by the occurrence or non-occurrence of

one or more uncertain future events not wholly within the control of the entity.

Derivative financial instruments & hedge accounting

The Group uses derivative financial instruments, principally forward foreign currency contracts

and cross-currency swaps, to reduce its exposure to exchange rate movements. The Group also

uses foreign currency borrowings as a hedge of its exposure to foreign exchange risk on its

investments in foreign subsidiaries. Additionally, the Group periodically uses interest rate swaps

to manage its exposure to interest rate risk. The Group does not hold or issue derivatives for

speculative or trading purposes.

Derivative financial instruments are recognised as assets and liabilities measured at their fair values

at the balance sheet date. The fair value of forward foreign currency contracts is calculated as the

present value of the estimated future cash flows based on spot and forward foreign exchange

rates and counterparty and the Group’s own credit risk. The fair value of interest rate swaps and

cross-currency swaps is calculated as the present value of the estimated future cash flows based

on interest rate curves, spot foreign exchange rates, and counterparty and own credit risk. Changes

in their fair values are recognised in the Consolidated Income Statement, except where hedge

accounting is used, provided the conditions specified by IFRS 9 are met. Hedge accounting is

applied in respect of hedge relationships where it is both permissible under IFRS 9 and practical

to do so. When hedge accounting is used, the relevant hedging relationships are classified as fair

value hedges, cash flow hedges or net investment hedges, as appropriate.

Where the hedging relationship is classified as a fair value hedge, the carrying amount of the

hedged asset or liability will be adjusted by the increase or decrease in its fair value attributable

to the hedged risk and the resulting gain or loss will be recognised in the Consolidated Income

Statement where, to the extent that the hedge is effective, it will be offset by the change in the fair

value of the hedging instrument.

For fair value hedges in which the spot element of the hedging instrument has been

designated to the hedge, the changes in the forward element of the hedging instrument is

recognised within other comprehensive income in the costs of hedging reserve within equity.

Where the hedging relationship is classified as a cash flow or net investment hedge, to the extent

that the hedge is effective, changes in the fair value of the hedging instrument will be recognised

directly in other comprehensive income. For the cash flow hedge, when the hedged asset or liability

is recognised in the financial statements, the accumulated gains and losses recognised in other

comprehensive income will be either recycled to the income statement or, if the hedged item

results in a non-financial asset, will be recognised as adjustments to its initial carrying amount. For

net investment hedges, gains and losses on hedging instruments designated as hedges of the net

investments in foreign operations are recognised in other comprehensive income to the extent

that the hedging relationship is effective. Gains and losses accumulated in the foreign currency

translation reserve are recycled to the income statement when the foreign operation is disposed of.

Hedge accounting is discontinued when the hedging instrument expires or is sold, terminated or

exercised, or no longer qualifies for hedge accounting. At that point in time, any cumulative gain or

loss on the hedging instrument recognised through other comprehensive income is kept in equity

until the forecasted transaction occurs. If a hedged transaction is no longer expected to occur, the

net cumulative gain or loss that was reported in equity is immediately reclassified to the income

statement in the period.

Derivatives embedded in non-derivative host contracts, which are not already measured at fair

value through profit or loss, are recognised separately as derivative financial instruments when

their risks and characteristics are not closely related to those of the host contract and the host

contract is not stated at its fair value with changes in its fair value recognised in the Consolidated

Income Statement.

Where items are recognised in the Consolidated Income Statement, these are presented within

operating profit or finance costs dependent on their nature.

Share-based payments

Equity settled share-based incentives are provided to employees under the Group’s Share

Reward Plan (SRP), formerly the Long Term Incentive Plan (LTIP), the Weir ShareBuilder Plan

(WSBP) and as a consequence of occasional one-off conditional awards made to employees.

The fair value of SRP awards and one-off conditional awards at the date of the grant is

calculated using appropriate option pricing models and the cost is recognised on a straight-

line basis over the vesting period. Adjustments are made to reflect expected and actual

forfeitures during the vesting period due to failure to satisfy service or performance

conditions, where applicable. The conditions of the SRP for the Executive Directors, which took

effect in 2018, are summarised in the Directors’ Remuneration Policy, which can be found on

the Company’s website at corporategovernance.weir. The conditions of the SRP for Senior

Management are summarised in note 28.

The fair value of WSBP awards at grant date is calculated as the share price at the date of the

grant less an adjustment for loss of reinvestment return on the dividend equivalent. There are

no performance conditions attached to these awards, but participants who leave the

Company prior to vesting lose their right to the awards. The terms of the share awards

granted under the WSBP are set out on the plan’s website at sharebuilder.weir .

Treasury shares

The Weir Group PLC shares held by the Company, or those held in Trust, are classified in

Shareholders’ equity as treasury shares and are recognised at cost. Consideration received for the

sale of such shares is also recognised in equity, with any difference between the proceeds from

sale and the original cost being taken directly to retained earnings. No gain or loss is recognised in

total comprehensive income on the purchase, sale, issue or cancellation of equity shares.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 176

Notes to the Group Financial Statements

continued

Post-employment benefits

Post-employment benefits comprise pension benefits provided to certain current and former

employees in the UK, US and Canada and post-retirement healthcare benefits provided to

certain employees in the US.

For defined benefit pension and post-retirement healthcare plans, the annual service cost is

calculated using the projected unit credit method and is recognised over the future service

lives of participating employees, in accordance with the advice of qualified actuaries. Current

service cost and administration expenses are recognised in operating costs and net interest

on the net pension liability is recognised in finance costs.

The finance cost recognised in the Consolidated Income Statement in the year reflects the net

interest on the net pension liability/asset. This represents the change in the net pension

liability/asset resulting from the passage of time, and is determined by applying the discount

rate to the opening net liability/asset, taking into account employer contributions paid into the

plan, and hence reducing or increasing the net liability/asset, during the year.

Past service costs resulting from enhanced benefits are recognised immediately in the

Consolidated Income Statement. Actuarial gains and losses, which represent differences

between interest on the plan assets, experience on the benefit obligation and the effect of

changes in actuarial assumptions, are recognised in full in other comprehensive income in the

year in which they occur.

The defined benefit liability or asset recognised in the Consolidated Balance Sheet comprises

the net total for each plan of the present value of the benefit obligation, using a discount rate

based on yields at the balance sheet date on appropriate high quality corporate bonds that

have maturity dates approximating the terms of the Group’s obligations and are denominated

in the currency in which the benefits are expected to be paid minus the fair value of the plan

assets, if any, at the balance sheet date. The balance sheet asset recognised is limited to the

present value of economic benefits which may be available for the Group to recover by way of

refunds or a reduction in future contributions. In order to calculate the present value of

economic benefits, consideration is also given to any minimum funding requirements.

For defined contribution plans, the cost represents the Group’s contributions to the plans and

these are charged to the Consolidated Income Statement in the year in which they fall due,

along with any associated administration costs.

Taxation

Current tax is the amount of tax payable or recoverable in respect of the taxable profit or loss for

the year.

Deferred tax liabilities represent tax payable in future years in respect of taxable temporary

differences. Deferred tax assets represent tax recoverable in future years in respect of deductible

temporary differences, the carry forward of unutilised tax losses and the carry forward of unused tax

credits. Deferred tax is measured on an undiscounted basis using the tax rates and laws that have

been enacted or substantively enacted at the balance sheet date and are expected to apply when

the deferred tax asset is realised or the deferred tax liability is settled.

Deferred tax is recognised on temporary differences between the carrying amount of an asset or

liability in the balance sheet and its tax base with the following exceptions:

-Deferred tax arising from the initial recognition of goodwill, or of an asset or liability in a

transaction that is not a business combination, that, at the time of the transaction, affects neither

accounting nor taxable profit or loss, is not recognised;

-Deferred tax is provided on temporary differences arising on investments in subsidiaries and joint

ventures, except where the timing of the reversal of the temporary difference can be controlled

and it is probable that the temporary difference will not reverse in the foreseeable future; and

-A deferred tax asset is recognised only to the extent that it is probable that future taxable profits

will be available against which the asset can be utilised.

Current and deferred tax is recognised in the Consolidated Income Statement except if it relates to

an item recognised directly in equity, in which case it is recognised directly in equity.

The Group also recognises provisions in the Consolidated Balance Sheet for uncertain tax positions

as disclosed above in other accounting estimates.

3. Alternative performance measures

The Consolidated Financial Statements of The Weir Group PLC have been prepared in

accordance with UK-adopted International Accounting Standards and with the requirements

of the Companies Act 2006 as applicable to those companies reporting under those

standards. In measuring our performance, the financial measures that we use include those

that have been derived from our reported results in order to eliminate factors which we

believe distort period-on-period comparisons. These are considered alternative performance

measures. This information, along with comparable GAAP measurements, is useful to investors

in providing a basis for measuring our operational performance. Our management uses these

financial measures, along with the most directly comparable GAAP financial measures, in

evaluating our performance and value creation. Alternative performance measures should not

be considered in isolation from, or as a substitute for, financial information in compliance with

GAAP. Alternative performance measures as reported by the Group may not be comparable

with similarly titled amounts reported by other companies.

Below we set out our definitions of alternative performance measures and provide

reconciliations to relevant GAAP measures.

Adjusted results and adjusting items

The Consolidated Income Statement presents Statutory results, which are provided on a GAAP

basis, and Adjusted results (non-GAAP), which are management’s primary area of focus when

reviewing the performance of the business. Adjusting items represent the difference between

Statutory results and Adjusted results and are defined within the accounting policies section

above. The accounting policy for Adjusting items should be read in conjunction with this note.

Details of each adjusting item are provided in note 6. We consider this presentation to be

helpful as it allows greater comparability of the underlying performance of the business from

year to year.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 177

Notes to the Group Financial Statements

continued

Adjusted EBITDA

EBITDA is operating profit from continuing operations, before exceptional items, other

adjusting items, intangibles amortisation, and excluding depreciation of owned assets and

right-of-use assets. EBITDA is a widely used measure of a company's profitability of its

operations before any effects of indebtedness, taxes or costs required to maintain its asset

base. EBITDA is used in conjunction with other GAAP and non-GAAP financial measures to

assess our operational performance. A reconciliation of EBITDA to the closest equivalent GAAP

measure, operating profit, is provided.

	2024	2023
	£m	£m
Continuing operations
Operating profit	391.0	368.4
Adjusted for:
Exceptional and other adjusting items (note 6)	60.4	64.9
Adjusting amortisation (note 6)	20.7	25.5
Adjusted operating profit	472.1	458.8
Non-adjusting amortisation (note 5 )	12.0	12.2
Adjusted earnings before interest, tax and amortisation (EBITA)	484.1	471.0
Depreciation of owned property, plant & equipment (note 12 )	45.9	39.9
Depreciation of right-of-use property, plant & equipment (note 12 )	31.9	31.6
Adjusted earnings before interest, tax, depreciation and amortisation (EBITDA)	561.9	542.5

Adjusted operating cash flow

Adjusted operating cash flow is the equivalent of net cash generated from operations before

additional pension contributions, exceptional and other adjusting cash items and income tax

paid as shown in the cash flow statement and associated notes to the financial statements.

This is a useful measure to view or assess the underlying cash generation of the business from

its operating activities. A reconciliation to the GAAP measure ‘Net cash generated from

operating activities’ is provided in the Consolidated Cash Flow Statement.

Free operating cash flow and free cash flow

Free operating cash flow (FOCF) is defined as adjusted operating cash flow amended for net

capital expenditure, lease payments, dividends received from joint ventures and purchase of

shares for employee share plans. FOCF provides a useful measure of the cash flows generated

directly from the operational activities after taking into account other cash flows closely

associated with maintaining daily operations.

Free cash flow (FCF) is defined as FOCF further adjusted for net interest, income taxes,

settlement of derivative financial instruments, additional pension contributions and non-

controlling interest dividends. FCF reflects an additional way of viewing our available funds that

we believe is useful to investors as it represents cash flows that could be used for repayment

of debt, dividends, exceptional and other adjusting items, or to fund our strategic initiatives,

including acquisitions, if any.

The reconciliation of adjusted operating cash flows to FOCF and subsequently FCF is as follows.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 178

Notes to the Group Financial Statements

continued

	2024	2023
	£m	£m
Adjusted operating cash flow	591.1	525.5
Net capital expenditure from purchase & disposal of property, plant & equipment and intangibles	(69.3)	(82.5)
Lease payments	(24.8)	(31.0)
Dividends received from joint ventures	–	4.1
Purchase of shares for employee share plans	(13.2)	(24.0)
Free operating cash flow (FOCF)	483.8	392.1
Net interest paid	(42.6)	(39.9)
Income tax paid	(110.5)	(103.9)
Settlement of derivative financial instruments	(1.7)	(0.5)
Additional pension contributions paid	–	(9.3)
Dividends paid to non-controlling interests	(0.8)	(0.9)
Free cash flow (FCF)	328.2	237.6

Free operating cash conversion

Free operating cash conversion is a non-GAAP key performance measure defined as free

operating cash flow divided by adjusted operating profit on a total Group basis. The measure

is used by management to monitor the Group's ability to generate cash relative to operating

profits.

	2024	2023
	£m	£m
Adjusted operating profit	472.1	458.8
Free operating cash flow	483.8	392.1

Free operating cash conversion % 102% 85%

Working capital as a percentage of sales

Working capital as a percentage of sales is calculated based on working capital as reflected

below, divided by revenue, as included in the Consolidated Income Statement. It is a measure

used by management to monitor how efficiently the Group is managing its investment in

working capital relative to revenue growth.

	2024	2023
	£m	£m
Working capital as included in the Consolidated Balance Sheet
Other receivables	44.3	53.8
Inventories	580.1	608.1
Trade & other receivables	546.7	526.2
Derivative financial instruments (note 30 )	0.6	(0.8)
Trade & other payables	(618.7)	(581.3)
Other payables	–	(0.6)
	553.0	605.4
Adjusted for:
Insurance contract assets (note 18 )	(46.8)	(57.5)
Interest accruals	12.6	12.3
Deferred consideration (note 21)	0.6	1.6
	(33.6)	(43.6)
Working capital	519.4	561.8
Revenue	2,505.6	2,636.0

Working capital as a percentage of sales 20.7% 21.3%

Net debt

Net debt is a widely used liquidity metric calculated by taking cash and cash equivalents less

total current and non-current debt. A reconciliation of net debt to cash and short-term

deposits and interest-bearing loans and borrowings is provided in note 26. It is a useful

measure used by management and investors when monitoring the capital management of

the Group. Net debt, excluding lease liabilities and converted at the exchange rates used in the

preparation of the Consolidated Income Statement, is also the basis for covenant reporting as

included in note 31.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 179

Notes to the Group Financial Statements

continued

Return on Capital Employed (ROCE)

ROCE is a key metric which is used to analyse the Group’s profitability and capital efficiency.

ROCE is calculated as Adjusted Earnings Before Interest & Tax (Adjusted EBIT) from continuing

operations divided by the average capital employed. Adjusted EBIT represents the Group’s

statutory operating profit adjusted for exceptional and other adjusting items. Capital

employed represents the Group’s net assets adjusted for third party net debt, Trust Owned

Life Insurance policy investments and the IAS 19 pension asset net of deferred tax.

	2024	2023
	£m	£m
Continuing operations
Operating profit	391.0	368.4
Adjusted for:
Exceptional and other adjusting items (note 6)	60.4	64.9
Adjusted earnings before interest and tax (Adjusted EBIT)	451.4	433.3
Net assets	1,853.6	1,699.7
Adjusted for:
Third party net debt (note 26)	534.6	690.1
Trust Owned Life Insurance policy investments (note 18)	(42.7)	(42.6)
IAS 19 Pension asset (note 24)	(9.3)	(2.1)
Deferred tax on pension assets (note 23)	2.6	0.9
Capital employed	2,338.8	2,346.0
Average capital employed	2,342.4	2,412.1

ROCE 19.3% 18.0%

4. Segment information

Continuing operations includes two operating Divisions: Minerals and ESCO. These two

Divisions are organised and managed separately based on the key markets served and each

is treated as an operating segment and a reportable segment under IFRS 8 'Operating

segments'. The operating and reportable segments were determined based on the reports

reviewed by the Chief Executive Officer, which are used to make operational decisions.

The Minerals segment is a global leader in engineering, manufacturing and service processing

technology used in abrasive, high-wear mining applications. Its differentiated technology is

also used in infrastructure and general industrial markets. The ESCO segment is a global leader

in the provision of Ground Engaging Tools (GET) for large mining machines. It operates

predominantly in mining and infrastructure markets where its highly engineered technology

improves productivity through extended wear life, increased safety and reduced energy

consumption.

Following the acquisition of Sentiantechnologies AB (SentianAI) on 21 November 2023, this

entity has been included in the Minerals segment. SentianAI is a developer of innovative

cloud-based Artificial Intelligence solutions to the mining industry.

The Chief Executive Officer assesses the performance of the operating segments based on

operating profit from continuing operations before exceptional and other adjusting items

(‘segment result’). Finance income and expenditure and associated interest-bearing liabilities

and financing derivative financial instruments are not allocated to segments as all treasury

activity is managed centrally by the Group Treasury function. The amounts provided to the

Chief Executive Officer with respect to assets and liabilities are measured in a manner

consistent with that of the financial statements. The assets are allocated based on the

operations of the segment and the physical location of the asset. The liabilities are allocated

based on the operations of the segment.

Transfer prices between business segments are set on an arm’s length basis, in a manner

similar to transactions with third parties.

The segment information for the reportable segments for 2024 and 2023 is disclosed below.

Information related to discontinued operations is included in note 9.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 180

Notes to the Group Financial Statements

continued

	Minerals		ESCO		Total continuing operations
	2024	2023	2024	2023	2024	2023
	£m	£m	£m	£m	£m	£m
Revenue
Sales to external customers	1,817.5	1,937.4	688.1	698.6	2,505.6	2,636.0
Inter-segment sales	0.1	0.1	1.5	2.5	1.6	2.6
Segment revenue	1,817.6	1,937.5	689.6	701.1	2,507.2	2,638.6
Eliminations					(1.6)	(2.6)
					2,505.6	2,636.0
Sales to external customers – 2023 at 2024 average exchange rates
Sales to external customers	1,817.5	1,848.1	688.1	679.5	2,505.6	2,527.6
Segment result
Segment result before share of results of joint ventures	382.8	375.7	127.4	119.4	510.2	495.1
Share of results of joint ventures	–	–	1.9	2.5	1.9	2.5
Segment result	382.8	375.7	129.3	121.9	512.1	497.6
Corporate expenses					(40.0)	(38.8)
Adjusted operating profit					472.1	458.8
Adjusting items					(81.1)	(90.4)
Net finance costs					(43.9)	(47.7)
Profit before tax from continuing operations					347.1	320.7
Segment result – 2023 at 2024 average exchange rates
Segment result before share of results of joint ventures	382.8	352.5	127.4	115.9	510.2	468.4
Share of results of joint ventures	–	–	1.9	2.5	1.9	2.5
Segment result	382.8	352.5	129.3	118.4	512.1	470.9
Corporate expenses					(40.0)	(37.9)
Adjusted operating profit					472.1	433.0

Revenues from any single external customer do not exceed 10% of Group revenue.

	Minerals		ESCO		Total continuing operations
	2024	2023	2024	2023	2024	2023
	£m	£m	£m	£m	£m	£m
Timing of revenue recognition
At a point in time	1,724.1	1,825.2	669.0	685.3	2,393.1	2,510.5
Over time	93.5	112.3	20.6	15.8	114.1	128.1
Segment revenue	1,817.6	1,937.5	689.6	701.1	2,507.2	2,638.6
Eliminations					(1.6)	(2.6)
					2,505.6	2,636.0

Geographical information

Geographical information in respect of revenue for 2024 and 2023 is disclosed below.

Revenues are allocated based on the location to which the product is shipped.

	2024	2023
	£m	£m
Revenue by geography
UK	17.7	23.9
US	402.5	412.4
Canada	386.5	420.8
Asia Pacific	306.3	347.4
Australasia	437.5	412.4
South America	535.1	576.3
Middle East & Africa	312.8	317.4
Europe	107.2	125.4
Revenue	2,505.6	2,636.0

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 181

Notes to the Group Financial Statements

continued

	2024	2023
	£m	£m
An analysis of the Group's revenue is as follows:
Original equipment	492.3	552.3
Aftermarket parts	1,797.7	1,864.3
Sales of goods	2,290.0	2,416.6
Provision of services – aftermarket	190.6	160.7
Construction contracts – original equipment	21.1	54.3
Subscription services	3.9	4.4
Revenue	2,505.6	2,636.0

	Minerals		ESCO		Total Group
	2024	2023	2024	2023	2024	2023
	£m	£m	£m	£m	£m	£m
Assets & liabilities
Intangible assets	532.6	567.9	737.7	748.0	1,270.3	1,315.9
Property, plant & equipment	309.8	312.3	179.9	168.4	489.7	480.7
Working capital assets	854.0	844.9	273.6	288.1	1,127.6	1,133.0
	1,696.4	1,725.1	1,191.2	1,204.5	2,887.6	2,929.6
Investments in joint ventures	–	–	12.8	12.2	12.8	12.2
Segment assets	1,696.4	1,725.1	1,204.0	1,216.7	2,900.4	2,941.8
Corporate assets					884.6	950.9
Total assets					3,785.0	3,892.7
Working capital liabilities	507.0	476.6	126.8	129.9	633.8	606.5
Segment liabilities	507.0	476.6	126.8	129.9	633.8	606.5
Corporate liabilities					1,297.6	1,586.5
Total liabilities					1,931.4	2,193.0

	Minerals		ESCO		Total Group
	2024	2023	2024	2023	2024	2023
	£m	£m	£m	£m	£m	£m
Other segment information - total Group
Segment additions to non- current assets	78.5	79.7	33.1	46.6	111.6	126.3
Corporate additions to non-current assets					0.2	1.3
Total additions to non-current assets					111.8	127.6
Other segment information - total Group
Segment depreciation & amortisation	69.9	65.0	39.1	42.2	109.0	107.2
Segment impairment of property, plant & equipment	7.2	1.4	–	–	7.2	1.4
Segment impairment of intangible assets	18.6	–	–	–	18.6	–
Corporate depreciation & amortisation					1.5	2.0
Total depreciation, amortisation & impairment					136.3	110.6

Corporate assets primarily comprise cash and short-term deposits, asbestos-related

insurance asset, Trust Owned Life Insurance policy investments, derivative financial

instruments, income tax receivable, deferred tax assets and elimination of intercompany

assets as well as those assets which are used for general head office purposes. Corporate

liabilities primarily comprise interest-bearing loans and borrowings, and related interest

accruals, derivative financial instruments, income tax payable, provisions, deferred tax liabilities,

elimination of intercompany liabilities and retirement benefit deficits as well as liabilities

relating to general head office activities. Segment additions to non-current assets include

right-of-use assets.

Geographical information

Geographical information in respect of non-current assets for 2024 and 2023 is disclosed

below. Assets are allocated based on the location of the assets and operations. Non-current

assets consist of property, plant & equipment, intangible assets and investments in joint

ventures.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 182

Notes to the Group Financial Statements

continued

	2024	2023
	£m	£m
Non-current assets by geography
UK	299.4	308.8
US	697.9	707.6
Canada	155.5	168.8
Asia Pacific	204.2	195.1
Australasia	198.2	201.8
South America	69.5	81.4
Middle East & Africa	103.5	97.6
Europe	53.4	57.6
Non-current assets	1,781.6	1,818.7

5. Revenues & expenses

The following disclosures are given in relation to continuing operations.

	Year ended 31 December 2024			Year ended 31 December 2023
	Adjusted results	Adjusting items	Statutory results	Adjusted results	Adjusting items	Statutory results
	£m	£m	£m	£m	£m	£m
A reconciliation of revenue to operating profit is as follows:
Revenue	2,505.6	–	2,505.6	2,636.0	–	2,636.0
Cost of sales	(1,485.2)	(12.4)	(1,497.6)	(1,641.1)	(1.6)	(1,642.7)
Gross profit	1,020.4	(12.4)	1,008.0	994.9	(1.6)	993.3
Other operating income	7.4	–	7.4	5.9	–	5.9
Selling & distribution costs	(292.5)	(1.0)	(293.5)	(291.4)	(2.4)	(293.8)
Administrative expenses	(265.1)	(67.7)	(332.8)	(253.1)	(86.4)	(339.5)
Share of results of joint ventures	1.9	–	1.9	2.5	–	2.5
Operating profit	472.1	(81.1)	391.0	458.8	(90.4)	368.4

	Year ended 31 December 2024			Year ended 31 December 2023
	Adjusted results	Adjusting items	Statutory results	Adjusted results	Adjusting items	Statutory results
	£m	£m	£m	£m	£m	£m
Operating profit from continuing operations is stated after charging (crediting):
Cost of inventories recognised as an expense	1,485.2	–	1,485.2	1,641.1	–	1,641.1
Depreciation of property, plant & equipment (note 12)	77.8	–	77.8	71.5	–	71.5
Lease expenses (note 12)	13.7	–	13.7	14.5	–	14.5
Amortisation of intangible assets (note 13)	12.0	20.7	32.7	12.2	25.5	37.7
Research & development costs	46.5	–	46.5	46.4	–	46.4
Net foreign exchange losses	7.5	–	7.5	9.2	–	9.2
Net impairment charge of trade receivables (note 18)	1.2	–	1.2	1.5	1.9	3.4
Government grants	(4.2)	–	(4.2)	(1.0)	–	(1.0)
Exceptional and other adjusting items (note 6)1	–	60.4	60.4	–	63.0	63.0

1. Items not separately disclosed above.

	2024	2023
	£m	£m
Employee benefits expense
Wages & salaries	534.8	549.3
Social security costs	48.3	47.5
Other pension costs
Defined benefit plans	–	0.1
Defined contribution plans	29.3	29.0
Share-based payments – equity settled transactions (note 28)	10.4	7.0
	622.8	632.9

Details of Directors’ remuneration is disclosed in note 29.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 183

Notes to the Group Financial Statements

continued

	2024	2023
	Number	Number
The average monthly number of people employed by the Company and its subsidiaries is as follows:
Minerals	8,677	9,185
ESCO	2,541	2,577
Group companies	433	301
	11,651	12,063

At 31 December 2024, the total number of people employed by the Group, including

contingent workers, was 11,830 ( 2023: 12,391).

Auditors' remuneration

The total fees payable by the Group to our auditors for work performed in respect of the audit

and other services provided to the Company and its subsidiary companies during the year are

disclosed below.

	2024	2023
	£m	£m
Fees payable to the Company's auditors for the audit of the Company and Consolidated Financial Statements	2.4	2.2
Fees payable to the Company's auditors for other services
The audit of the Company's subsidiaries	1.7	1.8
Audit-related assurance services	0.1	0.1
Other non-audit services	–	0.2

6. Adjusting items

	2024	2023
	£m	£m
Recognised in arriving at operating profit from continuing operations
Intangibles amortisation (note 5)	(20.7)	(25.5)
Exceptional items
Acquisition and integration related costs	(0.1)	(0.7)
Performance Excellence programme	(35.7)	(28.8)
Russian operations wind down	0.3	7.7
Impairment of intangibles	(18.6)	–
Legal claims	(0.5)	–
Other restructuring and rationalisation activities	–	0.1
	(54.6)	(21.7)
Other adjusting items
Asbestos-related provision	(5.8)	(43.2)
Total adjusting items	(81.1)	(90.4)
Recognised in arriving at operating loss from discontinued operations
Exceptional items
Finalisation of Oil & Gas related tax assessment	(2.9)	(1.3)
Total adjusting items (note 9)	(2.9)	(1.3)

Continuing operations

Intangibles amortisation

Intangibles amortisation of £20.7m (2023 : £25.5m) relates to acquisition related assets.

Exceptional items

Exceptional items in the year include £0.1m of acquisition and integration related costs ( 2023:

£0.7m). These costs were cash settled during the year.

Exceptional items in the year include a charge of £35.7m (2023: £28.8m) in relation to the

Group’s ongoing Performance Excellence programme. This three-year programme aims to

transform the way we work with more agile and efficient business processes, focused on

customer and service-delivery. The programme, as outlined in the Chief Executive Officer's

Strategic report, includes capacity optimisation, lean processes and functional transformation

pillars. Costs of £20.5m have been recognised under the functional transformation pillar as

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 184

Notes to the Group Financial Statements

continued

costs associated with establishing Weir Business Services. Also within Performance Excellence,

£15.2m has been recognised under the capacity optimisation and lean processes pillars for

costs associated with the consolidation and optimisation of Minerals manufacturing facilities,

service centres and distribution footprints together with simplification and automation of our

product design and configuration. This has resulted in an exceptional cash outflow in the year,

in respect of the Performance Excellence programme, of £27.9m.

During the year, an exceptional credit of £0.3m (2023: £7.7m) has been recognised in relation

to previously impaired receivables balances relating to the wind down of Russia operations in

2022. The prior year exceptional credit related to previously impaired receivables and

inventory balances from the wind down of Russia operations.

A decision was taken in the year to rebrand certain products within the Minerals Division and

this has resulted in the write down of the Trio brand name to nil. An exceptional impairment

loss of £18.6m has been recognised in the year (note 13).

Also included within exceptional items is £0.5m relating to legacy legal claims (2023: £nil).

Other adjusting items

A charge of £5.8m (2023: £43.2m) has been recorded primarily in respect of movements in the

US asbestos-related liability and associated insurance asset that relate to legacy products sold

by a US-based subsidiary of the Group. Further details of this are included in note 22.

Adjusting items tax credit

The adjusting items tax credit of £86.9m (2023: £20.1m) is explained in note 8.

Discontinued operations

Exceptional items

A charge of £2.9m (2023: £1.3m) has been recognised in the year in relation to the finalisation

of certain tax indemnities under the sale and purchase agreement for the Oil & Gas Division,

which was disposed of in 2021 (note 9).

7. Finance (costs) income

Finance costs

	2024	2023
	£m	£m
Interest payable on financial liabilities	(55.1)	(54.1)
Interest and finance charges payable on lease liabilities	(5.9)	(4.8)
Change in fair value of forward points in cross-currency swaps and forward contracts	(0.3)	(0.1)
Finance charges related to committed loan facilities	(3.0)	(5.2)
Finance charges related to discounting of trade receivables	(0.4)	(0.7)
Other finance costs – retirement benefits	(1.2)	(1.5)
	(65.9)	(66.4)

Finance income

	2024	2023
	£m	£m
Interest receivable on financial assets	20.7	16.1
Other finance income – retirement benefits	1.3	2.6
	22.0	18.7

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 185

Notes to the Group Financial Statements

continued

8. Tax expense

Income tax (expense) credit from total operations

	2024	2023
	£m	£m
Consolidated Income Statement
Current income tax
UK corporation tax	–	3.9
Adjustments in respect of previous years	(1.4)	(1.3)
Total UK corporation tax	(1.4)	2.6
Foreign tax	(114.0)	(115.3)
Adjustments in respect of previous years	2.6	1.9
Total current income tax	(112.8)	(110.8)
Deferred income tax
Origination & reversal of temporary differences	12.7	21.1
Adjustment to estimated recoverable deferred tax assets	67.6	0.2
Effect of changes in tax rates	–	(4.1)
Adjustments in respect of previous years	0.8	2.8
Total deferred tax1	81.1	20.0
Total income tax expense in the Consolidated Income Statement	(31.7)	(90.8)
Total income tax expense is attributable to:
Profit from continuing operations	31.7	90.8
	31.7	90.8

1. Includes £64.8m of a deferred tax credit relating to foreign tax (2023: £10.5m credit).

The total income tax expense is disclosed in the Consolidated Income Statement, as follows.

		2024	2023
		£m	£m
Tax (expense) credit	– adjusted results	(118.6)	(110.9)
	– adjusting items	86.9	20.1
Continuing operations income tax expense in the Consolidated Income Statement		(31.7)	(90.8)
Total income tax expense in the Consolidated Income Statement		(31.7)	(90.8)

The tax c redit of £86.9m (2023: £20.1m) which has been recognised in adjusting items

includes £4.2m (2023: £5.6m) in respect of adjusting intangibles amortisation and impairment,

and a credit of £1.3m (2023: £10.1m) which primarily relates to the US asbestos-related

provision. The remaining £ 81.4m (2023: £4.4m) relates to exceptional and other adjusting

items and includes a credit of £68.5m relating to the recognition of US deferred tax assets that

were previously unrecognised and which relate to the disposal of Seaboard International LLC

as part of the Group's divestiture of its Oil & Gas Division in 2021.

The total deferred tax included in the income tax expense is detailed in note 23.

Tax relating to items (charged) credited to equity from continuing operations

	2024	2023
	£m	£m
Consolidated Statement of Comprehensive Income
Deferred tax – origination & reversal of temporary differences	(1.1)	7.5
Deferred tax – effect of change in tax rates	–	(0.4)
Tax (charge) credit on actuarial gains/losses on retirement benefits	(1.1)	7.1
Tax (charge) credit on hedge losses	(0.4)	0.1
Tax (charge) credit in the Consolidated Statement of Comprehensive Income	(1.5)	7.2
Consolidated Statement of Changes in Equity
Deferred tax on share-based payments	0.8	0.1
Tax credit in the Consolidated Statement of Changes in Equity	0.8	0.1

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 186

Notes to the Group Financial Statements

continued

Reconciliation of the total tax charge from total operations

The tax charge ( 2023: charge) in the Consolidated Income Statement for the year is lower

(2023: higher) than the weighted average of standard rates of corporation tax across the

Group of 27.5% (2023: 28.1%). The differences are reconciled below.

		2024	2023
		£m	£m
Profit before tax from continuing operations		347.1	320.7
Loss before tax from discontinued operations		(2.9)	(1.3)
Profit before tax		344.2	319.4
At the weighted average of standard rates of corporation tax across the Group of 27.5% (2023 : 28.1%)		94.7	89.6
Adjustments in respect of previous years	– current tax	(1.2)	(0.6)
	– deferred tax	(0.8)	(2.8)
Joint ventures		(0.5)	(0.6)
Movement in unrecognised deferred tax assets		(67.6)	(0.2)
Overseas tax on unremitted earnings		(0.5)	(1.2)
Income not taxable and expenses not deductible		5.6	5.6
Effect of changes in tax rates		–	4.1
Exceptional and other adjusting items ineligible for tax		2.0	(3.1)
At effective tax rate of 9.2% (2023: 28.5%)		31.7	90.8

Exceptional and other adjusting items ineligible for tax have increased from a reduction of

£3.1m in 2023 to an increase of £2.0m in 2024. This relates to the finalisation of certain tax

indemnities under the sale and purchase agreement for the Oil & Gas Division, which was

disposed of in 2021.

Credit arising from movement in unrecognised deferred tax assets increased from a credit of

£0.2m in 2023 to a credit of £67.6m in 2024. The 2024 movement relates to a debit for non-

recognition of losses in China with a tax value of £0.9m and a credit for recognition of losses in

the US which were previously unrecognised. The losses arose on the disposal of Seaboard

International as part of the Group's divestiture of its Oil & Gas Division in 2021, and have been

recognised in the period following the finalisation of the supporting US tax technical analysis.

The net impact of this recognition is a credit of £68.5m.

The Group’s provision for overseas tax on unremitted earnings increased from a reduction of

£1.2m in 2023 to a reduction of £0.5m in 2024.

Income not taxable and expenses not deductible have remained in line with the £5.6m

increase to tax in 2023. This includes irrecoverable withholding tax on dividends and royalties,

and Research and Development tax credits.

9. Discontinued operations

In the year ended 31 December 2024, a charge of £2.9m (2023: £1.3m) has been recognised

in relation to the finalisation of certain tax indemnities under the sale and purchase agreement

for the Oil & Gas Division, which was disposed of in 2021. Total current year investing cash

outflows from discontinued operations related to the charge in the period are £1.8m (2023:

£0.4m).

For full disclosure of the disposal of the Oil & Gas Division refer to note 8 of the Group's 2021

Annual Report and Financial Statements.

Loss per share

Loss per share from discontinued operations were as follows.

	2024	2023
	pence	pence
Basic	(1.1)	(0.5)
Diluted	(1.1)	(0.5)

The loss per share figures were derived by dividing the net loss attributable to equity holders

of the Company from discontinued operations by the weighted average number of ordinary

shares, for both basic and diluted amounts, shown in note 10.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 187

Notes to the Group Financial Statements

continued

10. Earnings per share

Basic earnings per share amounts are calculated by dividing net profit for the year attributable

to equity holders of the Company by the weighted average number of ordinary shares in

issue after deducting the own shares held by employee share ownership trusts and treasury

shares. Diluted earnings per share is calculated by dividing the net profit attributable to equity

holders of the Company by the weighted average number of ordinary shares outstanding

during the year, adjusted for the effect of dilutive share awards.

The following reflects the earnings used in the calculation of earnings per share.

	2024	2023
	£m	£m
Profit attributable to equity holders of the Company
Total operations1	312.2	227.9
Continuing operations1	315.1	229.2
Continuing operations before adjusting items1	309.3	299.5

The following reflects the share numbers used in the calculation of earnings per share, and the

difference between the weighted average share capital for the purposes of the basic and the

diluted earnings per share calculations.

	2024	2023
	Shares million	Shares million
Weighted average number of ordinary shares for basic earnings per share	257.8	258.4
Effect of dilution: employee share awards	1.7	1.4
Adjusted weighted average number of ordinary shares for diluted earnings per share	259.5	259.8

The profit attributable to equity holders of the Company used in the calculation of both basic

and diluted earnings per share from continuing operations before adjusting items is

calculated as follows.

	2024	2023
	£m	£m
Net profit attributable to equity holders from continuing operations 1	315.1	229.2
Adjusting items net of tax	(5.8)	70.3
Net profit attributable to equity holders from continuing operations before adjusting items	309.3	299.5

	2024	2023
	pence	pence
Basic earnings per share
Total operations1	121.1	88.2
Continuing operations1	122.2	88.7
Continuing operations before adjusting items1	120.0	115.9
Diluted earnings per share
Total operations1	120.3	87.7
Continuing operations1	121.4	88.2
Continuing operations before adjusting items1	119.2	115.3

1. Adjusted for a profit of £ 0.3m (2023: £0.7m) in respect of non-controlling interests for total operations.

There have been 20,768 share awards (2023: nil) vested between the reporting date and the

date of signing of these financial statements. They were settled out of existing shares held in

trust.

Loss per share from discontinued operations is disclosed in note 9.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 188

Notes to the Group Financial Statements

continued

11. Dividends paid & proposed

	2024	2023
	£m	£m
Declared & paid during the year
Equity dividends on ordinary shares
Final dividend for 2023: 20.8p (2022: 19.3p)	53.7	49.9
Interim dividend for 2024: 17.9p (2023: 17.8p)	46.1	46.0
	99.8	95.9
Proposed for approval by Shareholders at the Annual General Meeting
Final dividend for 2024: 22.1p (2023: 20.8p)	56.9	53.6

The current year dividend is in line with the capital allocation policy announced in our 2020

Annual Report and Financial Statements, under which the Group intends to distribute 33% of

adjusted earnings by way of dividend. As a result, dividend cover in 2024 is 3.0 times.

The proposed dividend is based on the number of shares in issue, excluding treasury shares

held, at the date that the financial statements were approved and authorised for issue. The

final dividend may differ due to increases or decreases in the number of shares in issue

between the date of approval of this Annual Report and Financial Statements and the record

date for the final dividend.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 189

Notes to the Group Financial Statements

continued

12. Property, plant & equipment

Property, plant & equipment comprises owned and right-of-use assets that do not meet the definition of investment property.

	Owned land & buildings	Owned plant & equipment	Total owned property, plant & equipment	Right-of-use land & buildings	Right-of-use plant & equipment	Total right-of- use property, plant & equipment	Total property, plant & equipment
	£m	£m	£m	£m	£m	£m	£m
Cost
At 1 January 2023	146.2	577.2	723.4	164.2	33.7	197.9	921.3
Additions	3.1	83.6	86.7	25.8	7.5	33.3	120.0
Disposals	(0.9)	(15.9)	(16.8)	(7.8)	(4.2)	(12.0)	(28.8)
Reclassifications to inventory	–	(0.2)	(0.2)	–	–	–	(0.2)
Reclassifications	5.9	(5.9)	–	(0.1)	0.1	–	–
Reassessments and modifications	–	–	–	3.0	0.5	3.5	3.5
Inflation adjustment	–	2.0	2.0	–	–	–	2.0
Exchange adjustment	(8.1)	(36.1)	(44.2)	(7.7)	(1.7)	(9.4)	(53.6)
At 31 December 2023	146.2	604.7	750.9	177.4	35.9	213.3	964.2
Additions	5.1	66.9	72.0	28.8	5.9	34.7	106.7
Disposals	(2.2)	(35.9)	(38.1)	(13.5)	(5.1)	(18.6)	(56.7)
Reclassifications to intangible assets (note 13)	–	(0.1)	(0.1)	–	–	–	(0.1)
Reclassifications between owned plant & equipment and right-of-use assets	–	0.9	0.9	–	(0.9)	(0.9)	–
Reclassifications to inventory	–	0.2	0.2	–	–	–	0.2
Reclassifications	28.9	(28.9)	–	2.2	(2.2)	–	–
Reassessments and modifications	–	–	–	0.6	0.2	0.8	0.8
Inflation adjustment	–	1.3	1.3	–	–	–	1.3
Exchange adjustment	(3.8)	(19.7)	(23.5)	(6.5)	(1.3)	(7.8)	(31.3)
At 31 December 2024	174.2	589.4	763.6	189.0	32.5	221.5	985.1

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 190

Notes to the Group Financial Statements

continued

	Owned land & buildings	Owned plant & equipment	Total owned property, plant & equipment	Right-of-use land & buildings	Right-of-use plant & equipment	Total right-of- use property, plant & equipment	Total property, plant & equipment
	£m	£m	£m	£m	£m	£m	£m
Accumulated depreciation & impairment
At 1 January 2023	42.5	325.2	367.7	73.3	18.1	91.4	459.1
Depreciation charge for the year	4.8	35.1	39.9	24.0	7.6	31.6	71.5
Impairment during the year	0.9	0.5	1.4	–	–	–	1.4
Disposals	(0.8)	(14.9)	(15.7)	(7.1)	(4.1)	(11.2)	(26.9)
Reclassifications	(0.1)	0.1	–	–	–	–	–
Reassessments and modifications	–	–	–	(2.3)	(0.3)	(2.6)	(2.6)
Inflation adjustment	–	1.6	1.6	–	–	–	1.6
Exchange adjustment	(2.7)	(23.2)	(25.9)	(3.7)	(0.8)	(4.5)	(30.4)
At 31 December 2023	44.6	324.4	369.0	84.2	20.5	104.7	473.7
Depreciation charge for the year	5.8	40.1	45.9	24.3	7.6	31.9	77.8
Impairment during the year	5.1	2.1	7.2	–	–	–	7.2
Disposals	(1.6)	(32.7)	(34.3)	(12.3)	(5.1)	(17.4)	(51.7)
Reclassifications between owned plant & equipment and right-of-use assets	–	0.9	0.9	–	(0.9)	(0.9)	–
Reclassifications	4.5	(4.5)	–	(0.5)	0.5	–	–
Reassessments and modifications	–	–	–	(3.9)	–	(3.9)	(3.9)
Inflation adjustment	–	1.1	1.1	–	–	–	1.1
Exchange adjustment	(1.3)	(12.0)	(13.3)	(3.4)	(0.9)	(4.3)	(17.6)
At 31 December 2024	57.1	319.4	376.5	88.4	21.7	110.1	486.6
Net book value at 31 December 2022	103.7	252.0	355.7	90.9	15.6	106.5	462.2
Net book value at 31 December 2023	101.6	280.3	381.9	93.2	15.4	108.6	490.5
Net book value at 31 December 2024	117.1	270.0	387.1	100.6	10.8	111.4	498.5

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 191

Notes to the Group Financial Statements

continued

Owned property, plant & equipment

In 2024, an impairment of £7.2m (2023: £1.4m) has been recognised in relation to the capacity

optimisation pillar of Performance Excellence. Impairment in the prior year relates to the

cessation of capital expenditure projects in the United States and Australia totalling £0.9m

and £0.5m respectively.

In 2024, the inflation adjustment recorded was to increase cost by £1.3m (2023: £2.0m) and

increase accumulated depreciation by £1.1m (2023: £1.6m). The inflation adjustments relate

to owned plant and equipment assets located in Argentina, within the Minerals Division.

Inflation adjustments were recorded in accordance with IAS 29 'Financial Reporting in

Hyperinflationary Economies'.

The carrying amount of assets under construction included in plant and equipment is £48.9m

(2023: £64.7m).

Right-of-use assets

The Group leases many assets, including buildings, vehicles, forklifts, photocopiers and

printers, machinery and IT equipment. Building lease terms are negotiated on an individual

basis and contain a wide range of terms from one to 20 years. The average lease term is

approximately five years. Plant and equipment lease terms range from one to 16 years, with

an average lease term of approximately four years. The current and non-current lease

liabilities are disclosed in notes 20 and 30 respectively. The maturity analysis of contractual

undiscounted cash flows is included in note 30. The following table shows the breakdown

of the lease expense between amounts charged to operating profit and amounts charged

to finance costs in the Consolidated Income Statement in the year.

	2024	2023
	£m	£m
Depreciation of right-of-use assets	(31.9)	(31.6)
Expenses relating to short-term leases	(10.9)	(11.3)
Expenses relating to leases of low value assets, excluding short- term leases of low value	(1.9)	(2.3)
Income from sub-leasing right-of-use assets	0.3	0.4
Expenses relating to variable lease payments not included in the measurement of lease liabilities	(1.2)	(1.3)
Charge to operating profit	(45.6)	(46.1)
Finance cost - interest expense related to lease liabilities	(5.9)	(4.8)
Charge to profit before tax from continuing operations	(51.5)	(50.9)

The total cash outflow in the year, which includes right-of-use cash flows and associated

finance costs, as well as cash flows for the above expenses, is £44.5m (2023: £50.7m). Future

cash outflows from leases not yet commenced to which the Group is committed total £56.0m

(2023: £32.8m).

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 192

Notes to the Group Financial Statements

continued

13. Intangible assets

	Goodwill	Brand names	Customer & distributor relationships	Purchased software	Intellectual property & trademarks	Development costs	Other	Total
	£m	£m	£m	£m	£m	£m	£m	£m
Cost
At 1 January 2023	881.5	289.1	193.4	98.5	136.2	49.7	75.0	1,723.4
Additions	–	–	–	6.7	–	0.9	–	7.6
Acquisitions (restated note 2)	6.0	–	–	0.7	–	–	–	6.7
Disposals	–	–	–	(0.8)	–	(0.7)	(0.4)	(1.9)
Inflation adjustment	–	–	–	0.1	–	–	–	0.1
Exchange adjustment	(44.9)	(14.9)	(10.1)	(5.2)	(6.4)	(0.4)	(4.1)	(86.0)
Restated at 31 December 2023	842.6	274.2	183.3	100.0	129.8	49.5	70.5	1,649.9
Additions	–	–	–	3.0	–	2.1	–	5.1
Disposals	–	–	–	(5.0)	(53.3)	(1.1)	(1.9)	(61.3)
Reclassifications from property, plant & equipment (note 12)	–	–	–	0.1	–	–	–	0.1
Reclassifications	–	–	(0.1)	0.1	–	–	–	–
Inflation adjustment	–	–	–	0.1	–	–	–	0.1
Exchange adjustment	(2.1)	4.6	1.3	(2.6)	(4.7)	(0.5)	1.2	(2.8)
At 31 December 2024	840.5	278.8	184.5	95.7	71.8	50.0	69.8	1,591.1

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 193

Notes to the Group Financial Statements

continued

	Goodwill	Brand names	Customer & distributor relationships	Purchased software	Intellectual property & trademarks	Development costs	Other	Total
	£m	£m	£m	£m	£m	£m	£m	£m
Accumulated amortisation & impairment
At 1 January 2023	3.4	0.3	90.9	60.3	79.1	40.7	38.8	313.5
Charge for the year	–	0.2	6.1	10.3	12.9	1.8	6.4	37.7
Disposals	–	–	–	(0.7)	–	(0.7)	(0.2)	(1.6)
Inflation adjustment	–	–	–	0.1	–	–	–	0.1
Exchange adjustment	(0.3)	–	(5.0)	(3.2)	(4.6)	(0.3)	(2.4)	(15.8)
At 31 December 2023	3.1	0.5	92.0	66.8	87.4	41.5	42.6	333.9
Charge for the year	–	0.2	5.5	10.6	8.8	1.4	6.2	32.7
Impairment during the year	–	18.6	–	–	–	–	–	18.6
Disposals	–	–	–	(4.9)	(53.3)	(1.1)	(1.9)	(61.2)
Reclassifications	–	–	(0.1)	0.1	–	–	–	–
Inflation adjustment	–	–	–	0.1	–	–	–	0.1
Exchange adjustment	0.1	0.4	(0.1)	(2.9)	(1.4)	(0.2)	0.8	(3.3)
At 31 December 2024	3.2	19.7	97.3	69.8	41.5	41.6	47.7	320.8
Net book value at 31 December 2022	878.1	288.8	102.5	38.2	57.1	9.0	36.2	1,409.9
Net book value at 31 December 2023 (restated note 2)	839.5	273.7	91.3	33.2	42.4	8.0	27.9	1,316.0
Net book value at 31 December 2024	837.3	259.1	87.2	25.9	30.3	8.4	22.1	1,270.3

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 194

Notes to the Group Financial Statements

continued

Acquisitions in the prior year of £6.7m relate to the acquisition of Sentiantechnologies AB

(SentianAI), which was acquired on 21 November 2023.

In 2024 , the inflation adjustment recorded was to increase cost by £0.1 m (2023: £0.1m) and

increase accumulated amortisation by £ 0.1m (2023: £0.1m). The inflation adjustments related

to purchased software assets located in Argentina, within the Minerals Division. Inflation

adjustments were recorded in accordance with IAS 29 'Financial Reporting in Hyperinflationary

Economies'.

The carrying amount of assets under construction included in intangible assets is £2.1m

(2023: £3.9 m).

Brand names, with the exception of the Motion Metrics™ brand name, have been assigned

an indefinite useful life and as such are not amortised, but are tested annually for impairment,

as detailed in note 15. A decision was taken in the year to rebrand certain products within

the Minerals Division and this has resulted in the write down of the Trio brand name to £nil.

An exceptional impairment loss of £18.6m has been recognised in the year (note 6).

At 31 December 2024 the carrying value of brand names with an indefinite life was £256.6m

(2023: £270.8m). The Motion Metrics™ brand name has an expected useful life of 15 years

and is being amortised over this period.

Brand names includes ESCO™, Linatex® and Warman®, all of which are considered to be leaders

in their respective markets. The allocation of significant brand names is as follows.

	Brand names
	2024	2023
	£m	£m
ESCO	136.2	133.6
Warman	66.3	65.0
Linatex	45.5	44.7
Trio	–	18.6
Other1	11.1	11.8
	259.1	273.7

1.Included within 'Other' is the Motion Metrics® brand name, which has a carrying value of £2.5m at 31 December 2024 (2023:

£2.9m), and is being amortised over an expected remaining useful life of 12 years (2023: 13 years).

The allocation of customer and distributor relationships, and the amortisation period of these assets is as

follows.

	Remaining amortisation period		Customer & distributor relationships
	2024	2023	2024	2023
	Years	Years	£m	£m
ESCO	21-24	22-25	84.6	87.0
Carriere Industrial Supply	12	13	2.3	2.6
Trio	–	1	–	0.8
Other	Up to 1	Up to 2	0.3	0.9
			87.2	91.3

14. Business combinations

Prior year business combinations

Sentiantechnologies AB

On 21 November 2023, the Group completed the acquisition of 100% of the voting rights of

Sentiantechnologies AB (SentianAI) for an enterprise value of SEK87.3m (£6.7m). SentianAI is a

Swedish-based developer of innovative cloud-based Artificial Intelligence (AI) solutions for the

mining industry. The acquisition has joined the Minerals Division and SentianAI's technology will

integrate with Minerals' existing product lines, and expand the Division's digital capabilities.

Initial consideration of £6.1m was paid on completion, with a further deferred consideration of

£0.6m recognised, payable 15 months after the date of acquisition.

The provisional fair values of the opening balance sheet acquired were finalised in November

2024, following a review over a 12 month period since the date of acquisition as permitted by

IFRS 3 ‘Business combinations’. A £0.1m adjustment was made to intangible assets with a

reallocation between purchased software and goodwill. The final acquisition balance sheet

consisted of intangible assets £0.7m, trade & other receivables £0.2m, cash & cash equivalents

£0.2m, trade & other payables £0.2m and external debt £0.2m, with resulting goodwill arising

on consolidation of £6.0m.

Carriere Industrial Supply Limited

On 8 April 2022, the Group completed the acquisition of 100% of the voting rights of Carriere

Industrial Supply Limited (CIS) for an enterprise value of CAD$32.5m (£20.2m). Initial

consideration of £16.2m was paid on completion, with a further deferred consideration of

£2.5m recognised reflecting indemnification and working capital hold backs to be paid in

instalments. The Group settled the final tranche of this deferred consideration during 2024.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 195

Notes to the Group Financial Statements

continued

Contingent consideration

SentianAI

Included in the sale and purchase agreement of SentianAI, a maximum of an additional

SEK23.7m (£1.7m) is payable by the Group contingent on SentianAI exceeding specific

revenue and EBITDA margin targets over the next two years and meeting non-financial targets

by the end of 2026. The entry point for any contingent payment would require significant

growth in terms of revenue and EBITDA margin by 2026. While the Group expects SentianAI to

grow as it leverages the benefits of being partnered with Minerals, and the opportunities

within ESCO, the entry targets are considered challenging. At present, the probability of

SentianAI exceeding the revenue and EBITDA margin targets in order to trigger a contingent

payment is considered uncertain, in part due to the relative infancy of the business. As a result,

no contingent consideration has been recorded at the balance sheet date in both the current

and prior periods. This will be reassessed in future periods as the business develops.

Motion Metrics

The Group completed the acquisition of 100% of the voting rights of Motion Metrics on 30

November 2021. As part of the purchase agreement a maximum of an additional CAD$100.0m

(£55.5m) was payable by the Group contingent on Motion Metrics exceeding specific revenue

and EBITDA targets over the first three years following acquisition. The required targets were

not met and, as a result, no additional consideration has been paid.

15. Impairment testing of goodwill & intangible assets with indefinite lives

Goodwill acquired through business combinations and intangible assets with indefinite lives

have been allocate d at acquisition to Cash Generating Units (CGUs) that are expected to

benefit from the business combination. The Group tests goodwill and intangible assets (brand

names) with indefinite lives annually for impairment, or more frequently if there are indications

that these might be impaired.

The carrying amounts of goodwill and intangible assets with indefinite lives have been

allocated as per the table below.

	Goodwill	Intangibles	Goodwill	Intangibles
			Restated (note 2)
	2024	2024	2023	2023
	£m	£m	£m	£m
Minerals	371.4	120.4	377.8	137.2
ESCO	465.9	136.2	461.7	133.6
Total Group	837.3	256.6	839.5	270.8

Description of CGUs

A description of each of the CGUs is provided below, along with a summary of the key drivers

of revenue growth and operating profit margin.

Minerals

Minerals includes the Weir Warman and Weir Linatex brands. Weir Minerals companies supply

pumps and associated equipment and services to all global mining markets. The key drivers

for revenues are: (i) levels of mining capital expenditure that drives demand for original

equipment; and (ii) levels of actual mining activity that drives demand for spare parts and

service. Independent forecasts of mining capital expenditure and activity have been used to

derive revenue growth assumptions. These independent forecasts were prepared during the

final quarter of 2024.

The goodwill and intangible assets arising from the acquisition of Sentiantechnologies AB

(SentianAI) in the prior year have been included within the Minerals CGU. At 31 December

2024, the purchase price is considered to reflect the fair value of the assets and therefore

the addition to the Minerals CGU is considered to have a neutral impact on the

impairment analysis.

ESCO

ESCO includes the ESCO and Bucyrus Blades brands. This CGU is a supplier of Ground

Engaging Tools (GET) and associated equipment and services to the mining and infrastructure

industries. The key drivers for revenues are: (i) levels of mining and infrastructure capital

expenditure that drives demand for original equipment; and (ii) levels of actual mining and

infrastructure activity that drives demand for spare parts and service. Independent forecasts

of expenditure in these sectors have been used to derive revenue growth assumptions.

These independent forecasts were prepared during the final quarter of 2024.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 196

Notes to the Group Financial Statements

continued

Impairment testing assumptions

Impairment testing requires an estimate of the value in use of the CGUs to which the goodwill

and intangible assets are allocated. To estimate the value in use, the Group estimates the

expected future cash flows from the CGU and discounts them to their present value at a

determined discount rate, which is appropriate for the geographic location of the CGU.

Forecasting expected cash flows and selecting an appropriate discount rate inherently

requires estimation. The forecasts reflect latest strategic plans, for each of the CGUs, covering

a period of five years, with cash flows beyond five years extrapolated using an estimated

growth rate. The strategic plans incorporate initial plans for achieving the Group’s long-term

sustainability goals, which are described more fully in the Strategic report.

The basis of the impairment tests for the two CGUs, including key assumptions, are set out in

the table below.

CGU	Basis of valuation	Period of forecast	Discount rate1	Real growth2	Key assumptions3	Source
Minerals	Value in use	5 years	12.8% (2023: 12.2%)	0.0% (2023: 0.0%)	Revenue growth/ Adjusted operating profit margins	External forecast Historic experience
ESCO	Value in use	5 years	13.2% (2023: 13.7%)	0.0% (2023: 0.0%)	Revenue growth/ Adjusted operating profit margins	External forecast Historic experience

1.Discount rate

The pre-tax nominal weighted average cost of capital (WACC) is the basis for the discount rate, with adjustments made for

geographic risk. The WACC is the weighted average of the pre-tax cost of debt financing and the pre-tax cost of equity finance.

The discount rate has increased in Minerals, due to changes in country mix with mining asset betas remaining stable, and ESCO

has decreased also due to changes in country mix.

2.Real growth

For both CGUs the real growth beyond the five-year forecast period typically reflects external International Monetary Fund

(IMF) forecast growth rates for the countries in which the CGU operates. While short-term inflation rates have eased in the

last 12 months, for modelling purposes we have continued to restrict the real growth to 0.0% in both CGUs to compensate

for current volatility in rates. We do not believe this reflects our outlook on real growth given the global nature of these

businesses, the long-term growth prospects in their end-markets and the fact that they sell a significant proportion of their

products to emerging markets which also have strong long-term growth prospects.

3.Adjusted operating profit margins

Adjusted operating profit margins have been forecast based on historic levels taking cognisance of the likely impact of

changing economic environments and competitive landscapes on volumes and revenues, and the impact of associated

management actions.

Impairment testing and sensitivity analysis

The Directors consider that the assumptions made represent their best estimate of the future

cash flows generated by the CGU, and that the discount rate used is appropriate given the

risks associated with the specific cash flows. The resulting value in use model for the Minerals

and ESCO CGUs show significant headroom above carrying value.

While cash flow projections are subject to inherent uncertainty, sensitivity analysis has been

performed for these CGUs, the results of which shows there is no reasonably possible change

in key assumptions that would cause the carrying value amounts to exceed recoverable

amounts. A 1% increase in the pre-tax discount rate and 1% decrease in growth rate for each

CGU, also indicated significant headroom on the carrying value of the assets.

Additionally, the Directors have considered scenarios consistent with meeting the Paris goals

of limiting the global temperature increase to well below 2°C, which the Directors consider to

be a reasonably possible outcome. In these scenarios, assumptions have been made over the

price and production volumes of certain commodities, that are key to end customers, with

several of these commodities being vital globally in achieving the Paris goals. Under the

scenarios considered by the Directors, there are no indicators of impairment in relation to

either CGU.

16. Investments in joint ventures

At the year end, the Group held an investment in one joint venture, ESCO Elecmetal

Fundición Limitada.

	£m
At 1 January 2023	15.1
Share of results	2.5
Share of dividends	(4.1)
Exchange adjustment	(1.3)
At 31 December 2023	12.2
Share of results	1.9
Exchange adjustment	(1.3)
At 31 December 2024	12.8

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 197

Notes to the Group Financial Statements

continued

The balance sheet of the Group's joint venture is detailed below.

		Restated (note 2)
	2024	2023
	£m	£m
Current assets	15.1	16.2
Non-current assets	25.3	29.2
Current liabilities	(6.9)	(8.8)
Non-current liabilities	(2.3)	(5.8)
Net assets	31.2	30.8

The revenue and profit of the Group's joint venture is included below.

		Restated (note 2)
	2024	2023
	£m	£m
Revenue	26.6	31.2
Cost of sales	(21.7)	(25.2)
Income tax expense	(1.0)	(1.2)
Interest	(0.1)	0.1
Profit after tax	3.8	5.0

The Group’s investment in the joint venture is included in the list of subsidiaries on pages 239

to 245 .

17. Inventories

	2024	2023
	£m	£m
Raw materials	32.2	38.8
Work in progress	59.2	61.9
Finished goods	488.7	507.4
	580.1	608.1

In 2024, the cost of inventories recognised as an expense within cost of sales amounted to

£ 1,485.2 m (2023 : £1,641.1m). In 2024 , the write down of inventories to net realisable value

amounted to £10.9m (2023: £5.5 m), of which £nil (2023: £2.0m) was recognised as an

exceptional item (note 6). The reversal of previous write downs amounted to £ 7.1m (2023 :

£9.7m), of which £nil (2023 : £7.2m) was recognised as an exceptional item (note 6).

18. Trade & other receivables

Other receivables presented as non-current on the face of the Consolidated Balance Sheet of £ 44.3m

( 2023: £53.8m) are primarily in respect of insurance contracts and Trust Owned Life Insurance policy

investments of £42.7 m ( 2023: £42.6m) that provide a form of security for certain unfunded employee

benefit plans operated by ESCO. There were no non-current other receivables for insurance

contracts relating to asbestos-related claims in the US for 2024 (2023: £5.4m).

Current trade and other receivables are analysed in the following table.

	2024	2023
	£m	£m
Trade receivables	416.4	412.5
Loss allowance	(13.3)	(12.9)
	403.1	399.6
Other debtors	33.7	30.9
Sales tax receivable	29.3	31.5
Prepayments	45.4	33.2
Contract assets	35.2	31.0
	546.7	526.2

The average credit period on sales of goods is 59 days (2023 : 55 days) on a continuing basis.

Other debtors includes £0.3m (2023 : £0.4m) in respect of amounts due from joint ventures,

and £4.1m (2023: £9.5m) in respect of insurance contracts relating to asbestos-related claims

(note 22).

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 198

Notes to the Group Financial Statements

continued

Impairment of trade & other receivables

The Group has two types of financial assets that are subject to the IFRS 9 'Financial instruments'

expected credit loss model:

– trade receivables for sales of products and services; and

– contract assets.

The Group applies the IFRS 9 simplified approach to measuring expected credit losses, which

uses a lifetime expected loss allowance for all trade receivables and contract assets. To

measure the expected credit losses, trade receivables and contract assets have been

grouped based on shared credit risk characteristics.

The contract assets relate to unbilled work in progress and have substantially the same risk

characteristics as the trade receivables for the same types of contracts. Due to the way in

which these contracts are managed, expected credit loss if recognised is included within the

loss allowance for trade receivables.

Due to the diverse end-markets and customer geographies within the Group, the

methodology applied to arrive at the expected loss rate is dictated by local circumstances.

For short-term trade receivables, historical loss rates might be an appropriate basis for the

estimate of expected future losses. They are then adjusted to reflect current and forward-

looking information on macroeconomic factors affecting the ability of the customers to settle

the receivables. As such, one methodology applied is the use of a provision matrix, where

different loss rates are applied depending on the number of days that a trade receivable is

past due. Alternatively, the expected credit loss is calculated on an individual customer basis

based on historical loss data for that customer, their receivables ageing, and any other

knowledge of the customer’s current and forecast financial position.

Trade receivables and contract assets are written off when there is no reasonable expectation

of recovery.

Impairment losses on trade receivables and contract assets are presented as net impairment

losses within operating profit (note 5). Subsequent recoveries of amounts previously written

off are credited against the same line item.

The gross carrying amount of trade receivables, for which the loss allowance is measured at

an amount equal to the lifetime expected credit losses under the simplified method, is

analysed as follows.

Analysis of gross carrying amount of trade receivables by days past due

	2024	2023
	£m	£m
Not past due	304.5	282.2
Up to 3 months past due	61.7	75.5
Between 3 & 6 months past due	16.8	16.9
More than 6 months past due	33.4	37.9
	416.4	412.5

Reconciliation of opening to closing loss allowance for trade receivables

	2024	2023
	£m	£m
Balance at the beginning of the year	(12.9)	(26.9)
Impairment losses recognised on receivables	(4.0)	(6.4)
Amounts written off as uncollectable	0.5	12.6
Amounts recovered during the year	0.2	4.0
Impairment losses reversed	2.8	3.0
Exchange adjustment	0.1	0.8
Balance at the end of the year	(13.3)	(12.9)

Amounts recovered during the year includes an amount of £0.3m (2023: £3.9m) recognised as

an exceptional item. There were no impairment losses recognised on receivables reported as

an exceptional item in 2024 (2023: £1.9m).

The Group has recognised the following assets in relation to contracts with customers.

	2024	2023
	£m	£m
Construction contract assets	6.0	6.8
Accrued income	29.2	24.2
Total contract assets	35.2	31.0

The decrease in construction contract assets relates to a combination of the mix of contracts,

and the timing of billing partially offset by new contracts entered into in 2024.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 199

Notes to the Group Financial Statements

continued

19. Cash & short-term deposits

	2024	2023
	£m	£m
Cash at bank & in hand	528.1	654.4
Short-term deposits	28.3	52.8
	556.4	707.2
For the purposes of the Consolidated Cash Flow Statement, cash & cash equivalents comprise the following:
Cash & short-term deposits	556.4	707.2
Bank overdrafts (note 20 )	(29.5)	(259.8)
	526.9	447.4

Cash at bank and in hand earns interest at floating-rates based on daily bank deposit rates.

Short-term deposits are made for varying periods of between one day and three months,

depending on the immediate cash requirements of the Group and earns interest at the

respective short-term deposit rates.

The Group operates a notional cash pooling arrangement in which individual balances are not

offset for reporting purposes as the Group does not intend to settle on a net basis. Cash and

short-term deposits at 31 December 2024 includes £29.5m ( 2023: £256.0m) that is part of this

arrangement and both cash and interest-bearing loans and borrowings are grossed up by

this amount.

20. Interest-bearing loans & borrowings

	2024	2023
	£m	£m
Current
Bank overdrafts	29.5	259.8
Lease liabilities	25.7	26.4
	55.2	286.2
Non-current
Bank loans1	(2.1)	97.7
Fixed-rate notes	936.6	922.3
Lease liabilities	101.3	91.1
	1,035.8	1,111.1
1. 2024 balance relates to unamortised issue costs.

The Group operates a notional cash pooling arrangement in which individual balances are not

offset for reporting purposes as the Group does not intend to settle on a net basis. Cash and

short-term deposits at 31 December 2024 includes £29.5m ( 2023 : £256.0m) that is part of this

arrangement and both cash and interest-bearing loans and borrowings are grossed up by

this amount.

	Weighted average interest rate
			2024	2023	2024	2023
Bank loans	Maturity	Interest basis	%	%	£m	£m
Sterling floating-rate revolving credit facility	2029	£ SONIA	–	5.84	(2.1)	97.7
Non-current bank loans					(2.1)	97.7

The weighted average interest rates include an applicable margin over and above the interest

basis.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 200

Notes to the Group Financial Statements

continued

	Fixed interest rate
			2024	2023	2024	2023
Fixed-rate notes	Maturity	Interest basis	%	%	£m	£m
United States Dollar Sustainability-Linked Notes	2026	FIXED	2.20	2.20	637.6	624.4
Sterling Sustainability- Linked Notes	2028	FIXED	6.88	6.88	298.4	297.9
Other loans	2027	FIXED	5.00	–	0.6	–
Non-current fixed-rate notes					936.6	922.3

The disclosures above represent the interest profile and currency profile of financial liabilities before

the impact of derivative financial instruments.

The Group utilises a number of sources of funding including Sustainability-Linked Notes, revolving

credit facility, term loan and uncommitted facilities.

In June 2023, the Group completed the issue of £300m five-year Sustainability-Linked Notes due to

mature in June 2028. The notes include a Sustainability Performance Target (SPT) to reduce scope

1&2 CO2 emissions by 19.1% in absolute terms by 2026 from a 2019 baseline, consistent with the

Group’s SBTi approved target of 30% reduction by the end of 2030. The notes will initially bear

interest at a rate of 6.875% per annum to be paid annually in June. The interest on the notes will be

linked to achievement of the SPT with an interest rate increase of 0.75% to 7.625% per annum for the

last interest payment due on 14 June 2028 if the Group does not attain its SPT. These notes are in

addition to the US$800m Sustainability-Linked Notes drawn in May 2021, due to mature in May 2026,

which bear interest at a rate of 2.20% per annum.

In June 2023, the Group reduced its US$1bn commercial paper programme to US$800m and

subsequently in November 2024, the Group chose to withdraw from the programme.

In February 2024, the Group chose to reduce its US$800m multi-currency revolving credit facility

(RCF) by US$200m.

Subsequently, in March 2024, the Group exercised the option to extend its US$600m multi-currency

RCF by one year which will now mature in April 2029.

At 31 December 2024 , £nil (2023: £97.7m) was drawn under the US$600m multi-currency RCF,

which is disclosed net of unamortised issue costs of £2.1m (2023: £2.3m).

At 31 December 2024, a total of £936.0m (2023: £922.3m) was outstanding under Sustainability-

Linked Notes, which is disclosed net of unamortised issue costs of £3.0m (2023: £4.5m).

21. Trade & other payables

	2024	2023
	£m	£m
Current
Trade payables	242.1	260.1
Other creditors	8.2	9.8
Other taxes & social security costs	6.2	11.4
Accruals	226.3	187.7
Deferred consideration payable	0.6	1.0
Contract liabilities	135.3	111.3
	618.7	581.3
Non-current
Deferred consideration payable	–	0.6
	–	0.6

Liabilities under supplier finance arrangements

Trade payables includes balances due to suppliers that have signed up to a supply chain

financing programme, under which all invoices are settled via a partner bank. Supplier finance

arrangements are characterised by one or more finance providers offering to pay amounts

that an entity owes its suppliers and the entity agreeing to pay according to the terms and

conditions of the arrangements at the same date, or a date later than, when suppliers are paid.

These arrangements provide the entity with extended payment terms, or the suppliers with

early payment terms, compared to the related invoice payment due date. The value of the

liability payable by the Group remains unchanged.

Range of payment due dates	2024
Liabilities under supplier finance arrangements	90–120 days after invoice date
Comparable trade payables that are not part of the supplier finance arrangements (same line of business)	0–90 days after invoice date
Carrying amount of liabilities under supplier finance arrangement	£m
Liabilities under supplier finance arrangement	99.6
Of which the supplier has received payment from the finance provider	34.0

There were no material business combinations or foreign exchange differences that would

affect the liabilities under supplier finance arrangements in the period. There were no non

cash transfers from trade payables to liabilities under the supplier finance arrangements.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 201

Notes to the Group Financial Statements

continued

The carrying amounts of liabilities under the supplier finance arrangement are considered to

be reasonable approximations of their fair values, due to their short-term nature.

The Group assesses the arrangement against indicators to assess if debts, which vendors

have sold to the partner bank under the supplier financing scheme, continue to meet the

definition of trade payables or should be classified as borrowings. At 31 December 2024 and

31 December 2023, the payables met the criteria of trade payables and the arrangement had

no impact on the results or the financial position of the Group. The Group presents the cash

outflows to settle the liabilities under supplier finance arrangements as arising from operating

activities in the statement of cash flows.

The Group has recognised the following liabilities in relation to contracts with customers.

	2024	2023
	£m	£m
Construction contract liabilities	14.8	10.7
Deferred income	120.5	100.6
Total contract liabilities	135.3	111.3

The increase in contract liabilities in the year relates to changes in the mix of contracts and

percentage of completion status of individual projects, together with a general increase in

project activity.

Revenue recognised in relation to contract liabilities

The following table shows the revenue recognised in the current reporting period related to

carried forward contract liabilities.

	2024	2023
	£m	£m
Revenue recognised that was included in the contract liability balance at the beginning of the year	68.9	36.0

Transaction price allocated to unsatisfied performance obligations

The transaction price allocated to performance obligations unsatisfied at the year end is £100.5m

(2023: £106.9m). This relates only to performance obligations from contracts with a duration of over

a year as permitted by the practical expedient in paragraph 121 of IFRS 15 'Revenue from contracts

with customers'.

The following table shows when revenue is expected to be recognised for unsatisfied

performance obligations from contracts with a duration of over one year.

	2024	2023
	£m	£m
Less than one year	66.8	75.9
After one year, but not more than five years	3.4	5.0
After five years	30.3	26.0
Total value of performance obligations unsatisfied from contracts with a duration over one year	100.5	106.9

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 202

Notes to the Group Financial Statements

continued

22. Provisions

	Warranties & contract claims	Asbestos- related	Employee- related	Exceptional items	Other	Total
	£m	£m	£m	£m	£m	£m
At 1 January 2024	9.6	78.7	12.1	15.7	12.2	128.3
Additions	8.2	4.1	18.0	30.6	2.8	63.7
Utilised	(4.9)	(11.2)	(13.7)	(28.4)	(3.2)	(61.4)
Unutilised	(1.2)	(1.3)	–	(1.4)	–	(3.9)
Exchange adjustment	(0.4)	1.3	(1.1)	(0.5)	–	(0.7)
At 31 December 2024	11.3	71.6	15.3	16.0	11.8	126.0
Current 2024	11.3	9.8	9.4	16.0	1.8	48.3
Non-current 2024	–	61.8	5.9	–	10.0	77.7
At 31 December 2024	11.3	71.6	15.3	16.0	11.8	126.0
Current 2023	9.6	11.2	8.4	15.7	2.7	47.6
Non-current 2023	–	67.5	3.7	–	9.5	80.7
At 31 December 2023	9.6	78.7	12.1	15.7	12.2	128.3

The impact of discounting is only material for the asbestos-related category of provision, with

higher discount rates at 31 December 2024, resulting in a £1.0m reduction in the provision,

which is reflected as unutilised above.

Warranties & contract claims

Provision has been made in respect of actual warranty claims on goods sold and services

provided, and allowance has been made for potential warranty claims based on past

experience for goods and services sold with a warranty guarantee. At 31 December 2024, the

warranties portion of the provision totalled £8.6 m (2023: £7.2m). At 31 December 2024, all of

these costs relate to claims that fall due within one year of the balance sheet date.

Provision has been made in respect of sales contracts entered into for the sale of goods in the

normal course of business where the unavoidable costs of meeting the obligations under the

contracts exceed the economic benefits expected to be received from the contracts and

before allowing for future expected aftermarket revenue streams. Provision is made

immediately when it becomes apparent that expected costs will exceed the expected benefits

of the contract. At 31 December 2024, the contract claims element, which includes onerous

provision, was £2.7m (2023: £2.4m), all of which is expected to be incurred within one year of

the balance sheet date.

Asbestos-related claims

	2024	2023
	£m	£m
US asbestos-related provision – pre-1981 date of first exposure	61.3	67.4
US asbestos-related provision – post-1981 date of first exposure	8.6	8.8
US asbestos-related provision – total	69.9	76.2
UK asbestos-related provision	1.7	2.5
Total asbestos-related provision	71.6	78.7

US asbestos-related provision

A US-based subsidiary of the Group is co-defendant in lawsuits pending in the US in which

plaintiffs are claiming damages arising from alleged exposure to products previously

manufactured that contained asbestos. The dates of alleged exposure currently range from

the 1950s to the 1990s.

The Group has historically held comprehensive insurance cover for cases of this nature and its

subsidiary continues to do so for claims with a date of first exposure (dofe) pre-1981. The

expiration of one of the Group’s insurance policies in 2019 resulted in no further insurance

cover for claims with a post-1981 dofe. All claims are directly administered by National

Coordinating Counsel on behalf of the insurers who also meet associated defence costs. The

insurers, their legal advisers and in-house counsel agree and execute the defence strategy

between them.

A summary of the US subsidiary's asbestos-related claim activity is shown in the table below.

	2024	2023
Number of open claims	Number	Number
Opening	1,788	1,716
New	828	664
Dismissed	(335)	(362)
Settled	(228)	(230)
Closing	2,053	1,788

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 203

Notes to the Group Financial Statements

continued

A review of the US subsidiary's expected liability for US asbestos-related diseases and the

adequacy of the insurance policies to meet future settlement and defence costs was

completed in conjunction with external advisers in 2023 as part of a planned triennial actuarial

review. This review was based on an industry standard epidemiological decay model, and the

subsidiary's claims settlement history. Consistent with recent claims experience, the 2023

review reflected a higher level of claims, particularly relating to the 1970s and 1980s.

The actuarial model incorporates claims, with a dofe pre- and post-1981, primarily relating to

Lung Cancer and Mesothelioma and includes estimates relating to:

– the number of future claims received through to 2064;

– settlement rates by disease type;

– mean settlement values by disease type;

– ratio of defence costs to indemnity value; and

– the profile of associated cash flows through to 2068.

The actuarial model in 2023 provided a range of potential liability based on levels of

probability from 10% to 90%, which, on an undiscounted basis, equates to £89m–£195m. The

mean actuarial estimate of £142m represents the expected undiscounted value over the

range of reasonably possible outcomes. The provision in the financial statements is based on

the mean actuarial estimate, which is then adjusted each year to reflect expected settlements

in the model, discounting and restricting the timescale over which a liability can be reliably

measured to ten years plus cash flows over a further six years.

	2024	2023
Period of future claims provided	10 Years	10 Years
Discount rate	5.3%	4.7%

The period over which the provision can be reliably estimated is judged to be ten years, plus

cash flows for a further six years, due to the inherent uncertainty, resulting from the changing

nature of the US litigation environment detailed below, and cognisant of the broad range of

probability levels included within the actuarial model. While claims may extend past ten years

and may result in a further outflow of economic benefits, the Directors do not believe any

obligation that may arise beyond ten years can be reliably measured at this time. The effect of

extending the claims period by a further ten years is included in the sensitivities below. The

discount rate is set based on the corporate bond yield available at the balance sheet date

denominated in the same currency, and with a term broadly consistent to that of the liabilities

being provided for, with sensitivities to the discount rate also included below.

In 2023, confirmation was also received from external advisers of the insurance asset available,

which includes the estimated defence costs that would be met by the insurer. An update to

the insurance asset is obtained annually and totals £4.1m at 31 December 2024 (2023:

£14.9m). Based on the profile of the claims in the actuarial model, external advisers expect the

insurance cover and associated limits currently in place to become fully exhausted in the first

half of 2025. No cash flows to or from the US subsidiary, related to claims with an exposure

date pre-1981, are expected until the exhaustion of the insurance asset. Claims with an

exposure date post-1981 are estimated to incur cash outflows of less than £0.8m per annum

and are not insured currently or in the future.

The table below represents the Directors’ best estimate of the future liability and

corresponding insurance asset.

	2024	2023
US asbestos-related provision	£m	£m
Gross provision	96.8	101.5
Effect of discounting	(26.9)	(25.3)
Discounted US asbestos-related provision	69.9	76.2
Insurance asset	4.1	14.9
Net US asbestos-related liability	65.8	61.3

The net provision and insurance asset are presented in the financial statements as follows.

	2024	2023
	£m	£m
Provisions – current	9.3	10.3
Provisions – non-current	60.6	65.9
Trade & other receivables	4.1	9.5
Non-current other receivables	–	5.4

There remains inherent uncertainty associated with estimating future costs in respect of

asbestos-related diseases. Actuarial estimates of future indemnity and defence costs

associated with asbestos-related diseases are subject to significantly greater uncertainty than

actuarial estimates for other types of exposures. This uncertainty results from factors that are

unique to the asbestos claims litigation and settlement process including but not limited to:

– the possibility of future state or federal legislation applying to claims for asbestos-related

diseases;

– the ability of the plaintiff’s bar to develop and sustain new legal theory and/or develop new

populations of claimants;

– changes in focus of the plaintiff’s bar;

– changes in defence strategy; and

– changes in the financial condition of other co-defendants in suits naming the US subsidiary.

As a result, there can be no guarantee that the assumptions used to estimate the provision will

result in an accurate prediction of the actual costs that may be incurred.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 204

Notes to the Group Financial Statements

continued

Since the previous triennial update completed in 2023, the US subsidiary has experienced a

higher number of claims received than modelled across both disease types. Historic

settlement rates are lower than modelled. Settlements largely occur within four years of a

claim being received. Average settlement values have been lower than modelled in 2024 for

both Mesothelioma and Lung Cancer cases.

As noted above, there are a number of uncertain factors involved in the estimation of the

provision and variations in case numbers and settlements are to be expected from period-to-

period. The trends witnessed in our recent claims experience have been reflected in the 2023

triennial actuarial review and provided the basis for the provision recognised at 31 December

2024.

Uncertainty regarding the timing and extent of variations year to year and whether they are

short or long-term in nature, mean it is not considered possible to provide reasonably

probable scenarios. The impact on the provision of incremental changes in key assumptions is

provided below for guidance.

	2024
Estimated impact on the discounted US asbestos-related provision of:	£m
Increasing the number of projected future settled claims by 20%	13.1
Increasing the estimated settlement value by 10%	6.6
Increasing the basis of provision by ten years	8.3
Decreasing the discount rate by 50bps	2.0

Application of these sensitivities, on an individual basis, would not lead to a material change in

the provision.

The Group’s US subsidiary has been effective in managing the asbestos litigation, in part,

because it has access to historical project documents and other business records going back

more than 50 years, allowing it to defend itself by determining if legacy products were present

at the location of the alleged asbestos exposure and, if so, the timing and extent of their

presence. In addition, the US subsidiary has consistently and vigorously defended claims that

are without merit.

UK asbestos-related provision

In the UK, there are outstanding asbestos-related claims that are not the subject of insurance

cover. The extent of the UK asbestos exposure involves a series of legacy employer’s liability

claims that all relate to former UK operations and employment periods in the 1950s to 1970s.

In 1989, the Group’s employer’s liability insurer (Chester Street Employers Association Ltd) was

placed into run-off, which effectively generated an uninsured liability exposure for all future

long-tail disease claims with an exposure period pre-dating 1 January 1972. All claims with a

disease exposure post 1 January 1972 are fully compensated via the government-established

Financial Services Compensation Scheme. Any settlement to a former employee whose

service period straddles 1972 is calculated on a pro rata basis. The Group provides for these

claims based on management’s best estimate of the likely costs given past experience of the

volume and cost of similar claims brought against the Group.

The UK provision was reviewed and adjusted accordingly for claims experience in the year,

resulting in a provision of £1.7m (2023: £2.5m).

Employee-related

Employee-related provisions arise from legal obligations in a number of territories in which the

Group operates, the majority of which relate to compensation associated with periods of

service. A large proportion of the provision is for long service leave. The outflow is generally

dependent upon the timing of employees’ period of leave with the calculation of the majority

of the provision being based on criteria determined by the various jurisdictions.

Exceptional items

The exceptional items provision relates to certain exceptional charges included within note 6

where the cost is based on a reliable estimate of the obligation.

The opening balance of £15.7m includes £1.3m related to Russia, and £14.2m in relation to the

Performance Excellence programme, of which £7.1m relates to capacity optimisation costs

and £7.1m relates to functional transformation. Also included in the opening balance are

smaller balances of £0.2m.

Additions in the year of £30.6m includes £30.0m in relation to the Performance Excellence

programme. The remaining additions of £0.6m include amounts relating to legacy legal costs

and acquisition and integration costs. Performance Excellence costs of £27.9m have been

settled in the year.

The closing balance of £16.0m includes £14.4m in relation to the Performance Excellence

programme, of which £8.3m relates to capacity optimisation and lean processes costs and

£6.1m to functional transformation. Also included in the closing balance are £1.1m relating to

Russia and £0.5m of smaller balances mainly relating to legacy legal claims.

Other

Other provisions include environmental obligations, penalties, duties due, legal claims and

other exposures across the Group. These balances typically include estimates based on

multiple sources of information and reports from third-party advisers. The timing of outflows is

difficult to predict as many of them will ultimately rely on legal resolutions and the expected

conclusion is based on information currently available. Where certain outcomes are unknown,

a range of possible scenarios is calculated, with the most likely being reflected in the provision.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 205

Notes to the Group Financial Statements

continued

23. Deferred tax

	2024	2023
	£m	£m
Deferred income tax assets
Post-employment benefits	10.1	10.6
Decelerated depreciation for tax purposes	19.2	16.7
Intangible assets	12.1	13.9
Untaxed reserves	246.1	180.6
Offset against liabilities	(94.8)	(110.5)
Deferred income tax assets	192.7	111.3
Deferred income tax liabilities
Accelerated depreciation for tax purposes	(19.6)	(18.3)
Overseas tax on unremitted earnings	(2.6)	(3.3)
Intangible assets	(104.3)	(117.8)
Other temporary differences	(3.4)	(6.5)
Post-employment benefits	(12.7)	(11.5)
Offset against assets	94.8	110.5
Deferred income tax liabilities	(47.8)	(46.9)
Net deferred income tax asset	144.9	64.4

The movement in deferred income tax assets and liabilities during the year was as follows.

	Post- employment benefits	Accelerated depreciation for tax purposes	Overseas tax on unremitted earnings	Intangible assets	Untaxed reserves, tax losses & other temporary differences	Total
	£m	£m	£m	£m	£m	£m
At 1 January 2023	(4.2)	(4.9)	(6.7)	(137.5)	194.4	41.1
(Charged) credited to the Consolidated Income Statement (note 8)	(3.4)	3.2	2.9	27.9	(10.6)	20.0
Credited to equity (note 8)	7.1	–	–	–	0.1	7.2
Exchange adjustment	(0.4)	0.1	0.5	5.7	(9.8)	(3.9)
At 31 December 2023	(0.9)	(1.6)	(3.3)	(103.9)	174.1	64.4
(Charged) credited to the Consolidated Income Statement (note 8)	(0.7)	1.2	0.5	11.8	68.3	81.1
(Charged) credited to equity (note 8)	(1.1)	–	–	–	0.8	(0.3)
Exchange adjustment	0.1	–	0.2	(0.1)	(0.5)	(0.3)
At 31 December 2024	(2.6)	(0.4)	(2.6)	(92.2)	242.7	144.9

Untaxed reserves primarily relate to accruals and provisions for liabilities where the tax

allowance is deferred until the cash expense occurs, and to temporarily disallowable

inventory/receivable provisions. Included in this balance is a deferred tax asset in relation to

tax losses of £78.6m (2023: £22.7m). This includes £53.2m (2023: £1.8m) relating to US Federal

and State tax losses and £20.2m (2023: £9.7m) relating to UK tax losses. The increase in the US

Federal and State tax losses relates to losses arising on the disposal of Seaboard International

as part of the Group's divestiture of its Oil & Gas Division in 2021. These losses have not been

recognised in previous periods while the group sought to gather the necessary historic data

to support the claim and associated tax technical analysis. Recognition in 2024 was

determined as appropriate on the basis of concluding the underlying US tax analysis and

supporting modelling of US taxable profits. A critical judgement in finalising the tax technical

analysis was the conclusion that the available historical tax data required for the analysis was

sufficient, and that the absence of further historical data which, having exhausted all

reasonable avenues to obtain it, remains unavailable for certain periods prior to the Group’s

ownership of Seaboard would not impact adversely on the validity of the claim. Accordingly,

the technical analysis was concluded on a more likely than not basis and the associated DTA

attributes were recognised. The increase in UK tax losses relates to prior period adjustments

and further losses generated in the current year.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 206

Notes to the Group Financial Statements

continued

Deferred tax assets of £20.2m (2023: £3.2m) have been recognised in respect of entities which

have suffered a tax loss in either the current or preceding period. Deferred tax assets have

been recognised in these territories on the basis of forecast future profitability. Of the

recognised deferred tax assets, £42.9m (2023: £nil) of US net operating losses have no time

expiry, £3.8m (2023: £19.4m) of US foreign tax credits have a ten-year time expiry with the

earliest expiration date being 2027, £10.4m (2023: £10.6m) of US research and development

tax credits have a 20-year time expiry with the earliest expiration date being 2038, and £10.2m

(2023: £2.8m) of US State attributes have varying expiries, between 2025 and 2040.

Deferred tax assets of £43.5m (2023: £37.6m) have been recognised in relation to deferred

deductions for intra-group interest in the US group.

Deferred tax asset balances for unused tax losses of £31.3m (2023: £22.9m) have not been

recognised on the grounds that there is insufficient evidence that these assets will be

recoverable. Composition of these unrecognised assets as at 31 December 2024 are set out

below.

Unrecognised tax attributes	2024 Gross closing balance	2024 Net closing balance	2023 Net closing balance
Jurisdiction	£m	£m	£m
Africa	0.9	0.2	0.2
Australia	1.6	0.5	0.5
Chile	2.1	0.6	0.6
China	26.0	6.5	8.3
Malaysia	1.2	0.3	0.3
Sweden	2.4	0.5	0.6
United Kingdom	2.4	0.6	0.6
United States	97.0	20.4	10.1
Other	7.4	1.7	1.7
Total	141.0	31.3	22.9

Deferred tax asset balances for capital losses amounting to £1.7m (2023: £1.7m) have not

been recognised, but would be available in the event of future taxable capital gains being

incurred by the Group. Composition of these unrecognised capital losses as at 31 December

2024 are set out in the following table.

Unrecognised capital losses	2024 Gross closing balance	2024 Net closing balance	2023 Net closing balance
Jurisdiction	£m	£m	£m
Australia	4.8	1.4	1.4
United Kingdom	1.2	0.3	0.3
Total	6.0	1.7	1.7

Unrecognised assets will be recovered when future tax charges are sufficient to absorb these

tax benefits.

The net deferred tax asset due after more than one year is £144.9m (2023: £64.4m).

Pillar Two

The Group has adopted the amendments to IAS 12 'Income taxes' for the first time in the current

year. The IASB amends the scope of IAS 12 to clarify that the Standard applies to income taxes

arising from tax law enacted or substantively enacted to implement the Pillar Two model rules

published by the OECD, including tax law that implements qualified domestic minimum top-up

taxes described in those rules.

The amendments introduce a temporary exception to the accounting requirements for

deferred taxes in IAS 12, so that an entity would neither recognise nor disclose information

about deferred tax assets and liabilities related to Pillar Two income taxes. Following the

amendments, the Group is required to disclose that it has applied the exception and to

disclose separately its current tax expense (income) related to Pillar Two income taxes. The

Group has applied the temporary exception issued by the IASB in May 2023 from the

accounting requirements for deferred taxes in IAS 12. Accordingly, the Group neither

recognises nor discloses information about deferred tax assets and liabilities related to Pillar

Two income taxes.

On 20 June 2023, the government of the United Kingdom, where The Weir Group PLC is

incorporated, substantively enacted the Pillar Two income taxes legislation effective from 1

January 2024. Under the legislation, the parent company will be required to pay, in the United

Kingdom, top-up tax on profits of its subsidiaries that are taxed at an effective tax rate of less

than 15%. The Weir Group PLC falls within the scope of Pillar Two legislation, therefore, these

rules applied to the Group from 1 January 2024.

During the year, the Group has analysed its eligibility for the Transitional Country By Country

Reporting Safe Harbours on a jurisdiction by jurisdiction basis, using 2024 data. Based on the

outcome of this analysis, the Group considers the main jurisdiction for which a higher risk of

exposure to Pillar Two may exist is the United States. The Group, therefore, conducted a more

in depth analysis of the application of Pillar Two to the United States, with a particular focus on

the available substance-based concessions, and have concluded that for this specific

jurisdiction, and the wider global group, we do not anticipate that a material Pillar Two top-up

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 207

Notes to the Group Financial Statements

continued

tax is likely to arise in respect of the period ending 31 December 2024, and therefore, no

impact has been incorporated in the tax provision for the year. The Group is aware that the

rules and guidance in relation to Pillar Two continue to evolve and we are working alongside

tax specialists in order to continually assess the impact of the Pillar Two income taxes

legislation on future financial performance. As a result of this changing landscape, there is a

possibility that top-up taxes may arise at some point in the future.

Temporary differences associated with Group investments

A deferred tax liability of £4.1m (2023: £4.6m) has been recognised in respect of taxes on the

unremitted earnings of the South American subsidiaries. As at 31 December 2024, this is the

only recognised deferred tax liability in respect of taxes on unremitted earnings, as the Group

does not foresee a distribution of unremitted earnings from other subsidiaries or joint

ventures which would result in a reversal of deferred tax. The temporary differences associated

with investments in subsidiaries and joint ventures, for which a deferred tax liability has not

been recognised, aggregate to £2,649.5m (2023: £2,608.9m).

There are no income tax consequences attaching to the payment of dividends by the

Company to its shareholders.

UK corporation tax rate changes

An increase in the UK rate from 19% to 25% from April 2023 was substantively enacted as part

of Finance Bill 2021 (on 25 May 2021). As a result, at 31 December 2024, deferred tax balances

have been calculated at 25%.

24. Pensions & other post-employment benefit plans

The Group operates various defined benefit pension plans in the UK and North America. All

defined benefit plans are closed to new members. The most significant defined benefit plan is

the Main funded UK plan.

UK plans

At the balance sheet date, the Group has a funded defined benefit plan - the Main Plan and an

unfunded retirement benefit plan for retired Executive Directors. The Group also operates a

defined contribution plan, the contributions to which are in addition to those set out below,

and are charged directly to the Consolidated Income Statement.

For the defined benefit plans, benefits are related to service and final salary. The Main Plan

closed to future accrual of benefits effective from 30 June 2015.

The weighted average duration of the expected benefit payments from the Main Plan is

around 11 years.

The current funding target for the Main UK Plan is to maintain assets equal to the value of the

accrued benefits. The Main Plan holds three insurance policies which match the liabilities in

respect of a significant proportion of deferred and retired pensioners.

The regulatory framework in the UK requires the pension scheme Trustees and Group to agree

upon the assumptions underlying the funding target, and then to agree upon the necessary

contributions required to recover any deficit at the valuation date. There is a risk to the Group

that adverse experience against these assumptions could lead to a requirement for the Group

to make considerable contributions to recover any deficit. This risk is significantly reduced

through the insurance policies held.

North American plans

The Group also sponsors funded defined benefit pension plans in the US and Canada, and

certain unfunded arrangements (including post-employment healthcare benefits for senior

employees) in the US.

These plans combined make up 22% of the Group’s pension and other post-employment

benefit plan commitments and 18% of the Group’s total associated assets.

The weighted average duration of these plans is around eight years.

Plan risks

The defined benefit plans in the UK and North America expose the Group to a number of risks.

Uncertainty in benefit payments

The value of the Group's liabilities for the defined benefit plans will ultimately depend on the

amount of benefits paid out. This in turn will depend on the level of inflation (for those benefits

that are subject to some form of inflation protection) and how long individuals live. This risk is

significantly reduced through the insurance policies held in the UK.

Volatility in asset values

The Group is exposed to future movements in the values of assets held in the funded defined

benefit plans to meet future uninsured benefit payments.

Uncertainty in cash funding

Movements in the values of the obligations or assets may result in the Group being required

to provide higher levels of cash funding, although changes in the level of cash required can

often be spread over a number of years. This risk is significantly reduced through the

insurance policies held. In addition, the Group is also exposed to adverse changes in pension

regulation.

Exchange rate movements

Movements in exchange rates will affect the value in GBP of the assets and obligations of the

Group’s North American defined benefit plans.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 208

Notes to the Group Financial Statements

continued

Assumptions

The significant actuarial assumptions used for accounting purposes reflect prevailing market

conditions in the UK and North America and are as follows.

	UK pensions		North American pensions & post- retirement healthcare
	2024	2023	2024	2023
Significant actuarial assumptions:
Discount rate (% pa)	5.45	4.50	5.20	4.70
Retail Prices Inflation (RPI) assumption (% pa)	3.20	3.10	n/a	n/a
Post-retirement mortality (life expectancies in years):
Current pensioners at 65 – male	20.5	21.0	20.7	20.6
Current pensioners at 65 – female	22.9	22.9	22.7	22.6
Future pensioners at 65 – male	21.4	22.3	22.2	22.1
Future pensioners at 65 – female	24.0	24.4	24.1	24.0
Other related actuarial assumptions:
Rate of increases for pensions in payment (% pa)
Pre 6 April 2006 service	3.05	3.00	n/a	n/a
Post 5 April 2006 service	2.10	2.10	n/a	n/a
Consumer Prices Inflation (CPI) assumption (% pa)	2.65	2.50	n/a	n/a
Rate of increase in healthcare costs	n/a	n/a	*	**

* Between 5.5% and 12.6% per annum decreasing to 4.5% (Weir)/4.0% (ESCO) per annum and remaining static at that level

from 2035 (Weir)/2042 (ESCO) onwards.

** Between 5.2% and 11.75% per annum decreasing to 4.5% per annum and remaining static at that level from 2033

(Weir)/2037 (ESCO) onwards.

The assumptions used to determine end-of-year benefit obligations are also used to calculate

the following year’s cost. For North America, weighted average assumptions are shown above

where applicable.

The post-retirement mortality assumptions allow for expected increases in longevity. The

‘current’ disclosures above relate to assumptions based on longevity (in years) following

retirement at the balance sheet date, with ‘future’ being that relating to a member retiring in

2045 (in 20 years’ time).

The assets and liabilities of the plans are as follows.

	UK pensions		North American pensions & post-retirement healthcare		Total
	2024	2023	2024	2023	2024	2023
	£m	£m	£m	£m	£m	£m
Plan assets at fair value
Equities (quoted)	–	–	9.1	9.1	9.1	9.1
Corporate bonds (quoted)	36.7	–	63.7	70.1	100.4	70.1
Government bonds (quoted)	106.8	170.8	34.2	38.7	141.0	209.5
Insurance policies (unquoted)	288.5	336.4	–	–	288.5	336.4
Property	–	–	1.9	4.0	1.9	4.0
Private debt (unquoted)	29.8	37.1	–	–	29.8	37.1
Multi Asset Credit Funds (quoted)	42.4	39.7	–	–	42.4	39.7
Cash (quoted)	15.1	8.7	7.3	2.2	22.4	10.9
Fair value of plan assets	519.3	592.7	116.2	124.1	635.5	716.8
Present value of funded obligations	(486.7)	(562.6)	(119.0)	(125.6)	(605.7)	(688.2)
Net asset (liability) for funded obligations	32.6	30.1	(2.8)	(1.5)	29.8	28.6
Present value of unfunded obligations	(0.7)	(0.8)	(19.8)	(23.9)	(20.5)	(24.7)
Effect of asset limit	–	–	–	(1.8)	–	(1.8)
Net asset (liability)	31.9	29.3	(22.6)	(27.2)	9.3	2.1
Plans in surplus	32.6	30.1	–	–	32.6	30.1
Plans in deficit	(0.7)	(0.8)	(22.6)	(27.2)	(23.3)	(28.0)

Of the government bonds held at 31 December 2024, 59% (2023: 75%) are fixed interest

bonds. The pension plans have not directly invested in any of the Group’s own financial

instruments, or in properties or other assets used by the Group.

In the UK, where the majority of the Group's pension assets are held, the investment strategy is

to primarily hold government bonds and corporate bonds to meet the assessed value of the

benefits promised for the non-insured members, along with holding private debt and multi-

asset credit funds. The insured members are backed by the insurance policies held within the

Scheme.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 209

Notes to the Group Financial Statements

continued

The value of the insurance policies is set equal to the estimated IAS 19 liability. The valuation

uses the same methodology as the associated liability based on the census data included in

the most recent triennial valuation, adjusted for movements in actuarial assumptions and

inflation experience. The Private Debt holdings reflect investments by the UK Main Plan. As

these funds are less frequently traded, the value shown reflects the 30 September 2024

valuations, adjusted for capital calls and distributions from this date to 31 December 2024.

The ESCO unfunded arrangements are backed by a grantor trust that contains Trust Owned

Life Insurance (TOLI) policy investments. These investments do not match the obligations of

the corresponding employee benefit plans, they are not used in practice to pay the benefits

as they fall due and they are available to the Group’s creditors in the event of insolvency. This

means the grantor trust does not qualify as a 'plan asset' for the purposes of IAS 19 'Employee

benefits' and is instead treated as a separate Group asset outside of this note. The value of

these assets was estimated at £42.7m as at 31 December 2024 and are recognised in note 18.

The change in the IAS 19 funding position recognised in the Consolidated Balance Sheet is

comprised as follows.

	UK pension		North American pensions & post-retirement healthcare		Total
	2024	2023	2024	2023	2024	2023
	£m	£m	£m	£m	£m	£m
Opening net assets (liabilities)	29.3	50.0	(27.2)	(34.9)	2.1	15.1
Expense credited (charged) to the Consolidated Income Statement	0.9	2.0	(1.8)	(1.8)	(0.9)	0.2
Amount recognised in the Consolidated Statement of Comprehensive Income	1.6	(29.0)	3.3	0.8	4.9	(28.2)
Employer contributions	0.1	6.3	3.4	7.0	3.5	13.3
Exchange adjustment	–	–	(0.3)	1.7	(0.3)	1.7
Closing net assets (liabilities)	31.9	29.3	(22.6)	(27.2)	9.3	2.1

The amounts recognised for the Group in the Consolidated Income Statement and in the

Consolidated Statement of Comprehensive Income for the year are analysed as follows.

	UK pension		North American pensions & post-retirement healthcare		Total
	2024	2023	2024	2023	2024	2023
	£m	£m	£m	£m	£m	£m
Recognised in the Consolidated Income Statement
Current service cost	–	–	–	(0.1)	–	(0.1)
Curtailment gain	–	–	–	0.5	–	0.5
Administrative expenses	(0.4)	(0.6)	(0.6)	(0.7)	(1.0)	(1.3)
Included in operating profit	(0.4)	(0.6)	(0.6)	(0.3)	(1.0)	(0.9)
Interest on net pension asset (liability)	1.3	2.6	(1.2)	(1.5)	0.1	1.1
Total credit (expense) charged to the Consolidated Income Statement	0.9	2.0	(1.8)	(1.8)	(0.9)	0.2
Recognised in the Consolidated Statement of Comprehensive Income
Actual return on plan assets	(37.0)	12.5	1.2	10.3	(35.8)	22.8
Less: interest on plan assets	(25.9)	(28.7)	(5.5)	(6.1)	(31.4)	(34.8)
	(62.9)	(16.2)	(4.3)	4.2	(67.2)	(12.0)
Other actuarial gains (losses) due to:
Changes in financial assumptions	44.4	(10.1)	5.0	(2.7)	49.4	(12.8)
Changes in demographic assumptions	11.5	7.2	0.2	–	11.7	7.2
Experience on benefit obligations	8.6	(9.9)	0.6	(0.7)	9.2	(10.6)
Effect of asset limit	–	–	1.8	–	1.8	–
Actuarial gains (losses) recognised in the Consolidated Statement of Comprehensive Income	1.6	(29.0)	3.3	0.8	4.9	(28.2)

Current service cost and administration expenses are recognised in operating costs and

interest on net pension liability is recognised in other finance costs.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 210

Notes to the Group Financial Statements

continued

The Group’s largest North American plan is the US ESCO Corporation pension plan. The Group’s

current funding policy for this plan is to pay the minimum required contributions under US

regulation. However, in the event the plan’s funding level is projected to fall below significant

thresholds, the Group will consider funding more than the minimum required contribution.

Pension contributions are determined with the advice of independent qualified actuaries on

the basis of regular valuations using the projected unit method. The Group made no special

contributions in 2024 (2023: £9.3m).

The latest actuarial funding valuation of the UK Main Plan was completed in 2024. As the Plan

was in a funding surplus, no recovery plan was required and therefore no future deficit

reduction contributions are currently payable and the Scottish Limited Partnership previously

in place to fund pension contributions will be wound up.

The Group has taken legal advice regarding its UK arrangements to confirm the accounting

treatment under IFRIC 14 with regard to recognition of a surplus and also recognition of a

minimum funding requirement. This confirmed that there is no requirement to adjust the

balance sheet and that recognition of a current surplus is appropriate on the basis that the

Group has an unconditional right to a refund of a current (or projected future) surplus at some

point in the future. Having considered the position, taking account of the legal input received

and noting that the Trustees of the UK arrangements do not have discretionary powers to

unilaterally wind up the schemes without cause, the Directors of the Group have concluded

that the Group has an unconditional right to a refund of any surplus.

The Group is aware of a case involving Virgin Media and NTL Pension Trustee, which could

potentially lead to additional liabilities for some pension schemes and sponsors. The Group

has taken some initial legal advice and at this stage is not aware of any evidence to suggest

that the relevant legal requirements were not complied with, and therefore no further action

has been taken. No allowance has been made for any additional liabilities that may arise as a

result of this court ruling. The Group will continue to monitor any future developments.

The total Group contributions for 2025 are expected to be £3.0m.

	UK pensions		North American pensions & post-retirement benefits		Total
	2024	2023	2024	2023	2024	2023
	£m	£m	£m	£m	£m	£m
Effect of asset limit at start of year	–	–	(1.8)	(1.8)	(1.8)	(1.8)
Interest on the asset limit	–	–	(0.1)	(0.2)	(0.1)	(0.2)
Change in the asset limit other than interest	–	–	1.8	–	1.8	–
Exchange rate adjustment	–	–	0.1	0.2	0.1	0.2
Effect of asset limit at end of year	–	–	–	(1.8)	–	(1.8)

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 211

Notes to the Group Financial Statements

continued

Changes in the present value of the defined benefit obligations are analysed as follows.

	UK pensions		North American pensions & post-retirement benefits		Total
	2024	2023	2024	2023	2024	2023
	£m	£m	£m	£m	£m	£m
Opening defined benefit obligations	(563.4)	(560.1)	(149.5)	(159.1)	(712.9)	(719.2)
Current service cost	–	–	–	(0.1)	–	(0.1)
Interest on benefit obligations	(24.6)	(26.1)	(6.6)	(7.4)	(31.2)	(33.5)
Benefits paid	36.1	35.6	11.8	12.5	47.9	48.1
Actuarial gains (losses) due to:
Changes in financial assumptions	44.4	(10.1)	5.0	(2.7)	49.4	(12.8)
Changes in demographic assumptions	11.5	7.2	0.2	–	11.7	7.2
Experience on benefit obligations	8.6	(9.9)	0.6	(0.7)	9.2	(10.6)
Liabilities removed due to curtailments/settlements	–	–	–	0.5	–	0.5
Exchange rate adjustment	–	–	(0.3)	7.5	(0.3)	7.5
Closing defined benefit obligations	(487.4)	(563.4)	(138.8)	(149.5)	(626.2)	(712.9)

Changes in the fair value of plan assets are analysed as follows.

	UK pensions		North American pensions & post-retirement benefits		Total
	2024	2023	2024	2023	2024	2023
	£m	£m	£m	£m	£m	£m
Opening plan assets	592.7	610.1	124.1	126.0	716.8	736.1
Interest on plan assets	25.9	28.7	5.5	6.1	31.4	34.8
Employer contributions	0.1	6.3	3.4	7.0	3.5	13.3
Administrative expenses	(0.4)	(0.6)	(0.6)	(0.7)	(1.0)	(1.3)
Benefits paid	(36.1)	(35.6)	(11.8)	(12.5)	(47.9)	(48.1)
Actual return on plan assets less interest on plan assets	(62.9)	(16.2)	(4.3)	4.2	(67.2)	(12.0)
Exchange rate adjustment	–	–	(0.1)	(6.0)	(0.1)	(6.0)
Closing plan assets	519.3	592.7	116.2	124.1	635.5	716.8

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 212

Notes to the Group Financial Statements

continued

Sensitivity analysis

Changes in key assumptions can have a significant effect on the reported retirement benefit

obligation and the Consolidated Income Statement expense for 2025. The effects of changes

in those assumptions on the reported retirement benefit obligation are set out in the table

below.

	Increase	Decrease	Increase	Decrease
	2024	2024	2023	2023
	£m	£m	£m	£m
Discount rate
Effect on defined benefit obligation of a 1.0% change	54.9	(64.3)	68.7	(82.1)
Effect on net funding position of a 1.0% change	34.8	(41.3)	42.8	(52.2)
RPI inflation (and associated assumptions)
Effect on defined benefit obligation of a 1.0% change	(31.8)	25.9	(29.1)	29.7
Effect on net funding position of a 1.0% change	(20.9)	14.0	(14.1)	14.3
Life expectancy
Effect on defined benefit obligation of a 1 year change	(22.7)	22.7	(30.9)	30.9
Effect on net funding position of a 1 year change	(8.1)	8.1	(9.1)	9.1

The impact on the IAS19 net funding position is significantly reduced as a result of the

insurance policies held. In the absence of such policies, the impact on the IAS19 net funding

position would be much closer to the significantly higher impact on the defined benefit

obligation shown in the table.

These sensitivities have been calculated to show the movement in the defined benefit

obligation and IAS19 net funding position in isolation and assume no other changes in market

conditions at the accounting date. In practice, for example, a change in discount rate is unlikely

to occur without any movement in the value of the invested (non-insurance policy) assets

held by the plans.

25. Share capital & reserves

	2024	2023
	Number million	Number  million
Issued & fully paid share capital
At the beginning of the year	259.6	259.6
At the end of the year	259.6	259.6
Treasury shares
At the beginning of the year	1.7	0.9
Purchase of shares in respect of equity settled share-based payments	0.6	1.2
Utilised during the year in respect of equity settled share-based payments	(0.3)	(0.4)
At the end of the year	2.0	1.7

The Company has one class of ordinary share with a par value of 12.5p, which carries no rights

to fixed income.

As at 31 December 2024 , Computershare Investor Services PLC h eld the following shares,

which are subject to restriction, on behalf of individuals.

– 218,405 shares (2023: 171,792) for restricted shares that have vested under the Share

Reward Plan. These shares have a market value of £4.8m.

– 8,428 shares (2023: 8,731) for bonus shares awarded under the Share Reward Plan. These

shares have a market value of £0.2m.

As at 31 December 2024, 2,046,084 shares (2023: 1,686,148) were unallocated and held by the

Computershare Trustees (Jersey) Limited with a market value of £44.7m.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 213

Notes to the Group Financial Statements

continued

Reserves

The period movements on the below reserves are summarised in the Consolidated Statement

of Changes in Equity.

Merger reserve

The merger reserve relates to the issue of new equity as part of the consideration paid for an

acquisition. Shares issued directly to ESCO Shareholders on 12 July 2018, as part of the total

acquisition consideration, qualified for merger relief under Section 612 of the Companies Act

2006 and resulted in an increase to the reserve of £323.2m. The remaining reserve balance of

£9.4m relates to shares issued in part consideration for the acquisition of Delta Industrial

Valves Inc. during 2015.

Capital redemption reserve

The capital redemption reserve was created by a repurchase and cancellation of own shares

during the 53 weeks ended 1 January 1999.

Foreign currency translation reserve

The foreign currency translation reserve is used to record exchange differences arising from

the translation of the financial statements of foreign operations and the Group’s hedge of its

net investment in foreign operations.

Hedge accounting reserve

This reserve records the portion of the gains or losses on hedging instruments used as cash

flow and fair value hedges that are determined to be effective. Net gains (losses) transferred

from equity during the year are included in the following line items in the Consolidated

Income Statement.

	2024	2023
	£m	£m
Revenue	0.1	(0.5)
Finance costs	(0.3)	(0.1)
	(0.2)	(0.6)

26. Additional cash flow information

		2024	2023
	Notes	£m	£m
Total operations
Net cash generated from operating activities
Operating profit – continuing operations		391.0	368.4
Operating loss – discontinued operations		(2.9)	(1.3)
Operating profit – total operations		388.1	367.1
Exceptional and other adjusting items	6	63.3	66.2
Amortisation of intangible assets	13	32.7	37.7
Share of results of joint ventures	16	(1.9)	(2.5)
Depreciation of property, plant & equipment	12	45.9	39.9
Depreciation of right-of-use assets	12	31.9	31.6
Impairment of property, plant & equipment	12	0.1	0.9
Capital grants received		(0.4)	(0.5)
Loss (gain) on disposal of property, plant & equipment		0.9	(0.4)
Funding of pension & post-retirement costs		(0.4)	(1.1)
Employee share schemes	28	10.4	7.0
Transactional foreign exchange		7.5	9.2
Increase (decrease) in provisions		5.1	(1.5)
Cash generated from operations before working capital cash flows		583.2	553.6
Decrease in inventories		2.0	42.0
(Increase) decrease in trade & other receivables & construction contracts		(19.3)	15.2
Increase (decrease) in trade & other payables & construction contracts		25.2	(85.3)
Adjusted operating cash flow		591.1	525.5
Additional pension contributions paid	24	–	(9.3)
Exceptional and other adjusting cash items		(30.7)	(18.0)
Income tax paid		(110.5)	(103.9)
Net cash generated from operating activities		449.9	394.3

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 214

Notes to the Group Financial Statements

continued

Cash flows from discontinued operations included above are disclosed separately in note 9 .

The following tables summarise the cash flows arising on acquisitions (note 14) and disposals

(notes 6 and 9 ).

	2024	2023
	£m	£m
Acquisitions of subsidiaries
Acquisition of subsidiaries – cash consideration paid	–	6.1
Cash & cash equivalents acquired	–	(0.2)
Total cash outflow on current period acquisitions	–	5.9
Prior period acquisitions - deferred consideration paid	1.0	1.0
Total cash outflow relating to acquisitions	1.0	6.9
Net cash outflow arising on disposals
Prior period disposals	1.8	0.4
Total cash outflow relating to disposals	1.8	0.4

	2024	2023
	£m	£m
Net debt comprises the following
Cash & short-term deposits (note 19)	556.4	707.2
Current interest-bearing loans & borrowings (note 20)	(55.2)	(286.2)
Non-current interest-bearing loans & borrowings (note 20)	(1,035.8)	(1,111.1)
	(534.6)	(690.1)

Reconciliation of financing cash flows to movement in net debt

	Opening balance at 1 January 2024	Cash movements	Additions/ acquisitions	FX	Non-cash movements	Closing balance at 31 December 2024
	£m	£m	£m	£m	£m	£m
Cash & cash equivalents	447.4	95.2	–	(15.7)	–	526.9
Third-party loans	(1,026.8)	99.4	–	(12.2)	–	(939.6)
Leases	(117.5)	24.8	(38.4)	4.1	–	(127.0)
Unamortised issue costs	6.8	0.3	–	–	(2.0)	5.1
Amounts included in gross debt	(1,137.5)	124.5	(38.4)	(8.1)	(2.0)	(1,061.5)
Amounts included in net debt	(690.1)	219.7	(38.4)	(23.8)	(2.0)	(534.6)
Financing derivatives	(2.3)	1.7	–	–	2.9	2.3
Total financing liabilities1	(1,139.8)	126.2	(38.4)	(8.1)	0.9	(1,059.2)

1. Total financing liabilities comprise gross debt plus other liabilities relating to financing activities.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 215

Notes to the Group Financial Statements

continued

	Opening balance at 1 January 2023	Cash movements	Additions/ acquisitions	FX	Non-cash movements	Closing  balance at 31 December 2023
	£m	£m	£m	£m	£m	£m
Cash & cash equivalents	477.5	1.0	0.2	(31.3)	–	447.4
Third-party loans	(1,165.5)	111.2	(0.2)	27.7	–	(1,026.8)
Leases	(115.1)	31.0	(38.4)	5.3	(0.3)	(117.5)
Unamortised issue costs	5.9	4.0	–	–	(3.1)	6.8
Amounts included in gross debt	(1,274.7)	146.2	(38.6)	33.0	(3.4)	(1,137.5)
Amounts included in net debt	(797.2)	147.2	(38.4)	1.7	(3.4)	(690.1)
Financing derivatives	(0.1)	0.5	–	–	(2.7)	(2.3)
Total financing liabilities1	(1,274.8)	146.7	(38.6)	33.0	(6.1)	(1,139.8)

1. Total financing liabilities comprise gross debt plus other liabilities relating to financing activities.

27. Commitments & legal claims

Capital commitments

	2024	2023
	£m	£m
Outstanding capital commitments contracted but not provided for – property, plant & equipment	13.2	19.1

Legal claims

The Company and certain subsidiaries are, from time-to-time, party to legal proceedings and

claims that arise in the normal course of business. Provisions have been made where the

Directors have assessed that a cash outflow is probable. All other claims are believed to be

remote or are not yet ripe.

28. Equity settled share-based payments

Employee share plans

The Group’s 2018 Share Reward Plan (SRP) allows for Restricted shares and Bonus shares to be

awarded to employees under the Plan. Details of the SRP for Executive Directors are outlined in

the Remuneration report on pages 113 to 147. The vesting period varies with awards issued

between 2018–2020 vesting in four tranches for Group Executives and Executive Directors and

three tranches for all other participants on a pro rata basis, awards issued in 2021 vesting in

three tranches, while awards issued in 2022 and 2023 will vest in full at the end of three years.

Underpins and two and three-year holding periods are attached to the Executive Directors’

and Group Executives’ SRP awards. Dividend equivalents are added in the form of shares at

each vesting date.

In 2019, the Weir Group All-Employee Share Ownership Plan (Weir ShareBuilder) launched.

Awards granted under Weir ShareBuilder are free shares given to all employees who meet the

eligibility criteria. Awards vest in one tranche on the second anniversary of the grant date. The

2022 award vested on 10 May 2024. Dividend equivalents are added in the form of shares at

each vesting date. These awards are immaterial in both the number of shares and award

value.

In 2024, one-off performance share awards were issued to two senior employees. The awards

contain ‘non-market’ vesting conditions for IFRS 2 purposes and will vest at the end of April

2026. These awards are subject to an underpin, which consists of a ‘basket’ of pre-determined

key metrics that will reflect achievement of Performance Excellence targets over the vesting

period. For each metric, a clearly defined and, where relevant, quantifiable ‘threshold’ was set

at the time of grant. Dividend equivalents are added in the form of shares at each vesting

date. These awards are immaterial in both the number of shares and award value.

One-off conditional share awards are also occasionally granted to employees. These

transactions fall under the scope of IFRS 2 'Share-based payments' and are treated in line with

awards issued under the Group’s SRP in the year of award.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 216

Notes to the Group Financial Statements

continued

The following tables illustrate the number and weighted average share prices (WASP) of

shares awarded.

Restricted shares

	2024		2023
	Number	2024	Number	2023
	million	WASP	million	WASP
Outstanding at the beginning of the year	1.5	£16.04	1.6	£14.35
Awarded during the year	0.8	£19.83	0.6	£18.64
Vested during the year	(0.3)	£14.64	(0.4)	£12.46
Forfeited during the year	(0.2)	£18.18	(0.3)	£14.58
Outstanding at the end of the year	1.8	£17.62	1.5	£16.04

A total of 21,292 awards (2023: 26,098) were issued to new employees under the Weir

ShareBuilder Plan in the year.

In respect of awards issued in the year and revised estimates of previously issued awards,

under the SRP, Weir ShareBuilder and performance shares, an amount of £10.4m has been

charged (2023: £7.0m) to the Consolidated Income Statement in respect of the number of

awards that are expected to be made at the end of the vesting period.

The remaining contractual lives of the outstanding SRP, Weir ShareBuilder and one-off

conditional share awards at the end of the period are as follows.

	2024	2024	2023	2023
Year of award	Number                million	Remaining contractual life1	Number                million	Remaining contractual life1
2020	0.1	3 months	0.1	8 months
2021	0.1	9 months	0.2	8 months
2022	0.5	3 months	0.6	14 months
2023	0.5	13 months	0.6	24 months
2024	0.6	21 months	–	–

1. Remaining contractual life reflects an average across awards with one to five-year vesting periods.

The fair value at date of grant of the conditional awards has been independently estimated for

both the Restricted shares and Weir ShareBuilder awards. The grant date fair value of these

awards is calculated as the share price at the date of grant less an adjustment for loss of

reinvestment return on the dividend equivalent. There are no performance conditions

attached to these awards.

The fair value of occasional one-off conditional awards at grant date is also estimated on

this basis.

Bonus shares

Under the Group’s annual bonus plan, Executive Directors and members of the Group

Executive defer 30% of any bonus received into an award of Weir Group shares, which will

normally be released after three years. These awards are entitled to receive the value of the

dividends paid by the Company during the three-year holding period or to have dividend

equivalents added in the form of shares at each vesting date.

The SRP bonus shares are administered by Computershare Trust Company, N.A., CPU Share

Plans Pty Ltd and Computershare Investor Services PLC. The shares are acquired on market at

the grant date and are held in Computershare Trust Company, N.A., CPU Share Plans Pty Ltd

and Computershare Investor Services PLC until such time as they are vested. Forfeited shares

are reallocated in subsequent grants. Under the terms of the Trust Deed, Weir Group is

required to provide the necessary funding for the acquisition of the shares at the time of the

grant.

The number of shares to be granted is determined based on the applicable annual bonus

divided by the average share price for the three days immediately prior to the date of the

grant or the number of shares purchased in the stock market with the applicable annual

bonus. In 2024, 37,278 shares were awarded (2023: 49,023).

The fair value of the rights at grant date was estimated by taking the market price of the

Company’s shares on that date.

29. Related party disclosure

The following table provides the total amount of significant transactions that have been

entered into by the Group with related parties for the relevant financial year and outstanding

balances at the year end.

		Sales to related parties – goods	Sales to related parties – services	Purchases from related parties – goods	Amounts owed to related parties	Amounts owed by related parties
Related party		£m	£m	£m	£m	£m
Joint ventures	2024	1.0	0.1	17.3	4.8	0.3
	2023	0.9	0.1	19.2	3.8	0.4
Group pension plans	2024	–	–	–	2.8	–
	2023	–	–	–	1.6	–

Contributions to the Group pension plans are disclosed in note 24.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 217

Notes to the Group Financial Statements

continued

Terms & conditions of transactions with related parties

Sales to and from related parties are made at normal market prices. Outstanding balances at

the period end are unsecured and settlement occurs in cash. There have been no guarantees

provided or received for any related party balances. For 2024, the Group has not raised any

provision for doubtful debts relating to amounts owed by related parties (2023: £nil) as the

payment history has been excellent and there is no forward-looking information that suggests

there will be any issues affecting the ability for future settlement. This assessment is

undertaken each financial year through examining the financial position of the related party

and the market in which the related party operates.

	2024	2023
Compensation of key management personnel	£m	£m
Short-term employee benefits	8.3	7.6
Share-based payments	4.4	2.3
Post-employment benefits	0.4	0.4
	13.1	10.3

	2024	2023
Emoluments paid to the Directors of The Weir Group PLC	£m	£m
Remuneration	3.9	3.5
Gains made on the exercise of Long Term Incentive Plan awards	1.3	1.3
	5.2	4.8

Key management comprises the Board and the Group Executive. Further details of the

Directors’ remuneration are disclosed in the Directors’ Remuneration report on pages 113 to

147.

30. Financial instruments

Derivative financial instruments

The Group enters into derivative financial instruments in the normal course of business in

order to hedge its exposure to foreign exchange risk. Derivatives are only used for economic

hedging purposes and no speculative positions are taken. Derivatives are recognised as held

for trading and at fair value through profit and loss unless they are designated in IFRS 9

'Financial Instruments' compliant hedge relationships.

The following table below summarises the types of derivative financial instrument included

within each balance sheet category.

	2024	2023
	£m	£m
Included in current assets
Forward foreign currency contracts designated as cash flow hedges	1.1	0.6
Forward foreign currency contracts designated as fair value hedges	1.7	–
Other forward foreign currency contracts	7.9	7.3
	10.7	7.9
Included in current liabilities
Forward foreign currency contracts designated as cash flow hedges	(0.3)	(0.5)
Forward foreign currency contracts designated as fair value hedges	(0.4)	–
Other forward foreign currency contracts	(9.4)	(5.9)
	(10.1)	(6.4)
Included in non-current liabilities
Forward foreign currency contracts designated as fair value hedges	–	(2.3)
	–	(2.3)
Net derivative financial assets (liabilities)	0.6	(0.8)

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 218

Notes to the Group Financial Statements

continued

Financial assets and liabilities

Financial assets and liabilities (with the exception of derivative financial instruments) are

initially recognised at fair value net of transaction costs. Subsequently they are recognised at

either fair value or amortised cost. Derivative financial instruments are initially recognised at

fair value and subsequently remeasured at fair value. The Group uses the following hierarchy

for determining and disclosing the fair value of financial instruments by valuation technique:

Level 1: Quoted (unadjusted) prices in active markets for identical assets or liabilities;

Level 2:Other techniques for which all inputs that have a significant effect on the recorded

fair value are observable, either directly or indirectly; and

Level 3:Techniques that use inputs that have a significant effect on the recorded fair value

that are not based on observable market data.

During the year ended 31 December 2023, following the settlement of private placement debt

and the issue of further Sustainability-Linked Notes, the fair value of fixed-rate borrowings were

reassessed as a level 1 fair value measurement rather than level 2 as the full balance is now

calculated using quoted market prices.

During the year ended 31 December 2024, there were no transfers between level 1 and level 2

fair value measurements and no transfers into or out of level 3 fair value measurements.

Offsetting

Financial assets and liabilities are offset and the net amount reported in the balance sheet

where the Group currently has a legal right to offset the recognised amounts, and there is an

intention to settle on a net basis or realise the asset and settle the liability simultaneously.

As at 31 December 2024, cash and short-term deposits of £556.4m (2023: £707.2m) and

current interest-bearing loans and borrowings of £55.2m ( 2023: £286.2m) were presented

after elimination of debit and credit balances within individual pools of £0.1m (2023: £nil).

The Group operates a notional cash pooling arrangement in which individual balances are not

offset for reporting purposes as the Group does not intend to settle on a net basis. Cash and

short-term deposits at 31 December 2024 includes £29.5m (2023: £256.0m) that is part of this

arrangement and both cash and interest-bearing loans and borrowings are grossed up by

this amount.

The Group has also entered into arrangements that do not meet the criteria for offsetting, but

still allow for the related amounts to be offset in specific circumstances. As at 31 December

2024, the Group had derivative financial instruments of £1.6m (2023: £1.5m) which were

subject to master netting arrangements, but not offset.

Carrying amounts and fair values

The following tables show the carrying amounts and fair values of the Group’s financial

instruments that are reported in the financial statements.

			Fair value measurement using
	Carrying amount	Fair value	Level 1 Quoted prices in active markets	Level 2 Significant observable inputs	Level 3 Significant unobservable inputs
	2024	2024
	£m	£m	£m	£m	£m
Financial assets
Derivative financial instruments recognised at fair value through profit or loss	7.9	7.9	–	7.9	–
Derivative financial instruments in designated hedge accounting relationships	2.8	2.8	–	2.8	–
Trade & other receivables excluding statutory assets, prepayments & construction contract assets	510.3	510.3	–	510.3	–
Cash & short-term deposits	556.4	556.4	–	556.4	–
	1,077.4
Financial liabilities
Derivative financial instruments recognised at fair value through profit or loss	9.4	9.4	–	9.4	–
Derivative financial instruments in designated hedge accounting relationships	0.7	0.7	–	0.7	–
Deferred consideration payable	0.6	0.6	–	0.6	–
Amortised cost:
Fixed-rate borrowings	936.6	923.5	923.5	–	–
Floating-rate borrowings	(2.1)	(2.1)	–	(2.1)	–
Leases	127.0	n/a	n/a	n/a	n/a
Bank overdrafts	29.5	29.5	–	29.5	–
Trade & other payables excluding statutory liabilities & contract liabilities	476.6	476.6	–	476.6	–
	1,578.3

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 219

Notes to the Group Financial Statements

continued

			Fair value measurement using
	Carrying amount	Fair value	Level 1 Quoted prices in active markets	Level 2 Significant observable inputs	Level 3 Significant unobservable inputs
	2023	2023
	£m	£m	£m	£m	£m
Financial assets
Derivative financial instruments recognised at fair value through profit or loss	7.3	7.3	–	7.3	–
Derivative financial instruments in designated hedge accounting relationships	0.6	0.6	–	0.6	–
Trade & other receivables excluding statutory assets, prepayments & construction contract assets	508.5	508.5	–	508.5	–
Cash & short-term deposits	707.2	707.2	–	707.2	–
	1,223.6
Financial liabilities
Derivative financial instruments recognised at fair value through profit or loss	5.9	5.9	–	5.9	–
Derivative financial instruments in designated hedge accounting relationships	2.8	2.8	–	2.8	–
Deferred consideration payable	1.6	1.6	–	1.6	–
Amortised cost:
Fixed-rate borrowings	922.3	895.9	895.9	–	–
Floating-rate borrowings	97.7	97.7	–	97.7	–
Leases	117.5	n/a	n/a	n/a	n/a
Bank overdrafts	259.8	259.8	–	259.8	–
Trade & other payables excluding statutory liabilities & contract liabilities	457.6	457.6	–	457.6	–
	1,865.2

Assets and liabilities recognised at amortised cost

The fair value of fixed-rate borrowings has been assessed as a level 1 fair value measurement

as the full balance is calculated using quoted market prices. All other financial assets and

liabilities carried at cost require level 2 fair value measurement for disclosure purposes. The fair

value of floating-rate borrowings approximates the carrying value due to the variable nature

of the interest terms. The carrying amount of lease liabilities is estimated by discounting future

cash flows using the rate implicit in the lease or the Group’s incremental borrowing rate. The

fair value of cash and short-term deposits, trade and other receivables and trade and other

payables approximates their carrying amount due to the short-term maturities of these

instruments. As such, disclosure of the fair value hierarchy for these items is not required.

Assets and liabilities recognised at fair value

The Group enters into derivative financial instruments with various counterparties, principally

financial institutions with investment grade credit ratings. The derivative financial instruments

are valued using valuation techniques with market observable inputs including spot and

forward foreign exchange rates, interest rate curves, counterparty and own credit risk. The fair

value of cross-currency swaps is calculated as the present value of the estimated future cash

flows based on spot and forward foreign exchange rates. The fair value of forward foreign

currency contracts is calculated as the present value of the estimated future cash flows based

on spot and forward foreign exchange rates.

Hedging activities

The Group designates certain derivative financial instruments in either cash flow hedging, net

investment hedging or fair value hedging relationships in accordance with IFRS 9.

	Cash flow hedge	Net investment hedge	Fair value hedge
Hedge relationship	Cash flow hedge of highly probable forecast foreign currency purchases and sales	Net investment hedge of foreign operations	Fair value hedge of foreign currency debt
Hedged risk	Transactional foreign exchange risk	Translational foreign exchange risk	Transactional foreign exchange risk
Hedging instruments	Forward foreign currency contracts	Foreign currency debt Forward foreign currency contracts	Forward foreign currency contracts

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 220

Notes to the Group Financial Statements

continued

For each type of derivative financial instrument, the net carrying amount and maturity date

ranges are set out in the table below.

	Net carrying amount	Maturity dates
Year ended 31 December 2024	£m
Forward foreign currency contracts designated as cash flow hedges	0.8	2025 to 2026
Forward foreign currency contracts designated as fair value hedges	1.3	2025
Other forward foreign currency contracts at fair value through profit or loss	(1.5)	2025 to 2026
	0.6

	Net carrying amount	Maturity dates
Year ended 31 December 2023	£m
Forward foreign currency contracts designated as cash flow hedges	0.1	2024 to 2025
Forward foreign currency contracts designated as fair value hedges	(2.3)	2025
Other forward foreign currency contracts at fair value through profit or loss	1.4	2024
	(0.8)

For each type of derivative financial instrument, the amounts recognised for the year in profit

or loss and equity are set out in the table below. In the financial statements these amounts are

offset by the retranslation of foreign currency denominated receivables and payables, the

impact of which is also set out in the following tables.

	Amounts recognised in profit or loss		Amounts recognised in equity
	Other (losses) gains in operating profit	Total amounts recognised in profit or loss	Cost of hedging reserve	Cash flow hedge reserve	Foreign currency translation reserve
Year ended 31 December 2024	£m	£m	£m	£m	£m
Instruments measured at fair value
Designated in hedge accounting relationships
Forward foreign currency contracts designated as cash flow hedges	(0.1)	(0.1)	–	0.8	–
Forward foreign currency contracts designated as fair value hedges	0.3	0.3	0.5	–	–
Not designated in hedge accounting relationships
Other forward foreign currency contracts at fair value through profit or loss	4.2	4.2	–	–	–
Total gains on instruments	4.4	4.4	0.5	0.8	–

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 221

Notes to the Group Financial Statements

continued

	Amounts recognised in profit or loss		Amounts recognised in equity
	Other gains in operating profit	Total amounts recognised in profit or loss	Cost of hedging reserve	Cash flow hedge reserve	Foreign currency translation reserve
Year ended 31 December 2023	£m	£m	£m	£m	£m
Instruments measured at fair value
Designated in hedge accounting relationships
Forward foreign currency contracts designated as cash flow hedges	0.5	0.5	–	(0.4)	–
Forward foreign currency contracts designated as net investment hedges	–	–	–	–	(2.7)
Forward foreign currency contracts designated as fair value hedges	0.1	0.1	(0.8)	–	–
Not designated in hedge accounting relationships
Other forward foreign currency contracts at fair value through profit or loss	–	–	–	–	–
Total gains (losses) on instruments	0.6	0.6	(0.8)	(0.4)	(2.7)

Hedge ineffectiveness

Hedge effectiveness is determined at the inception of the hedge relationship and through

periodic prospective effectiveness assessments to ensure that an economic relationship exists

between the hedged item and hedging instrument.

For hedges of foreign currency revenue and cost of sales, the Group enters into hedge

relationships where the critical terms of the hedging instrument match exactly with the terms

of the hedged item. The Group therefore performs a qualitative assessment of effectiveness. If

changes in circumstances affect the terms of the hedged item such that the critical terms no

longer match exactly with the critical terms of the hedging instrument, the Group uses the

hypothetical derivative method to determine whether an economic relationship remains, and

so assess effectiveness. As all critical terms matched during the year, the economic

relationships were 100% effective.

Ineffectiveness may arise if the timing of the forecast transaction changes from what was

originally estimated, or if there are changes in the credit risk of the Group or the derivative

counterparty.

The Group utilises borrowings that are measured at amortised cost and denominated in the

currency of the hedged net assets, as hedging instruments in net investment hedges. The

Group does not hedge 100% of its net assets of foreign operations, therefore, the hedged item

is identified as a proportion of the net assets of the foreign operations up to the notional

amount of the foreign exchange forwards and principal amount of the borrowings. The Group

also utilises forward foreign currency contracts as hedging instruments in net investment

hedges. As all critical terms matched during the year, the economic relationships were 100%

effective.

There was no ineffectiveness during 2024 or 2023 in relation to hedge relationships.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 222

Notes to the Group Financial Statements

continued

Effects of hedge accounting on financial position and performance

The effects of the foreign currency related hedging instruments on the Group’s financial

position and performance are as follows.

Cash flow hedging: foreign currency forwards	2024	2023
Carrying amount (£m)	0.8	0.1
Assets	1.1	0.6
Liabilities	(0.3)	(0.5)
Notional amounts (m)
USD	21.0	39.8
GBP	–	0.1
NZD	–	0.5
EUR	29.3	13.7
Average exchange rates
EUR:AUD	1.65	1.66
USD:AUD	1.52	1.51
USD:CAD	–	1.33
GBP:AUD	–	1.88
GBP:EUR	–	1.13
GBP:USD	–	1.22
NZD:AUD	–	0.92
Maturity dates	01/2025 - 01/2026	01/2024 - 03/2025
Hedge ratios1	1:1	1:1
Change in fair value of outstanding hedging instruments since 1 January (£m)	0.7	(0.4)
Change in value of hedged item used to determine hedge effectiveness (£m)	(0.7)	0.4

1. The foreign currency forwards are denominated in the same currency as the highly probable future transactions, therefore

the hedge ratio is 1:1.

Net investment hedging: foreign currency forwards and borrowings	2024	2023
Carrying amount (£m)	(639.0)	(626.8)
Liabilities – borrowings	(639.0)	(626.8)
Notional amounts (m)
USD	800.0	800.0
Average exchange rates
GBP:USD	1.28	1.24
Maturity dates	05/2026	05/2026
Hedge ratios	1:1	1:1
Change in fair value of outstanding hedging instruments since 1 January (£m)	(12.2)	27.6
Change in value of hedged item used to determine hedge effectiveness (£m)	12.2	(27.6)

Fair value hedging: foreign currency forwards	2024	2023
Carrying amount (£m)	1.3	(2.3)
Assets – derivatives	1.7	–
Liabilities – derivatives	(0.4)	(2.3)
Notional amounts (m)
USD	230.0	110.0
Average exchange rates
GBP:USD	1.26	1.25
Maturity dates	05/2025	05/2025
Hedge ratios1	1:1	1:1
Change in fair value of outstanding hedging instruments since 1 January (£m)	2.6	(1.8)
Change in value of hedged item used to determine hedge effectiveness (£m)	(2.6)	1.8

1. The derivatives are denominated in the same currency as the foreign currency debt, therefore the hedge ratio is 1:1.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 223

Notes to the Group Financial Statements

continued

Financial risk management

Financial risk management of the Group is carried out by Group Treasury in conjunction with

individual subsidiaries. The principal financial risks to which the Group is exposed are market

risk, liquidity risk and credit risk.

Market risk

The Group is exposed to foreign exchange risk and interest rate risk in the ordinary course of

business.

Foreign exchange risk

The Group is exposed to both transactional and translational foreign exchange risk.

Transactional risk arises when subsidiaries enter into transactions denominated in currencies

other than their functional currency for operational or financing purposes or when the Group’s

Treasury function enters into transactions for financing or risk management purposes.

Translational risk arises on the translation of overseas earnings and investments into Sterling

for consolidated reporting purposes. Foreign currency transactional and translational risk could

result in volatility in reported consolidated earnings and net assets.

In respect of transactional foreign currency risk, the Group maintains a policy that all operating

units eliminate exposures on committed foreign currency transactions, usually by entering into

forward foreign currency contracts through the Group’s Treasury function. Certain operating

units apply cash flow hedge accounting in accordance with IFRS 9. The Group does not

engage in any speculative foreign exchange transactions.

The Group has material foreign investments in the US, Australia, Canada, Europe, South

America and South Africa. In respect of translational risk, the Group has a policy of partially

hedging its net investment exposure to US Dollar (US$). This is achieved through designating

an element of US$ denominated borrowings and forward currency contracts as net

investment hedges against the Group’s investments. The Group does not hedge the

translational exposure arising from profit and loss items.

Sensitivity to foreign exchange rates

The Group considers the most significant transactional foreign exchange risk relates to the US

Dollar, Australian Dollar, Euro and Canadian Dollar. The table below shows the impact of

movements in derivative valuation as a result of a weakening of these currencies. In the

Consolidated Income Statement, these amounts are partially offset by the retranslation of

foreign currency denominated receivables and payables. The table also shows the impact of

movements in foreign currency debt designated in net investment hedges.

	Increase in currency rate	Effect on profit gain (loss)	Effect on equity gain (loss)
Transactional foreign exchange		£m	£m
2024
US Dollar	+25%	(40.6)	127.8
Australian Dollar	+25%	9.5	–
Euro	+25%	(8.9)	–
Canadian Dollar	+25%	(16.5)	–
2023
US Dollar	+25%	6.2	125.4
Australian Dollar	+25%	6.8	–
Euro	+25%	(6.2)	–
Canadian Dollar	+25%	(12.6)	–

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 224

Notes to the Group Financial Statements

continued

The Group is also exposed to translational foreign exchange risk as a result of its global

operations and therefore the earnings of the Group will fluctuate due to changes in foreign

exchange rates in relation to Sterling. The Group’s operating profit before adjusting items was

denominated in the following currencies.

	2024	2023
	£m	£m
US Dollar	206.8	165.6
Australian Dollar	106.3	79.7
Chilean Peso	72.5	69.0
Canadian Dollar	71.8	78.8
Euro	33.0	34.6
South African Rand	16.6	24.8
Brazilian Real	14.9	18.8
Indian Rupee	8.1	6.8
Chinese Yuan	5.6	11.0
UK Sterling	(65.3)	(34.4)
Other	1.8	4.1
Adjusted operating profit	472.1	458.8

Interest rate risk

The Group is exposed to interest rate risk on its outstanding borrowings. Changes in interest

rates will affect future interest cash flows on floating-rate borrowings and the fair value of

fixed-rate borrowings.

The earnings of the Group are sensitive to changes in interest rates in respect of floating-rate

borrowings. As at 31 December 2024, none (2023: 10%) of the Group’s borrowings were at

floating interest rates. The interest rate profile of the Group’s interest-bearing borrowings were

as follows.

	2024			2023
	Floating-rate	Fixed-rate	Total	Floating-rate	Fixed-rate	Total
	£m	£m	£m	£m	£m	£m
US Dollar	–	(639.6)	(639.6)	–	(626.8)	(626.8)
UK Sterling	–	(300.0)	(300.0)	(100.0)	(300.0)	(400.0)

Sensitivity to interest rates

Based on borrowings at 31 December 2024, a 1% increase in interest rates would have a £nil

(2023: £1.0m) impact on the profit before tax and amortisation of the Group. This assumes that

the change in interest rates is effective from the beginning of the period and that all other

variables are constant throughout the period.

Liquidity risk

Liquidity risk is the risk that the Group is unable to meet its financial liabilities as they fall due.

Liquidity risk is managed by monitoring forecast and actual cash flows and ensuring that

sufficient committed facilities are in place to meet possible downside scenarios. The Group’s

objective is to maintain a balance between continuity of funding and flexibility through the use

of fixed-rate notes, bank loans and bank overdrafts. Further details of the Group’s borrowing

facilities are disclosed in note 20.

The tables below show only the financial liabilities of the total Group by maturity. The amounts

disclosed in the table are undiscounted cash flows and may therefore not agree to the

amounts disclosed in the Consolidated Balance Sheet.

The Group manages its liquidity to ensure that it always has sufficient funding to grow the

business and is able to meet its obligations as they fall due.

Year ended 31 December 2024	Less than 1 year	1 to 2 years	2 to 5 years	More than 5 years	Total
Total Group	£m	£m	£m	£m	£m
Forward foreign currency contracts - net outflow	0.1	–	–	–	0.1
Cash flows relating to derivative financial liabilities	0.1	–	–	–	0.1
Trade & other payables excluding statutory liabilities & deferred income	(492.0)	–	–	–	(492.0)
Leases	(31.3)	(28.0)	(49.9)	(55.9)	(165.1)
Bank overdrafts	(29.5)	–	–	–	(29.5)
Fixed-rate notes	(34.7)	(666.7)	(341.3)	–	(1,042.7)
Cash flows relating to non- derivative financial liabilities	(587.5)	(694.7)	(391.2)	(55.9)	(1,729.3)
	(587.4)	(694.7)	(391.2)	(55.9)	(1,729.2)

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 225

Notes to the Group Financial Statements

continued

Year ended 31 December 2023	Less than 1 year	1 to 2 years	2 to 5 years	More than 5 years	Total
Total Group	£m	£m	£m	£m	£m
Forward foreign currency contracts - net outflow	(1.4)	2.4	–	–	1.0
Cash flows relating to derivative financial liabilities	(1.4)	2.4	–	–	1.0
Trade & other payables excluding statutory liabilities & deferred income	(469.3)	(0.6)	–	–	(469.9)
Leases	(33.4)	(26.1)	(45.1)	(34.2)	(138.8)
Bank overdrafts	(259.8)	–	–	–	(259.8)
Bank loans	(5.8)	(5.8)	(113.4)	–	(125.0)
Fixed-rate notes	(34.4)	(34.4)	(995.6)	–	(1,064.4)
Cash flows relating to non- derivative financial liabilities	(802.7)	(66.9)	(1,154.1)	(34.2)	(2,057.9)
	(804.1)	(64.5)	(1,154.1)	(34.2)	(2,056.9)

Credit risk

The Group is exposed to credit risk to the extent of non-payment by either its customers or the

counterparties to its derivative financial instruments.

The Group’s credit risk is primarily attributable to its trade receivables with risk spread over a

large number of countries and customers, with no significant concentration of risk. Where

appropriate, the Group endeavours to minimise risk by the use of trade finance instruments

such as letters of credit and insurance. In addition, applicable credit worthiness checks are

undertaken with external credit rating agencies before entering into contracts with customers

and credit limits are set as appropriate and enforced. As shown in note 18, the trade

receivables presented in the balance sheet are net of the expected credit loss allowance. Refer

to note 18 for details of the loss allowance calculation.

In certain circumstances, operating entities are permitted to make use of invoice discounting

facilities, primarily customer supply chain financing arrangements, to reduce counterparty

credit risk. The arrangements are assessed to ensure the entity has transferred substantially all

the risks and rewards of ownership of the receivables, allowing the derecognition of the

receivables in their entirety. The cash when received is recognised as a working capital

movement and presented in cash generated from operations. The total amount of receivable

invoices discounted at the year end and therefore derecognised was £34.8m (2023: £33.0m)

and this is reflected in the working capital cash flows section of note 26. The fees incurred as

part of the invoice discounting programme are as shown in note 7.

The Group’s exposure to the credit risk of financial instruments is limited by the adherence to

counterparty credit limits, and by only trading with counterparties that have an investment

grade credit rating or better at contract inception, based upon ratings provided by the major

credit rating agencies. Exposures to those counterparties are regularly reviewed and, when the

market view of a counterparty’s credit quality changes, adjusted as considered appropriate.

The maximum exposure to credit risk is equal to the carrying value of the financial assets of

the Group.

31. Capital management

The primary objective of the Group’s capital management is to ensure that it maintains robust

capital ratios in order to support its business and maximise Shareholder value.

The Group manages its capital structure and makes adjustments in light of changes in

economic conditions. To maintain or adjust the capital structure, the Group may adjust the

dividend payment to Shareholders, return capital to Shareholders or issue new shares. The

Group’s banking arrangements include bi-annual financial covenants based on adjusted net

debt to EBITDA (not greater than 3.5 ) and adjusted interest cover (not less than 3.5). The Group

has complied with these covenants throughout the reporting period and monitors capital

using the following indicators.

Net debt to EBITDA cover – covenant basis

Net debt to EBITDA comprises net debt divided by operating profits from total operations

before exceptional and other adjusting items, intangibles amortisation, depreciation and

excluding the impact of IFRS 16 ‘Leases’.

For the purposes of the covenants required by the Group’s lenders, net debt is to be

converted at the exchange rate used in the preparation of the Group’s Consolidated Income

Statement and Consolidated Cash Flow Statement, i.e. average rate. In addition, results of

businesses acquired in the financial year have to be included as if the acquisitions occurred at

the start of the financial year, while the results of businesses disposed of in the year are to be

excluded.

The Group considers the ratio of net debt to EBITDA on a covenant basis to be the key metric

from a capital management perspective. The Group seeks to maintain the ratio between 0.5 to

1.5 times, with up to 2.0 times for acquisitions.

	2024	2023
Net debt at average exchange rates (£m)	390.2	573.9
Adjusted EBITDA from continued operations (note 3) (£m)	561.9	542.5
Adjustment for IFRS 16 (£m)	(30.5)	(35.8)
Adjusted EBITDA – covenant basis (£m)	531.4	506.7
Net debt to adjusted EBITDA cover (ratio)	0.7	1.1

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 226

Notes to the Group Financial Statements

continued

Interest cover – covenant basis

Interest cover comprises adjusted operating profit from total operations divided by adjusted

net finance costs (excluding other finance costs) and excluding the impact of IFRS 16 ‘Leases’.

	2024	2023
Adjusted EBITA from continuing operations (note 3) (£m)	484.1	471.0
Adjustment to exclude the impact of IFRS 16 (£m)	1.4	(4.2)
Operating profit – covenant basis (£m)	485.5	466.8
Adjusted net finance costs (excluding other finance costs) – covenant basis (£m)	38.1	44.0
Interest cover (ratio) – covenant basis	12.7	10.6

Gearing ratio

Gearing comprises net debt divided by total equity. Net debt comprises cash and short-term

deposits and interest-bearing loans and borrowings (note 26).

	2024	2023
Net debt (£m)	534.6	690.1
Total equity (£m)	1,853.6	1,699.7
Gearing ratio (%)	28.8	40.6

32. Exchange rates

The principal exchange rates applied in the preparation of these financial statements were as

follows.

Average rate (per £)	2024	2023
US Dollar	1.28	1.24
Australian Dollar	1.94	1.87
Euro	1.18	1.15
Canadian Dollar	1.75	1.68
Chilean Peso	1,205.92	1,044.69
South African Rand	23.42	22.94
Brazilian Real	6.89	6.21
Chinese Yuan	9.20	8.81
Indian Rupee	106.94	102.66

Closing rate (per £)	2024	2023
US Dollar	1.25	1.28
Australian Dollar	2.02	1.87
Euro	1.21	1.15
Canadian Dollar	1.80	1.69
Chilean Peso	1,247.41	1,124.43
South African Rand	23.65	23.30
Brazilian Real	7.72	6.19
Chinese Yuan	9.14	9.06
Indian Rupee	107.17	105.96

33. Events after the balance sheet date

On 23 January 2025, the Group announced plans to optimise capacity across its Minerals

Division’s Europe, Middle East, and Africa (EMEA) region, with the objective of bringing the

business closer to its key customers and enhancing efficiency. As part of this, a consultation

process has been initiated with employees on a proposal regarding the closure of its

manufacturing site in Todmorden, UK. The consultation process is ongoing and is expected to

complete around the end of March 2025. If the proposal is implemented, this would result in

the closure of the Todmorden plant by the end of 2025 with production being relocated to

other facilities in the EMEA region. The associated financial impact cannot be fully determined

until the outcome of the consultation and other aspects of the proposed restructuring plan

are known.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 227

Company Balance Sheet

at 31 December 2024

		31 December 2024	31 December 2023
	Note	£m	£m
ASSETS
Non-current assets
Intangible assets	3	–	0.1
Property, plant & equipment	4	8.7	9.7
Investments in subsidiaries & loans	5	3,970.2	4,062.4
Deferred tax assets	6	35.3	19.8
Trade & other receivables	7	30.0	34.2
Retirement benefit plan assets	8	32.6	30.1
Total non-current assets		4,076.8	4,156.3
Current assets
Trade & other receivables	7	276.7	194.8
Derivative financial instruments	9	20.4	14.3
Cash & short-term deposits		24.4	27.3
Total current assets		321.5	236.4
Total assets		4,398.3	4,392.7
LIABILITIES
Current liabilities
Interest-bearing loans & borrowings	11	1,394.4	1,237.9
Trade & other payables	10	88.3	56.5
Derivative financial instruments	9	18.1	14.3
Provisions	12	3.9	6.0
Total current liabilities		1,504.7	1,314.7
Non-current liabilities
Interest-bearing loans & borrowings	11	1,089.3	1,266.4
Derivative financial instruments	9	–	2.3
Deferred tax liabilities	6	8.0	7.3
Retirement benefit plan deficits	8	0.7	0.8
Total non-current liabilities		1,098.0	1,276.8
Total liabilities		2,602.7	2,591.5
NET ASSETS		1,795.6	1,801.2

		31 December 2024	31 December 2023
	Note	£m	£m
CAPITAL & RESERVES
Share capital	13	32.5	32.5
Share premium		582.3	582.3
Merger reserve	13	332.6	332.6
Treasury shares	13	(37.3)	(29.0)
Capital redemption reserve	13	0.5	0.5
Special reserve	13	1.8	1.8
Hedge accounting reserve	13	0.1	(0.5)
Retained earnings		883.1	881.0
TOTAL EQUITY		1,795.6	1,801.2

In accordance with the concession granted under section 408 of the Companies Act 2006, the

Income Statement and Statement of Comprehensive Income of the Company have not been

separately presented in these financial statements. The profit of the Company was £ 94.5m

(2023 : £215.0 m).

The financial statements on pages 227 to 238 were approved by the Board of Directors on

27 February 2025 and signed on its behalf by:

Jon Stanton Director Brian Puffer Director

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 228

Company Statement of Changes in Equity

for the year ended 31 December 2024

	Share capital	Share premium	Merger reserve	Treasury shares	Capital redemption reserve	Special reserve	Hedge accounting reserve	Retained earnings	Total equity
	£m	£m	£m	£m	£m	£m	£m	£m	£m
At 1 January 2023	32.5	582.3	332.6	(14.3)	0.5	1.8	—	785.9	1,721.3
Profit for the year	—	—	—	—	—	—	—	215.0	215.0
Cost of hedging taken to equity on fair value hedges	—	—	—	—	—	—	(0.8)	—	(0.8)
Reclassification adjustments on fair value hedges	—	—	—	—	—	—	0.1	—	0.1
Remeasurements on defined benefit plans	—	—	—	—	—	—	—	(29.0)	(29.0)
Tax credit relating to above items	—	—	—	—	—	—	0.2	7.2	7.4
Total net comprehensive (expense) income for the year	—	—	—	—	—	—	(0.5)	193.2	192.7
Cost of share-based payments inclusive of tax credit	—	—	—	—	—	—	—	7.1	7.1
Dividends (note 2)	—	—	—	—	—	—	—	(95.9)	(95.9)
Purchase of shares for employee share plans	—	—	—	(24.0)	—	—	—	—	(24.0)
Exercise of share-based payments	—	—	—	9.3	—	—	—	(9.3)	—
At 31 December 2023	32.5	582.3	332.6	(29.0)	0.5	1.8	(0.5)	881.0	1,801.2
Profit for the year	—	—	—	—	—	—	—	94.5	94.5
Gain of hedging taken to equity on fair value hedges	—	—	—	—	—	—	0.5	—	0.5
Reclassification adjustments on fair value hedges	—	—	—	—	—	—	0.3	—	0.3
Remeasurements on defined benefit plans	—	—	—	—	—	—	—	1.6	1.6
Tax charge relating to above items	—	—	—	—	—	—	(0.2)	(0.5)	(0.7)
Total net comprehensive income for the year	—	—	—	—	—	—	0.6	95.6	96.2
Cost of share-based payments inclusive of tax credit	—	—	—	—	—	—	—	11.2	11.2
Dividends (note 2)	—	—	—	—	—	—	—	(99.8)	(99.8)
Purchase of shares for employee share plans	—	—	—	(13.2)	—	—	—	—	(13.2)
Exercise of share-based payments	—	—	—	4.9	—	—	—	(4.9)	—
At 31 December 2024	32.5	582.3	332.6	(37.3)	0.5	1.8	0.1	883.1	1,795.6

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 229

Notes to the Company Financial Statements

1. Accounting policies

Authorisation of financial statements and statement of compliance

The company financial statements of The Weir Group PLC (the ‘Company’) for the year ended

31 December 2024 (‘2024’) were approved and authorised for issue in accordance with a

resolution of the Directors on 27 February 2025. The comparative information is presented for

the year ended 31 December 2023 (‘2023’).

The Weir Group PLC is a public limited company limited by shares and incorporated in

Scotland, United Kingdom and is listed on the London Stock Exchange.

Basis of preparation

The company financial statements of The Weir Group PLC have been prepared on a going

concern basis under the historic cost convention and in accordance with FRS 101 and applied

in accordance with the provisions of the Companies Act 2006. These financial statements are

presented in Sterling. All values are rounded to the nearest 0.1 million pounds (£m) except

where otherwise indicated. The following disclosure exemptions from the requirements of IFRS

have been consistently applied in the preparation of these financial statements, in accordance

with FRS 101:

– Disclosures required by paragraphs 45(b) and 46-52 of IFRS 2 ‘Share-based payment’ can

be found in note 28 to the Group Financial statements;

– IFRS 7 ‘Financial instruments: disclosures’ exemption has been taken as a result of the

disclosures in note 30 to the Group Financial Statements;

– IAS 7 ‘Statement of cash flows’;

– Disclosure of key management compensation as required by paragraph 17 of IAS 24

‘Related party disclosures’;

– Disclosure of related party transactions with wholly owned subsidiaries as required by IAS 24

‘Related party disclosures’;

– Paragraph 38 of IAS 1 ‘Presentation of financial statements’ comparative information

requirements in respect of paragraph 79(a)(iv) of IAS 1; paragraph 73(e) of IAS 16 ‘Property,

plant and equipment’; and paragraph 118(e) of IAS 38 ‘Intangible assets’;

– Paragraph 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and paragraphs

134-136 of IAS 1 ‘Presentation of financial statements’; and

– Paragraphs 52 and 58 of IFRS 16 ‘Leases’.

The Company is the parent of the group of companies ultimately owned by the Company and

known as the Weir Group (the ‘Group’). Its principal activity is to act as a holding company for

the Group and perform the head office function.

The accounting policies which follow are consistent with those of the previous period with the

exception of the following standards, amendments and interpretations which are effective for

the year ended 31 December 2024:

– Classification of Liabilities as Current or Non-current liabilities with covenants - Amendments

to IAS 1;

– Lease Liability in Sale and Leaseback - Amendments to IFRS 16; and

– Supplier Finance Arrangements - Amendments to IAS 7 and IFRS 7.

The amendments listed above are not considered to have a material impact on the financial

statements.

The following new accounting standards and interpretations have been published but are not

mandatory for 31 December 2024:

– IFRS18 Presentation and disclosure in the financial statements;

– Amendments to IAS 21 - Lack of exchangeability;

– Amendments to IFRS 9 and IFRS 7 - Amendments to the classification and measurement of

financial instruments.

These amendments have not been early adopted by the Company. These standards are not

expected to have a material impact on the Company in the current or future reporting periods

or on foreseeable future transactions.

Use of estimates and judgements

The Company’s material accounting policy information is set out below. The preparation of the

Company Financial Statements, in conformity with FRS 101, requires management to make

judgements that affect the application of accounting policies and estimates that impact the

reported amounts of assets, liabilities, income and expense.

Management bases these judgements and estimates on a combination of past experience,

professional expert advice and other evidence that is relevant to each individual circumstance.

Actual results may differ from these judgements and estimates, which are reviewed on an

ongoing basis. Revisions to accounting estimates are recognised in the period in which the

estimate is revised and in any future periods affected.

Critical estimates

The area where management considers the more complex estimates are required is in

respect of retirement benefits. The assumptions underlying the valuation of retirement benefit

assets and liabilities include discount rates, inflation rates and mortality assumptions which are

based on actuarial advice. Changes in these assumptions could have a material impact on the

measurement of the Company’s retirement benefit obligations. Sensitivities to changes in key

assumptions are provided in note 8.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 230

Notes to the Company Financial Statements

continued

Foreign currency translation

The presentational and functional currency of the Company is Sterling. Transactions

denominated in foreign currencies are translated into the Company’s functional currency

at the exchange rate ruling on the date of the transaction. Monetary assets and liabilities

denominated in foreign currencies are retranslated at the exchange rate ruling on the balance

sheet date. Currency translation differences are recognised in the Income Statement.

Revenue recognition

Revenue is the consideration received or receivable which reflects the amount expected to be

received, mainly the transaction price. Revenue will only be recognised when the fulfilment of

performance obligations is achieved. Revenue mainly relates to transactions with other entities

within the Group, primarily in relation to management recharges.

Property, plant & equipment

Property, plant and equipment comprises owned assets and right-of-use assets that do not

meet the definition of investment property.

Owned assets

Owned property, plant and equipment is stated at cost less accumulated depreciation and

any recognised impairment losses. Depreciation of property, plant and equipment is provided

on a straight-line basis so as to charge the cost less residual value, to the Income Statement

over the expected useful life of the asset concerned, and is in the following ranges:

Long leasehold land and buildings20 years

Office and computer equipment3 – 10 years

Investments

Investments in subsidiaries are held at cost less accumulated impairment losses.

Loans are carried at amortised cost using the effective interest method.

Applicable Group accounting policies

The following significant accounting policies are consistent with those applied to the Group

Financial Statements.

– Right-of-use asset and lease liability;

– Impairment of non-current assets;

– Post-employment benefits;

– Share-based payments;

– Financial assets & liabilities;

– Derivative financial instruments;

– Treasury shares; and

– Taxation.

2. Profit attributable to the Company

The profit dealt with in the financial statements of the Company was £94.5m (2023: £215.0m).

The corporate tax credit dealt with in the accounts of the Company was £31.7m (2023:

£26.5m).

Dividends

For details of dividends see note 11 to the Group Financial Statements.

	2024	2023
Employee benefits expense	£m	£m
Wages & salaries	28.5	32.8
Social security costs	4.0	4.4
Defined contribution plans	1.0	1.0
Share-based payments – equity settled transactions	10.4	7.0
	43.9	45.2

During 2024, the average number of people employed by the Company was 238 (2023: 301).

Directors

Details of Directors’ remuneration, benefits and SRP awards are included in the Remuneration

report on pages 113 to 147, and in note 29 to the Group Consolidated Financial Statements.

Auditors’ remuneration

The total fees payable by the Company to PricewaterhouseCoopers LLP (PwC) for work

performed in respect of the audit of the Company were £36,250 ( 2023: £35,00 0). Fees paid

to PwC for non-audit services to the Company itself are not disclosed in these financial

statements as the Group’s Consolidated Financial Statements, in which the Company is

included, are required to disclose such fees on a consolidated basis.

Fees payable by the Company to Ernst & Young LLP for work performed in respect of the audit

of the pension scheme were £48,500 (2023: £51,500).

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 231

Notes to the Company Financial Statements

continued

3. Intangible assets

	Purchased software total
	£m
Cost
At beginning and end of the year	0.7
Accumulated amortisation
At 1 January 2024	0.6
Charge for the year	0.1
At 31 December 2024	0.7
Net book value at 31 December 2023	0.1
Net book value at 31 December 2024	–

4. Property, plant & equipment

	Owned long leasehold land & buildings	Owned office & computer equipment	Right-of- use land & buildings	Right-of- use plant & equipment	Total
	£m	£m	£m	£m	£m
Cost
At 1 January 2024	3.7	4.1	8.1	0.2	16.1
Additions	–	0.3	–	–	0.3
Reclassifications between categories	–	0.2	–	(0.2)	–
At 31 December 2024	3.7	4.6	8.1	–	16.4
Accumulated depreciation
At 1 January 2024	1.5	2.2	2.5	0.2	6.4
Charge for the year	0.2	0.6	0.5	–	1.3
Reclassifications between categories	–	0.2	–	(0.2)	–
At 31 December 2024	1.7	3.0	3.0	–	7.7
Net book value at 31 December 2023	2.2	1.9	5.6	–	9.7
Net book value at 31 December 2024	2.0	1.6	5.1	–	8.7

Right-of-use assets

The Company leases buildings and IT equipment. The current and non-current lease

liabilities are disclosed in note 11. The following table shows the breakdown of the lease

expense between amounts charged to operating profit and amounts charged to finance costs

in the year.

	2024	2023
	£m	£m
Depreciation of right-of-use assets	0.5	0.6
Charge to operating profit	0.5	0.6
Finance cost – interest expense related to lease liabilities	0.2	0.2
Charge to profit before tax	0.7	0.8

The total cash outflow in the year is £0.8m (2023: £0.8m).

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 232

Notes to the Company Financial Statements

continued

5. Investments in subsidiaries & loans

	Subsidiaries shares	Loans	Total
	£m	£m	£m
Cost
At 1 January 2024	4,960.3	863.8	5,824.1
At 31 December 2024	4,960.3	771.6	5,731.9
Impairment
At beginning and end of the year	1,757.2	4.5	1,761.7
Net book value at 31 December 2023	3,203.1	859.3	4,062.4
Net book value at 31 December 2024	3,203.1	767.1	3,970.2

The subsidiaries and joint ventures of the Company are listed on pages 239 to 245.

The loan balances above are amounts owed by subsidiaries and represent long-term funding

arrangements under term or cash management loans.

Over the term of the loans, the Company accounts for its credit risk by appropriately providing

for expected credit losses on a timely basis. The majority of the Company’s loans are

repayable on demand by the Company. In calculating the expected credit loss allowance of

repayable on demand loans, the Company considers the financial position and internal

forecasts of each subsidiary and their ability to repay on request, or over time. For those loans

repayable on maturity, expected credit losses are calculated using market-implied

probabilities of default and loss-given-default estimations.

The Company considers the probability of default upon initial recognition of an asset and

subsequently whether there has been a significant increase in credit risk on an ongoing basis

throughout each reporting year. To assess whether there is a significant increase in credit risk,

the Company compares the risk of a default occurring on the asset as at the reporting date

with the risk of default as at the date of initial recognition. The primary indicators considered

are actual or expected significant adverse changes in business and financial conditions that

are expected to cause a significant change to the borrower’s ability to meet its obligations.

Independent of the primary indicators above, a significant increase in credit risk is presumed

if a debtor is more than 30 days past due in making a contractual payment. A default on a

financial asset is considered to occur when the counterparty fails to make contractual

payments within 90 days of when they fall due. A write-off is considered to be required when

there is no reasonable expectation of recovery, or when a debtor fails to make contractual

payments greater than 120 days past due. Where loans or receivables have been written off,

the Company continues to engage in enforcement activity to attempt to recover the

receivable due. Where recoveries are made, these are recognised in the Income Statement.

As at 31 December 2024 and 31 December 2023, the loss allowances for all loans to

subsidiaries were measured at an amount equal to 12 month expected credit losses.

The carrying value of loans and investments is considered to be supported by the value in use

and market capitalisation of the Group.

6. Deferred tax

	2024	2023
	£m	£m
Deferred income tax assets
Other timing differences	35.3	19.8
	35.3	19.8
Deferred income tax liabilities
Retirement benefits	(8.0)	(7.3)
	(8.0)	(7.3)
Net deferred income tax	27.3	12.5

Deferred tax assets of £35.3m include £20.2m ( 2023: £9.7m) recognised in respect of losses

suffered in current and preceding periods. The movement in the year is a result of prior year

adjustments and losses in the current period. The deferred tax asset has been recognised on

the basis that the losses can be carried forward indefinitely and are available to surrender

against UK taxable profits of the UK group in the future.

Deferred tax liabilities of £8.0m (2023: £7.3m) relate entirely to retirement benefits. The

movement in the year is a direct result of the movement in the UK pension plan during 2024.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 233

Notes to the Company Financial Statements

continued

7. Trade & other receivables

Trade and other receivables presented as non-current on the face of the Company Balance

Sheet of £30.0m (2023: £34.2m) are in respect of a prepayment recognised as a result of the

pension funding partnership structure. Further information pertaining to this arrangement can

be found in note 8.

	2024	2023
	£m	£m
Amounts recoverable within one year:
Amounts owed by subsidiaries	211.5	144.6
Tax receivable	52.2	38.4
Other debtors	5.3	6.5
Prepayments & accrued income	7.7	5.3
	276.7	194.8

Amounts owed by subsidiaries relate to management recharges in respect of support

services provided. Intercompany balances are typically managed on a Group basis, and the

Company’s credit risk management practices reflect this. The Group applies the IFRS 9

'Financial instruments' simplified approach to measuring expected credit losses, which uses

a lifetime expected loss allowance for all such trade receivables.

The amounts owed by subsidiaries do not carry an interest charge, and it is the Company’s

expectation that materially all the amounts owed by subsidiaries are fully recoverable over

time. Expected credit losses at both 31 December 2024 and 31 December 2023 are therefore

immaterial, and there has been no material change to the expected loss allowance during

the year.

8. Retirement benefits

At the balance sheet date, the Company has a funded defined benefit plan (the Main Plan)

and an unfunded retirement benefit plan for retired Executive Directors. The Company also

operates a defined contribution plan, the contributions to which are in addition to those set

out below, and are charged directly to the Consolidated Income Statement.

For the defined benefit plans, benefits are related to service and final salary. The Main Plan closed to

future accrual of benefits effective from 30 June 2015.

The weighted average duration of the expected benefit payments from the Main Plan is

around 11 years.

The current funding target for the Main UK Plan is to maintain assets equal to the value of the

accrued benefits. The Main Plan holds three insurance policies which match the liabilities in

respect of a significant proportion of deferred and retired pensioners.

The defined benefit plans expose the Company to a number of risks:

Uncertainty in benefit payments

The value of the Company’s liabilities for the defined benefit plans will ultimately depend on

the amount of benefits paid out. This in turn will depend on the level of inflation (for those

benefits that are subject to some form of inflation protection) and how long individuals live.

This risk is significantly reduced through the insurance policies held.

Volatility in asset values

The Company is exposed to future movements in the values of assets held in the defined

benefit plans to meet future uninsured benefit payments.

Uncertainty in cash funding

The regulatory framework in the UK requires the Trustees and Company to agree upon

the assumptions underlying the funding target, and then to agree upon the necessary

contributions required to recover any deficit at the valuation date. There is a risk to the

Company that adverse experience could lead to a requirement for the Company to make

considerable contributions to recover any deficit. This risk is significantly reduced through

the insurance policies held. In addition, the Company is also exposed to adverse changes

in pension regulation.

Assumptions

The significant actuarial assumptions used for accounting purposes reflect prevailing market

conditions and are as follows.

	2024	2023
Significant actuarial assumptions:
Discount rate (% pa)	5.45	4.50
Retail Prices Inflation (RPI) (% pa)	3.20	3.10
Post-retirement mortality (life expectancies in years):
Current pensioners at 65 – male	20.5	21.0
Current pensioners at 65 – female	22.9	22.9
Future pensioners at 65 – male	21.4	22.3
Future pensioners at 65 – female	24.0	24.4
Other related actuarial assumptions:
Rate of increases for pensions in payment (% pa)
Pre 6 April 2006 service	3.05	3.00
Post 5 April 2006 service	2.10	2.10
Consumer Prices Inflation (CPI) assumption (% pa)	2.65	2.50

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 234

Notes to the Company Financial Statements

continued

The assumptions used to determine end-of-year benefit obligations are also used to calculate

the following year’s cost.

The post-retirement mortality assumptions allow for expected increases in longevity. The

‘current’ disclosures above relate to assumptions based on longevity (in years) following

retirement at the balance sheet date, with ‘future’ being that relating to a member retiring

in 2045 (in 20 years' time).

The assets and liabilities of the plans are as follows.

	2024	2023
	£m	£m
Plan assets at fair value:
Corporate bonds (quoted)	36.7	–
Government bonds (quoted)	106.8	170.8
Insurance policies (unquoted)	288.5	336.4
Private debt (unquoted)	29.8	37.1
Multi Asset Credit Funds	42.4	39.7
Cash (quoted)	15.1	8.7
Fair value of plan assets	519.3	592.7
Present value of funded obligations	(486.7)	(562.6)
Net asset for funded obligations	32.6	30.1
Present value of unfunded obligations	(0.7)	(0.8)
Net asset	31.9	29.3
Plans in surplus	32.6	30.1
Plans in deficit	(0.7)	(0.8)

Of the government bonds held at 31 December 2024, 60% (2023: 75%) are fixed interest

bonds. The pension plans have not directly invested in any of the Company’s own financial

instruments, or in properties or other assets used by the Company.

The investment strategy for the UK is to primarily hold government bonds and corporate

bonds to meet the assessed value of the benefits promised for the non-insured members,

along with holding private debt and multi-asset credit funds. The insured members are

backed by the insurance policies held within the Scheme.

The value of the insurance policies is set equal to the estimated FRS101 liability. The valuation

uses the same methodology as the associated liability based on the census data included

in the most triennial valuation, adjusted for movements in actuarial assumptions and

inflation experience.

The Private Debt holdings reflect investments by the UK Main Plan. As these funds are less

frequently traded, the value shown reflects the 30 September 2024 valuations, adjusted for

capital calls and distributions from this date to 31 December 2024.

The change in net liabilities recognised in the Company Balance Sheet is comprised as follows.

	2024	2023
	£m	£m
Opening net assets	29.3	50.0
Expense charged to the Income Statement	0.9	2.0
Amount recognised in Statement of Comprehensive Income	1.6	(29.0)
Employer contributions	0.1	6.3
Closing net assets	31.9	29.3

The amounts recognised in the Income Statement and in the Statement of Comprehensive

Income for the year are analysed as follows.

	2024	2023
	£m	£m
Recognised in the Income Statement
Administrative expenses	(0.4)	(0.6)
Included in operating profit	(0.4)	(0.6)
Interest on net pension asset	1.3	2.6
Total credit charged to the Income Statement	0.9	2.0
Recognised in the Statement of Comprehensive Income
Actual return on plan assets	(37.0)	12.5
Less: interest on plan assets	(25.9)	(28.7)
	(62.9)	(16.2)
Other actuarial gains (losses) due to:
Changes in financial assumptions	44.4	(10.1)
Changes in demographic assumptions	11.5	7.2
Experience on benefit obligations	8.6	(9.9)
Actuarial gains (losses) recognised in the Statement of Comprehensive Income	1.6	(29.0)

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 235

Notes to the Company Financial Statements

continued

Administration expenses are recognised in operating costs and interest on net pension liability

is recognised in other finance costs.

Pension contributions are determined with the advice of independent qualified actuaries on

the basis of regular valuations using the projected unit method. The Company made no

special contributions in 2024 (2023: £6.2m) in addition to the Company’s regular contributions.

The latest actuarial funding valuation of the Main Plan was completed in 2024. As the Plan was

in a funding surplus, no recovery plan was required and therefore no future deficit reduction

contributions are currently payable and the Scottish Limited Partnership previously in place to

fund pension contributions will be wound up.

The Company has taken legal advice regarding its UK arrangements to confirm the accounting

treatment under IFRIC 14 'IAS 19 - The limit on a defined benefit asset, minimum funding

requirements and their interaction' with regard to recognition of a surplus and also recognition

of a minimum funding requirement. This confirmed that there is no requirement to adjust the

balance sheet and that recognition of a current surplus is appropriate on the basis that the

Company has an unconditional right to a refund of a current (or projected future) surplus at

some point in the future. Having considered the position, taking account of the legal input

received and noting that the Trustees of the UK arrangements do not have discretionary

powers to unilaterally wind up the schemes without cause, the Directors of the Company have

concluded that the Company has an unconditional right to a refund of any surplus.

The Company is aware of a case involving Virgin Media and NTL Pension Trustee, which could

potentially lead to additional liabilities for some pension schemes and sponsors. The Company

has taken some initial legal advice and at this stage is not aware of any evidence to suggest

that the relevant legal requirements were not complied with, and therefore no further action

has been taken. No allowance has been made for any additional liabilities that may arise as a

result of this court ruling. The Company will continue to monitor any future developments.

The total Company contributions for 2025 are expected to be £0.1m.

Changes in the present value of the defined benefit obligations are analysed as follows.

	2024	2023
	£m	£m
Opening defined benefit obligations	(563.4)	(560.1)
Interest on benefit obligations	(24.6)	(26.1)
Benefits paid	36.1	35.6
Actuarial gains (losses) due to:
Changes in financial assumptions	44.4	(10.1)
Changes in demographic assumptions	11.5	7.2
Experience on benefit obligations	8.6	(9.9)
Closing defined benefit obligations	(487.4)	(563.4)

Changes in the fair value of plan assets are analysed as follows.

	2024	2023
	£m	£m
Opening plan assets	592.7	610.1
Interest on plan assets	25.9	28.7
Employer contributions	0.1	6.3
Administrative expenses	(0.4)	(0.6)
Benefits paid	(36.1)	(35.6)
Actual return on plan assets less interest on plan assets	(62.9)	(16.2)
Closing plan assets	519.3	592.7

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 236

Notes to the Company Financial Statements

continued

Sensitivity analysis

Changes in key assumptions can have a significant effect on the reported retirement benefit

obligation and the Income Statement expense for 2025. The effects of changes in those

assumptions are set out in the table below.

	Increase	Decrease	Increase	Decrease
	2024	2024	2023	2023
	£m	£m	£m	£m
Discount rate
Effect on defined benefit obligation of a 1.0% change	44.1	(52.5)	57.2	(69.5)
Effect on net funding position of a 1.0% change	24.0	(29.5)	31.3	(39.6)
RPI inflation (and associated assumptions)
Effect on defined benefit obligation of a 1.0% change	(31.8)	25.9	(29.1)	29.7
Effect on net funding position of a 1.0% change	(20.9)	14.0	(14.1)	14.3
Life expectancy
Effect on defined benefit obligation of a 1 year change	(19.2)	19.2	(26.5)	26.5
Effect on net funding position of a 1 year change	(4.6)	4.6	(4.7)	4.7

The impact on the net funding position is significantly reduced as a result of the insurance

policies held. In the absence of such policies, the impact on the net funding position would

be much closer to the significantly higher impact on the defined benefit obligation shown in

the table.

These sensitivities have been calculated to show the movement in the defined benefit

obligation and net funding position in isolation and assume no other changes in market

conditions at the accounting date. In practice, for example, a change in discount rate is unlikely

to occur without any movement in the value of the invested (non-insurance policy) assets

held by the plans.

9. Derivative financial instruments

	2024	2023
	£m	£m
Current assets
Forward foreign currency contracts designated as fair value hedges	1.7	–
Other forward foreign currency contracts	18.7	14.3
	20.4	14.3
Current liabilities
Forward foreign currency contracts designated as fair value hedges	(0.4)	–
Other forward foreign currency contracts	(17.7)	(14.3)
	(18.1)	(14.3)
Non-current liabilities
Forward foreign currency contracts designated as fair value hedges	–	(2.3)
	–	(2.3)

The figures in the above table include derivative financial instruments where the counterparty

is a subsidiary of the Company.

Details of the hedging activities is provided in note 30 to the Group Financial Statements.

10. Trade & other payables

	2024	2023
	£m	£m
Amounts owed to subsidiaries	19.9	14.2
Tax payable	17.4	0.3
Other taxes & social security costs	2.6	2.4
Other creditors	17.0	9.1
Accruals & deferred income	31.4	30.5
	88.3	56.5

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 237

Notes to the Company Financial Statements

continued

11. Interest-bearing loans & borrowings

	2024	2023
	£m	£m
Current
Bank overdrafts	3.0	240.4
Loans from subsidiaries	1,390.8	996.9
Lease liability	0.6	0.6
	1,394.4	1,237.9
Non-current
Bank loans1	(2.1)	97.7
Fixed-rate notes	936.0	922.3
Loans from subsidiaries	149.1	239.5
Lease liability	6.3	6.9
	1,089.3	1,266.4
1. 2024 balance relates to unamortised issue costs.

The loans from subsidiaries with a maturity date of less than one year are repayable in 2025

and have a weighted average interest rate of 4.92%. The loans for subsidiaries with a maturity

date greater than one year and less than two years are repayable in 2026 and have an interest

rate of 2.85%. The loans for subsidiaries with a maturity date greater than two years and less

than five years are repayable in 2029 and have an interest rate of 8.53%.

Details of the interest and repayment terms of the bank loans and fixed-rate notes can be

found in note 20 to the Group Financial Statements.

The table below shows the loans from subsidiaries by maturity. The amounts disclosed in the

table are the undiscounted cash flows and may therefore not agree to the amounts disclosed

in the Balance Sheet.

	Less than 1  year	1 to 2 years	2 to 5 years	More than 5 years	Total
At 31 December 2024	£m	£m	£m	£m	£m
Loans from subsidiaries	1,422.8	59.0	112.9	—	1,594.7

	Less than 1  year	1 to 2 years	2 to 5 years	More than 5 years	Total
At 31 December 2023	£m	£m	£m	£m	£m
Loans from subsidiaries	1,023.2	98.4	81.7	104.7	1,308.0

12. Provisions

	Exceptional items
	£m
At 1 January 2024	6.0
Additions	16.7
Utilised	(18.8)
At 31 December 2024	3.9
Current 2024	3.9
Non-current 2024	–
At 31 December 2024	3.9
Current 2023	6.0
Non-current 2023	–
At 31 December 2023	6.0

The opening balance mainly relates to costs associated with the Performance Excellence

programme. Additions during the year were for the same purpose, therefore the closing

balance is predominantly costs related to the Performance Excellence programme. 

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 238

Notes to the Company Financial Statements

continued

13. Share capital & reserves

	2024	2023
	£m	£m
Allotted, called up & fully paid
Ordinary shares of 12.5p each	32.5	32.5

	2024	2023
	Number million	Number million
Treasury shares
At the beginning of the year	1.7	0.9
Purchase of shares in respect of equity settled share-based payments	0.6	1.2
Utilised during the year in respect of equity settled share-based payments	(0.3)	(0.4)
At the end of the year	2.0	1.7
Equity settled share-based payments
Share awards outstanding at the end of the year	1.8	1.5

Merger reserve

The merger reserve relates to the issue of new equity as part of the consideration paid for

an acquisition. Shares issued directly to ESCO shareholders on 12 July 2018, as part of the total

acquisition consideration, qualified for merger relief under Section 612 of the Companies

Act 2006 and resulted in an increase to the reserve of £323.2m. The remaining reserve balance

of £9.4m relates to shares issued in part consideration for the acquisition of Delta Industrial

Valves Inc. during 2015.

Capital redemption reserve

The capital redemption reserve was created by a repurchase and cancellation of own

shares during the 53 weeks ended 1 January 1999.

Special reserve

The premium of £1.8m arising on the issue of shares for the acquisition of the entire share

capital of Liquid Gas Equipment Limited in 1988 has been credited to a special reserve in

accordance with the merger relief provisions of the Companies Act 1985.

Hedge accounting reserve

This reserve records the portion of the gains or losses on hedging instruments used as

cash flow and fair value hedges that are determined to be effective.

14. Guarantees & legal claims

Guarantees

The Company has given guarantees in relation to the bank and other borrowings of

certain subsidiary companies amounting to £695.1m ( 2023: £754.8m) of which £174.7m

(2023 : £175.3m) was utilised at 31 December 2024. These guarantees, recognised at fair value

under IFRS 9, do not have a material value at the balance sheet date and the likelihood of the

guarantees being called upon is considered remote.

Legal claims

The Company and certain subsidiaries are, from time-to-time, party to legal proceedings and

claims that arise in the normal course of business. Provisions have been made where the

Directors have assessed that a cash outflow is probable. All other claims are believed to be

remote or are not yet ripe.

15. Related party disclosures

The Company has taken advantage of the exemption under paragraph 8(k) of FRS 101 not

to disclose transactions with related parties that are wholly owned by a subsidiary of the

Company. The following table provides the total amount of transactions that have been

entered into with non-wholly owned related parties for the relevant financial year and

outstanding balances at the year end.

		Group charges	Amounts due by
Related party		£m	£m
Weir ABF LP	2024	–	61.4
	2023	–	57.3
Weir Minerals (India) Private Limited	2024	–	–
	2023	(0.1)	–
Vulco S.A.	2024	0.3	0.1
	2023	0.7	–

16. Financial risk management objectives and policies

The description of the Group’s financial risk management objectives and policies is provided

in note 30 to the Group Financial Statements. These financial risk management objectives and

policies also apply to the Company.

17. Events after the balance sheet date

Details of events occurring after the balance sheet date are provided in note 33 to the Group

Financial Statements.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 239

Subsidiary undertakings

The subsidiary undertakings of the Company as at 31 December 2024 are noted below. Unless otherwise indicated, the Company’s shareholdings are held indirectly.

Company Name	Country	Registered Office address	Class name	% of class	Directly Held By PLC*
Alebras Aços e Peças Ltda.	Brazil	2151 Avenida José Benassi, Sala B, Parque Industrial, CEP 13.213-085., Brazil	Ordinary	100
Aspir Pty Ltd	Australia	1-5 Marden Street, Artarmon NSW 2064, Australia	Ordinary	100
Bucyrus Blades de Mexico S.A. DE C.V.	Mexico	Calle 14, Manzana 4, Lote 4, Parque Industrial, Apartado Postal 129, Atlacomulco, Mexico	Fixed Capital, Variable Capital	100
Bucyrus Blades Inc.	United States	C T Corporation System, 4400 Easton Commons Way, Suite 125, Columbus OH 43219, United States	Common	100
Bucyrus Blades of Canada ULC	Canada	1800 – 510 West Georgia Street Vancouver, BC V6B 0M3	Class A Common	100
Carriere Industrial Supply Limited	Canada	222 Bay Street, Suite 3000, P O Box 53, Toronto ON M5K 1E7, Canada	Common	100
CH Warman Asia Limited	Malta	Level 2 West, Mercury Tower, The Exchange Financial & Business Centre, Elia Zammit Street, St. Julian's, STJ 3155, Malta, STJ 3155, Malta	Ordinary	100
CIS First Nations Services Inc.	Canada	222 Bay Street, Suite 3000, P O Box 53, Toronto ON M5K 1E7, Canada	Common	100
Electric Steel Foundry Company	United States	780 Commercial Street SE, Suite 100, Salem OR 97301, United States	Fixed Capital	100
Envirotech (Pty) Limited	South Africa	31 Isando Road, Isando, Gauteng, 1601, South Africa	A Ordinary, Ordinary	100
ESCO - Bucyrus Blades Canada	Canada	1800 – 510 West Georgia Street Vancouver, BC V6B 0M3	Partnership	100
ESCO (UK) Holdings Limited	England and Wales	Ings Road, Doncaster, DN5 9SN	Ordinary	100
ESCO (UK) Limited	England and Wales	Ings Road, Doncaster, DN5 9SN	Ordinary	100

Company Name	Country	Registered Office address	Class name	% of class	Directly Held By PLC*
ESCO (Xuzhou) Trading Company Limited	China	West of Dazhai Road, South of Dazhai Road and Cui Zhuang South Road, High-tech Industrial Zone, Xuzhou City, Jiangsu Province, China	Corporate Relationship	100
ESCO (Xuzhou) Wearparts Co., Ltd.	China	9 Huasheng Road, Xuzhou Hi- Tech Industry Zone, Xuzhou City, Jiangsu Province, China	Corporate Relationship	100
ESCO Australia Holdings Pty Limited	Australia	25 Trade Street, Lytton, Queensland QLD 4178, Australia	Ordinary	100
ESCO Belgium SA	Belgium	Rue des Fours a Chaux 122, Zoning Industriel, 7080 Frameries, Belgium	Ordinary	100
ESCO Canada Finance Company Inc.	Canada	1800 – 510 West Georgia Street Vancouver, BC V6B 0M3	Common	100
ESCO Canada Ltd.	Canada	1800 – 510 West Georgia Street Vancouver, BC V6B 0M3	Ordinary	100
ESCO Dunedin Pty Ltd	Australia	25 Trade Street, Lytton, Queensland QLD 4178, Australia	Ordinary	100
ESCO Elecmetal Fundición Limitada	Chile	Calle Miraflores, Numero 222, Piso veinticuatro, Santiago, Chile	Corporate Relationship	50
ESCO Electric Steel Foundry Company of Africa (Pty) Ltd	South Africa	Meadowview Business Estate CNR Clulee and Meadowview lane, Linbro Park, Johannesburg, South Africa, 2090, South Africa	Ordinary	100
ESCO EMEA Holdings (UK) Limited	England and Wales	Ings Road, Doncaster, DN5 9SN	Ordinary	100
ESCO Engineering Kingaroy Pty Ltd	Australia	25 Trade Street, Lytton, Queensland QLD 4178, Australia	D-Ordinary, F-Ordinary, Ordinary	100
ESCO Engineering Pty. Ltd.	Australia	25 Trade Street, Lytton, Queensland QLD 4178, Australia	Ordinary	100
ESCO GmbH	Germany	Marie-Bernays Ring 1, Moenchengladbach, 41199, Germany	Ordinary	100
ESCO GP Ltd.	Canada	1800 – 510 West Georgia Street, Vancouver BC V6B 0M3 , Canada	Common	100

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 240

Subsidiary undertakings

continued

Company Name	Country	Registered Office address	Class name	% of class	Directly Held By PLC*
ESCO Group Holdings Pty Ltd	Australia	25 Trade Street, Lytton, Queensland QLD 4178, Australia	Ordinary	100
ESCO Group LLC	United States	1209 Orange Street, Wilmington DE 19801, United States	Membership Units	100
ESCO Hydra (UK) Limited	England and Wales	Ings Road, Doncaster, DN5 9SN	Ordinary, Ordinary-A	100
ESCO Indonesia Investco No 1 Pty Ltd	Australia	25 Trade Street, Lytton, Queensland QLD 4178, Australia	Ordinary	100
ESCO Indonesia Investco No 2 Pty Ltd	Australia	25 Trade Street, Lytton, Queensland QLD 4178, Australia	Ordinary	100
ESCO International (H.K.) Holdings Limited	Hong Kong	Suites 5801, 5804-06,, Central Plaza, 18 Harbour Road, Wanchai, Hong Kong	Ordinary	100
ESCO International Holdings SRL	Belgium	122 Rue des Fours à Chaux, Zoning Industriel, Frameries, 7080, Belgium	Ordinary	100
ESCO Japan, Inc.	Japan	Marunouchi Mitsui Building, 2-2-2 Marunouchi, Chiyoda-ku, Tokyo, 100-0005, Japan	Common	100
Esco Latin América Comércio e Indústria Ltda.	Brazil	Rua Engenheiro Gerhard Ett, nº 1.215, Galpão 02, Distrito Industrial Paulo Camilo Sul, Betim, 32668-110, Brazil	Ordinary	100
ESCO Limited	Canada	1800 – 510 West Georgia Street, Vancouver BC V6B 0M3 , Canada	Class A Common	100
ESCO Moçambique S.A.	Mozambique	Avenida Kim IL Sung, no. 961, Maputo, Mozambique	Ordinary	100
ESCO Northgate Pty Ltd	Australia	25 Trade Street, Lytton, Queensland QLD 4178, Australia	Ordinary	100
ESCO Peru S.R.L.	Peru	Av. Manuel Olguin 211, Suite 304, Surco, Lima, Peru	Common	100
ESCO SAS	France	57 rue d’Amsterdam, 75008, Paris, France	Ordinary	100
ESCO Servicios Mineros S.A.	Argentina	Tucuman 1, Piso 4, C1049AAA, Buenos Aires, Argentina	Ordinary	100
ESCO South Africa Wearparts (Pty) Limited	South Africa	Meadowview Business Estate CNR Clulee and Meadowview lane, Linbro Park, Johannesburg, South Africa, 2090, South Africa	Cumulative redeem-able preference, Empower- ment Ordinary, Ordinary - A	99.36
ESCO Supply and Service Kazakhstan	Kazakhstan	Seyfullina Avenue, 502, Almalinskiy district, Almaty, 050012, Kazakhstan	Ordinary	100

Company Name	Country	Registered Office address	Class name	% of class	Directly Held By PLC*
Esco Supply Carajás Indústria de Peças e Equipamentos Ltda	Brazil	Rodovia PA-160, S/N, Sala B, Quadra 73, Lotes 1, 2, 3, 4, 5, 6, 7, 22, 23 e 24, Parque dos Carajas Il, Parauapebas/ PA, 68515000, Brazil	Ordinary	100
ESCO Turbine Components Europe SRL	Belgium	122 Rue des Fours à Chaux, Zoning Industriel, Frameries, 7080, Belgium	Ordinary	100
ESCO Wearparts Supply and Services (Namibia) (Proprietary) Limited	Namibia	Unit 3, 2nd Floor, Ausspann Plaza, Dr Agostinho Neto Road, Ausspannplatz, Windhoek, Namibia	Ordinary	100
ESCO-Bucyrus Blades Financing Limited Partnership	Canada	1800 – 510 West Georgia Street Vancouver, BC V6B 0M3	Partnership	100
ESCOSupply Ltd.	Canada	1800 – 510 West Georgia Street, Vancouver BC V6B 0M3 , Canada	Class A Common	100
Fabrica de Aisladores Sismicos de Chile Limitada	Chile	San José N° 0815, San Bernardo, Santiago de Chile, Chile	Corporate Relationship %	99.23
Fundición Vulco Ltda	Chile	San José N° 0815, San Bernardo, Santiago de Chile, Chile	Corporate Relationship %	99.23
G. & J. Weir, Limited	England and Wales	C/o Weir Minerals Europe, Halifax Road, Todmorden, OL14 5RT	Ordinary	100	*
Inversiones ESCO Chile Limitada	Chile	Calle Miraflores, Numero 222, Piso veinticuatro, Santiago, Chile	Corporate Relationship %	100
Inversiones Linatex Chile (Holdings) Limitada	Chile	San José N° 0815, San Bernardo, Santiago de Chile, Chile	Corporate Relationship %	100
Linatex (H.K.) Limited	Hong Kong	5/F Manulife Place, 348 Kwun Tong Road, Kwun Tong, Kowloon, Hong Kong	Ordinary	100
Linatex Asset Holdings Malaysia Sdn. Bhd.	Malaysia	2nd Floor, No 2-4 Jalan Manau, Wilayah Persekutuan,Wilayah Persekutuan, 50460 Kuala Lumpur, Malaysia	Ordinary	100
Linatex Australia Pty. Limited	Australia	1-5 Marden Street, Artarmon NSW 2064, Australia	Class A; Class B	100
Linatex Chile Limitada	Chile	San José N° 0815, San Bernardo, Santiago de Chile, Chile	Corporate Relationship %	100

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 241

Subsidiary undertakings

continued

Company Name	Country	Registered Office address	Class name	% of class	Directly Held By PLC*
Linatex Chile SpA	Chile	Santa Catalina de Chena 850, San Bernardo, Santiago de Chile, Chile	Ordinary Nominative Share	100
Linatex Consolidated Holdings Ltd	British Virgin Islands	Kingston Chambers, PO Box 173, Tortola, Road Town, British Virgin Islands	Ordinary	100
Linatex Limited	England and Wales	C/o Weir Minerals Europe, Halifax Road, Todmorden, OL14 5RT	Ordinary	100
Linatex Rubber Limited	England and Wales	C/o Weir Minerals Europe, Halifax Road, Todmorden, OL14 5RT	Ordinary	100
Linatex Rubber Products Sdn. Bhd.	Malaysia	2nd Floor, No 2-4 Jalan Manau, Wilayah Persekutuan,Wilayah Persekutuan, 50460 Kuala Lumpur, Malaysia	Ordinary	100
Metalúrgica Vulco Ltda	Chile	San José N° 0815, San Bernardo, Santiago de Chile, Chile	Common	99.22
Motion Metrics International Corp.	Canada	1800 – 510 West Georgia Street, Vancouver BC V6B 0M3 , Canada	Class A Common	100
Motion Metrics Latin America SpA	Chile	Edificio Nueva Santa Maria, Los Conquistadores 1730, Of. 2805 Providencia, Santiago, Chile	Ordinary	100
Multiflo Pumps Pty Ltd	Australia	1-5 Marden Street, Artarmon NSW 2064, Australia	Ordinary	100
Overseas ESCO Corporation Ltd.	Virgin Islands, British	OMC Chambers, Wickhams Cay 1, Road Town, Tortola, Virgin Islands, British	Ordinary	100
PT ESCO Mining Products	Indonesia	The Garden Centre #3-04, Cilandak Commercial Estate, JL Raya Cilandak KKO, Jakarta, 12075, Indonesia	Ordinary	100
PT Weir Minerals Contract Services Indonesia	Indonesia	Jl. Mulawarman Rt. 20 No. 20 Kelurahan Manggar, Kec, Balikpapan Timur, Kota Balikpapan, 76116, Indonesia	Ordinary	100
PT Weir Minerals Indonesia	Indonesia	Jl. Mulawarman Rt. 20 No. 20 Kelurahan Manggar, Kec, Balikpapan Timur, Kota Balikpapan, 76116, Indonesia	Ordinary	100
PT Weir Oil & Gas Indonesia	Indonesia	Jl. Mulawarman Rt. 20 No. 20 Kelurahan Manggar, Kec, Balikpapan Timur, Kota Balikpapan, 76116, Indonesia	Ordinary - Class A, Ordinary - Class B	95

Company Name	Country	Registered Office address	Class name	% of class	Directly Held By PLC*
Seaboard Holdings, LLC	United States	The Corporation Trust Company, 1209 Orange Street, Wilmington DE 19801, United States	Membership Units	100
Sentiantechnologies AB	Sweden	Bredgatan 4, 211 30, Malmo, Sweden	Ordinary	100
Slurry Holdings Limited	Malta	Level 2 West, Mercury Tower, The Exchange Financial & Business Centre, Elia Zammit Street, St. Julian's, STJ 3155, Malta, STJ 3155, Malta	Ordinary	100
Soldering Comercio e Industria Ltda	Brazil	Rua Engenheiro Gerhard Ett, nº 1.215, Distrito Industrial Paulo Camilo Sul, CEP 32669-110, Brazil	Ordinary	100
Thandilwa Training Centre (Pty) Ltd	South Africa	Meadowview Business Estate CNR Clulee and Meadowview lane, Linbro Park, Johannesburg, South Africa, 2090, South Africa	Ordinary	100
The Weir Group International S.A.	Switzerland	Rue de Romont 35, c/o Daniel Schneuwly, 1700 FRIBOURG, Fribourg, Switzerland	Ordinary	100
The Weir Group Isle of Man Limited	Isle of Man	1st Floor Goldie House 1-4 Goldie Terrace, Upper Church Street, Douglas, IM1 1EB, Isle of Man	Ordinary	100
The Weir Group Pension Trust Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	N/A	100	*
Trio Engineered Products (Hong Kong) Limited	Hong Kong	5/F Manulife Place, 348 Kwun Tong Road, Kwun Tong, Kowloon Hong Kong	Ordinary	100
TWG Canada Holdings Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary	100
TWG Finance, Inc.	United States	The Corporation Trust Company, 1209 Orange Street, Wilmington DE 19801, United States	Common	100
TWG Investments (No. 6) Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary	100
TWG Investments (No. 7) Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary	100	*
TWG Investments (No. 8) Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary	100
TWG Investments (No.10) Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary	100	*
TWG Investments (No.3) Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary; Preference	100	*

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Subsidiary undertakings

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Company Name	Country	Registered Office address	Class name	% of class	Directly Held By PLC*
TWG Investments (No.4) Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary; Preference	100
TWG South America Holdings Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary; Preference	100
TWG UK Holdings Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary	100
TWG US Finance LLC	United States	The Corporation Trust Company, 1209 Orange Street, Wilmington DE 19801, United States	Membership Units, Preferred Units	100	*
TWG US Holdings LLC	United States	The Corporation Trust Company, 1209 Orange Street, Wilmington DE 19801, United States	Units	100
TWG Young Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary	100	*
Valves and Controls DE, LLC	United States	Corporation Trust Company (CT Corporation System) , 1209 Orange Street, Corporation Trust Center, Wilmington DE 19801, United States	Corporate Relationship	100
Valves and Controls US, Inc.	United States	Corporation Trust Company (CT Corporation System) , 1209 Orange Street, Corporation Trust Center, Wilmington DE 19801, United States	Common	100
Vulco Peru SA	Peru	Av. Separadora Industrial, N° 2201 Urb Vulcano Ate, Lima, Peru	Ordinary	99.22
Vulco S.A.	Chile	San José N° 0815, San Bernardo, Santiago de Chile, Chile	Ordinary Nominative Share	99.22
Warman Pumps Ltd	Australia	1-3 Marden Street, Artarmon NSW 2064, Australia	Ordinary	100
Weir ABF LP	Scotland	1 West Regent Street, Glasgow, G2 1RW, Scotland	Partnership	100
Weir Australia Finance Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary	100
Weir B.V.	Netherlands	PO Box 249, 5900 AE, Venlo, Netherlands	Ordinary	100
Weir Brasil Comercio Ltda	Brazil	Rodovia BR-101, KM 43, N° 43.000, Galpão 10-C, Bairro Nova Brasília, Joinville/SC, CEP 89213-125, Brazil	Ordinary	100
Weir Canada, Inc.	Canada	1800 – 510 West Georgia Street, Vancouver BC V6B 0M3 , Canada	Common	100

Company Name	Country	Registered Office address	Class name	% of class	Directly Held By PLC*
Weir Canadian Investments, Inc.	Canada	1800 – 510 West Georgia Street, Vancouver BC V6B 0M3 , Canada	Common	100
Weir do Brasil Ltda	Brazil	Av Jose Benassi, 2151, Sala A, Condominio Fazgran, Jundiaí/SP, 13.213-085, Brazil	Nominal	100
Weir Engineering Products (Shanghai) Co., Ltd	China	Room 318, Floor 3, No. 458, Fute North Road, Shanghai, China	N/A	100
Weir Engineering Services Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary	100
Weir ESCO Ground Engaging Tools Zambia Limited	Zambia	Plot 2810, Chingola Highway, Vibhav Business Park , Chingola, Copperbelt Province , Zambia	Ordinary	100
Weir Group (Australian Holdings) Pty Limited	Australia	1-5 Marden Street, Artarmon NSW 2064, Australia	Ordinary	100	*
Weir Group (Overseas Holdings) Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary	100
Weir Group African IP Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary	100
Weir Group Engineering Hong Kong Limited	Hong Kong	Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong	Ordinary	100
Weir Group Executive SUURB Trustee Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary	100	*
Weir Group General Partner Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary	100	*
Weir Group Holdings Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary	100	*
Weir Group Inc.	United States	The Corporation Trust Company, 1209 Orange Street, Wilmington DE 19801, United States	Common	100
Weir Group IP Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary	100	*
Weir Group Machinery Equipment (Shanghai) Co. Ltd.	China	No.4918, Liuxiang Road, Xuxing Town, Jiading District, Shanghai, China	Ordinary	100
Weir Group Machinery Equipment (Wuxi) Co., Ltd.	China	No. 9, Wenzhu Road, Hudai Town, Binhu District, Wuxi City, China	Ordinary	100

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 243

Subsidiary undertakings

continued

Company Name	Country	Registered Office address	Class name	% of class	Directly Held By PLC*
Weir Group Management Services Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary	100	*
Weir Group Trading Mexico, S.A. de C.V.	Mexico	Av. Nafta No. 775, Col. Parque Industrial, Stiva Aeropuerto, Mexico	Ordinary Nominative Share	100
Weir HBF (Pty) Ltd	South Africa	50 Strudebaker Street, Markman Industria, Port Elizabeth, South Africa	Ordinary	100
Weir Holdings B.V.	Netherlands	Egtenrayseweg 9, 5928PH Venlo, Netherlands	Ordinary	100
Weir Investments Two Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary A, Preference	100	*
Weir Malaysia Sdn. Bhd.	Malaysia	2nd Floor, No 2-4 Jalan Manau, Wilayah Persekutuan,Wilayah Persekutuan, 50460 Kuala Lumpur, Malaysia	Ordinary - Class A, Ordinary - Class B	100.
Weir Minerals (India) Private Limited	India	NCC Urban Windsor, 1st Floor, New Airport Road, Opp.Jakkur Aerodrome, Yelahanka, Bangalore, Karnataka, 560 064, India	Ordinary	97.25
Weir Minerals Africa (Proprietary) Limited	South Africa	5 Clarke Street South, Alrode, Alberton, 1449, South Africa	Ordinary, Ordinary A	100
Weir Minerals Armenia LLC	Armenia	22 Hanrapetutyan Str, 5th Floor, Yerevan Centre, 0010, Armenia	Ordinary	100
Weir Minerals Australia Ltd	Australia	1-3 Marden Street, Artarmon NSW 2064, Australia	Ordinary	100
Weir Minerals Balkan d.o.o. Beograd	Serbia	Bulevar Mihajla Pupina 6, Ušće Kula I, Beograd - Novi Beograd, Belgrade, 11070, Serbia	Ordinary	100
Weir Minerals Botswana (Proprietary) Limited	Botswana	Plot 64518 Deloitte House Fairgrounds, Gaborone, Botswana	Ordinary	100
Weir Minerals Caribe SRL	Dominican Republic	KK 22,5 Autopista Duarte, Parque Industrial Duarte, Parque de Naves PID 4, Santo Domingo, Dominican Republic	Ordinary	99.99
Weir Minerals Central Africa Limited	Zambia	Plot No. 3655, Chibuluma Road, Light Industrial Area,, Kitwe, Copperbelt Province, Zambia	Ordinary	100
Weir Minerals China Co., Limited	China	Factory #27, 158 Hua Shan Road, Suzhou New District, Suzhou, 215011, China	Corporate Relationship	100

Company Name	Country	Registered Office address	Class name	% of class	Directly Held By PLC*
Weir Minerals Colombia SAS	Colombia	Carrera 43 B # 16 41 Office 904, Building Staff, Medellin Antioquia, Colombia	Ordinary	100
Weir Minerals Czech & Slovak, s.r.o.	Czech Republic	Hlinky 118, 603 00 Brno, Czech Rep., Brno, Czech Republic	Ordinary	100
Weir Minerals DRC SAS	Congo, The Democratic Republic of the	1222 Route Likasi, Quartier Musompo - Mutshatsha, Kolwezi, Province de Lualaba, Congo (the Democratic Republic of the)	B-Shares	64.87
Weir Minerals Europe Limited	England and Wales	Halifax Road, Todmorden, OL14 5RT	Ordinary	100
Weir Minerals Finland Oy	Finland	Levysepänkatu 4, 95450 Tornio, Finland	Ordinary	100
Weir Minerals France SAS	France	Parc Technoland, Baitment H, 6-8 Allee du Piemont, 69800, Saint-Priest, France	Ordinary	100
Weir Minerals FZCO	United Arab Emirates	Unit 2W M058, Dubai Airport Free Zone Area, Dubai, United Arab Emirates	Ordinary	100
Weir Minerals Germany GmbH	Germany	Lise-Meitner-Straße 12, 74074, Heilbronn, Germany	Issued Capital	100
Weir Minerals Hungary Kft	Hungary	Teleki László utca 11 1/.3, Tatabánya, 2800-HU, Hungary	Issued Capital	100
Weir Minerals Isando (Pty) Ltd	South Africa	31 Isando Road, Isando, Gauteng, 1601, South Africa	Ordinary	100
Weir Minerals Italy S.r.l.	Italy	Via Fratelli Cervi 1/D, Cernusco sul Naviglio, 20063, Milan, Italy	Ordinary	100
Weir Minerals Kazakhstan LLP	Kazakhstan	4th Floor, 192/2 Dostyk Avenue, Almaty, 050051, Kazakhstan	Charter Capital	100
Weir Minerals Kenya Limited	Kenya	LR No. 1870/1/569, Ring Road Parklands, P.O. Box 764 - 00606 - Sarit Centre, Nairobi, Kenya	Ordinary	100
Weir Minerals Madagascar Sarlu	Madagascar	Immcuble Mining Business Center sis a Mamory Ivato, 10518 Ivato Aeroport, Analamanga, Madagascar	Ordinary	100
Weir Minerals Mexico Servicios, S.A. de C.V.	Mexico	Av. Nafta No. 775, Col. Parque Industrial, Stiva Aeropuerto, Mexico	Ordinary Nominative Share	100
Weir Minerals Mexico, SA de CV	Mexico	Av. Nafta No. 775, Col. Parque Industrial, Stiva Aeropuerto, Mexico	Ordinary Nominative Share	100
Weir Minerals Mongolia LLC	Mongolia	205, 2nd Khoroo, Bayangol District, Ulaanbaatar, Mongolia	Ordinary	100

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 244

Subsidiary undertakings

continued

Company Name	Country	Registered Office address	Class name	% of class	Directly Held By PLC*
Weir Minerals Mexico, SA de CV	Mexico	Av. Nafta No. 775, Col. Parque Industrial, Stiva Aeropuerto, Mexico	Ordinary Nominative Share	100
Weir Minerals Mocambique Limitada	Mozambique	Mozambique, Maputo Cidade, Distrito urbano1, Bairro, Centrall, AV. Zedequias, Manganhela, Mozambique	Ordinary	100
Weir Minerals Mongolia LLC	Mongolia	205, 2nd Khoroo, Bayangol District, Ulaanbaatar, Mongolia	Ordinary	100
Weir Minerals Netherlands B.V.	Netherlands	Egtenrayseweg 9, Venlo, Limburg 5928 PH, Netherlands	Ordinary	100
Weir Minerals North Africa SARL	Morocco	Boulevard Sidi Mohamed, Ben Abdellah, Im B, 1er Etage N 29. ,Casablanca, 20160, Morocco	Ordinary	100
Weir Minerals Panama S.A.	Panama	Urbanización Vista Alegre, Edificio Parque Logístico Panawest Bodega 7 Autopista, Panama-Arraijan, Panamá	Ordinary	100
Weir Minerals Poland Sp. z.o.o.	Poland	ul. Wilkowicka, nr 20, lok. ---, miejsc. Leszno, kod 64-100,, Poland	Capital	100
Weir Minerals Processing Equipment & Services LLC	United Arab Emirates	EFCO Cement Products Factory, Plot No 597901, Dubai Investment Park II, Dubai, United Arab Emirates	Ordinary	49
Weir Minerals Pump & Mining Solutions Namibia (Proprietary) Limited	Namibia	Erf 4877 Patrick Lungadha Street, Ext. 10, New Industrial, Swakopmund, Namibia	Ordinary	100
Weir Minerals RFW LLC (OOO)	Russian Federation	Bolshaya Polyanka, Building 2, house 2, 119180, Moscow, Russian Federation	Corporate Relationship	100
Weir Minerals Senegal SUARL	Senegal	Sacré Coeur Pyrotechnique Residence, Les Signares, 1er Etage, Dakar Ponty, F4B - BP 21378, Senegal	Ordinary	100
Weir Minerals Shared Services Proprietary Limited	South Africa	5 Clarke Street South, Alrode, Alberton, 1449, South Africa	Ordinary	100
Weir Minerals South Africa Proprietary Limited	South Africa	5 Clarke Street, Alrode, Alberton, Gauteng, 1449, South Africa	Ordinary	74.9
Weir Minerals Sweden AB	Sweden	Polervägen 4, 774 41 Avesta, Sweden	Ordinary	100

Company Name	Country	Registered Office address	Class name	% of class	Directly Held By PLC*
Weir Minerals U.S. Inc.	United States	Corporation Trust Company (CT Corporation System) , 1209 Orange Street, Corporation Trust Center, Wilmington DE 19801, United States	Common, Preferred Stock	100
Weir Minerals Ukraine LLC	Ukraine	2 Glinka str., letter Ƃ-18, б-1, Dnipropetrovsk Reg, Dnipropetrovsk, 49000, Ukraine	Corporate Relationship	100
Weir Minerals West Africa Ltd Company	Ghana	Phase 31, WH 5 & 6, Plot A, Tema Freezone Enclave, Agility Logistics Park, Kpone-Katamanso, Greater Accra, Ghana	Ordinary	100
Weir Oil & Gas Australia Pty Limited	Australia	1-5 Marden Street, Artarmon NSW 2064, Australia	Ordinary	100
Weir Pump and Valve Solutions, Inc	United States	The Corporation Company, 40600 Ann Arbour Road, Este, 201, Plymouth Mi 48170 4675, United States	Common	100
Weir Pumps Limited	Scotland	10th Floor, 1 West Regent Street, Glasgow, G2 1RW	Ordinary	100
Weir Services Australia Pty Ltd	Australia	1-5 Marden Street, Artarmon NSW 2064, Australia	Ordinary	100
Weir Services Tanzania Limited	Tanzania, United Republic of	Plot 84, Block G, Nyakato, Mwananchi Area, 33205, Mwanza, Tanzania	Ordinary	100
Weir Sudamerica S.A.	Chile	San José N° 0815, San Bernardo, Santiago de Chile, Chile	Ordinary Nominative Share	99.99
Weir Turkey Mineralleri Limited Sirketi	Turkey	Tepeören Mah. Dervişpaşa Cad. Weir Blok No:13 Tuzla, İstanbul, Turkey	Bearer	100
Weir US Holdings Inc.	United States	The Corporation Trust Company, 1209 Orange Street, Wilmington DE 19801, United States	Common	100
Weir Vulco Argentina S.A.	Argentina	Sarmiento 511 Sur 1°Piso A, San Juan, CP 5400, Argentina	Ordinary	99.96
Weir Warman (U.K.) Limited	England and Wales	Halifax Road, Todmorden, OL14 5RT	Ordinary	100	*
WHW Group Inc.	United States	The Corporation Trust Company, 1209 Orange Street, Wilmington DE 19801, United States	Common	100

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 245

Subsidiary undertakings

continued

Company Name	Country	Registered Office address	Class name	% of class	Directly Held By PLC*
Wuxi Weir Minerals Equipments Co., Ltd.	China	Lot 265, Wuxi-Singapore Industrial Park, Wuxi City, Jiangsu Province, China	Ordinary	100

The Group has an interest in a partnership, the Weir ABF LP, which is fully consolidated into

these statements. The Group has taken advantage of the exemption conferred by Regulation

7 of the Partnerships (Accounts) Regulations 2008 and has, therefore, not appended the

accounts of this qualifying partnership to these financial statements. Separate accounts for the

partnership are not required to be, and have not been, filed at Companies House in the UK.

Statutory audit exemptions

The Weir Group PLC has issued guarantees over the liabilities of the following companies at 31

December 2024 under Section 479C of Companies Act 2006 and these entities are exempt

from the requirements of the Act relating to the audit of individual accounts by virtue

of Section 479A of the Act:

Company Name	Company number
ESCO (UK) Holdings Limited	04743623
ESCO EMEA Holdings (UK) Limited	08690169
Linatex Limited	00246713
TWG Canada Holdings Limited	SC288837
TWG Investments (No.3) Limited	SC197235
TWG Investments (No.4) Limited	SC197236
TWG Investments (No.6) Limited	SC292269
TWG Investments (No.7) Limited	SC292270
TWG Investments (No.8) Limited	SC292721
TWG South America Holdings Limited	SC380944
TWG UK Holdings Limited	SC311635
Weir Australia Finance Limited	SC706473
Weir Engineering Services Limited	SC033381
Weir Group (Overseas Holdings) Limited	SC054821
Weir Group African IP Limited	SC333781
Weir Group General Partner Limited	SC522808
Weir Group Holdings Limited	SC187227
Weir Group IP Limited	SC267963
Weir Warman (U.K.) Limited	01636530

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 246

Shareholder information

Company Secretary & registered office

Jennifer Haddouk

The Weir Group PLC

1 West Regent Street

Glasgow

G2 1RW

Registered in Scotland.

Company No. SC002934

Registrar

Computershare Investor Services PLC

The Pavilions

Bridgwater Road

Bristol

BS99 6ZZ

Website: www.investorcentre.co.uk

Telephone: 0370 707 1402

Shareholder enquiries relating to shareholding, dividend payments, change of name or

address, lost share certificates or transfer of shares etc. should be addressed to

Computershare.

Shareholder analysis

Online communications

Shareholders are encouraged to visit the Company’s corporate website (global.weir), which

contains a wealth of information about the Weir Group. The website includes information

about the markets in which we operate, our strategy and business performance, recent news

from the Group and product information. The investor section is a key source of information

for shareholders, containing details on the share price, our financial results, shareholder

meetings and dividends, as well as a ‘Shareholders FAQ’ section.

E-communications

We are encouraging our shareholders to receive their information by email and via our

website. Not only is this quick, it helps to reduce paper, printing and costs.

To register for e-communications, log on to www.investorcentre.co.uk

Follow us

Ordinary shareholder analysis at 31 December 2024

(excluding 1,465 treasury shares)

By country
	¢	UK Shareholders	91.3%
	¢	Overseas Shareholders	8.7%

By holding size
Range	No. of Shareholders	%	Shares	%
1-1,000	1,829	56.16	682,399	0.26
1,001-5,000	784	24.07	1,692,962	0.65
5,001-10,000	169	5.19	1,211,906	0.47
10,001-100,000	250	7.68	9,472,393	3.65
100,001-500,000	150	4.61	35,676,716	13.74
500,001-1,000,000	30	0.92	20,655,628	7.96
1,000,001-999,999,999	45	1.38	190,220,048	73.27
Total	3,257	100%	259,612,052	100%

By shareholder category
	Holdings	%	Shares	%
Individuals	2,492	76.51%	3,636,922	1.40%
Bank or Nominees	696	21.37%	255,262,289	98.32%
Investment Trust	11	0.34%	344,860	0.13%
Insurance Company	–	0.00%	–	0.00%
Other Company	42	1.29%	266,245	0.10%
Pension Trust	1	0.03%	1	0.00%
Other Corporate Body	15	0.46%	101,735	0.04%
Total	3,257	100%	259,612,052	100%

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 247

Shareholder information

continued

Annual and interim reports

Our Annual Report is available online. You can view or download the full Annual Report and

Interim Report from our website at global.weir/investors/reporting-centre

Managing your shareholding online with Investor Centre is a free, secure online service run by

Computershare, giving you convenient access to information on your shareholdings. Manage

your shareholding online and take advantage of all these features and more:

– View share balances and market values for all of your Computershare-managed holdings

– Update dividend mandate bank instructions, including global payments and view dividend

payment history

– Register to receive company communications online

– Cast your Proxy Vote online for forthcoming General Meetings

– Update personal details, such as your address

Registration is quick and easy. Just visit www.investorcentre.co.uk with your Shareholder

Reference Number (SRN) to hand. After registering, you may be sent an activation code in the

post, used to validate your account.

Annual general meeting 2025

Our Annual General Meeting will be held at 2.30pm on Thursday 24 April 2025. Further details

are contained in the Notice of Annual General Meeting 2025, which is available to download

from our website at global.weir/shareholder-information/agm.

Voting

Information on how you can vote electronically on the resolutions that will be put forward at

our 2025 Annual General Meeting can be obtained through our Registrar by visiting

www.investorcentre.co.uk/eproxy. You will need details of the Control Number, your SRN and

PIN, which can be found on the Form of Proxy or email, if you have asked to be sent email

communications.

Dividends

The Directors have recommended a final dividend of 22.1p per share, for the year ended 31

December 2024. Payment of this dividend is subject to approval at the 2025 Annual General

Meeting. Key dates relating to this dividend are given below.

	Annual General Meeting	24 April 2025
	Ex-dividend date	17 April 2025
	Record date	22 April 2025
	Mandatory Direct Credit deadline	8 May 2025
	Payment date	30 May 2025

Dividend history – (pence per share)

		2017	2018	2019	2020	2021	2022	2023	2024
	Interim	15.0	15.75	16.5	0.0	11.5	13.5	17.8	17.9
	Final	29.0	30.45	0.0	0.0	12.3	19.3	20.8	22.1
	Total	44.0	46.2	16.5	0.0	23.8	32.8	38.6	40.0

Important – payment of dividends by mandatory direct credit

In 2019, the Company simplified the way in which it pays dividends to Shareholders and now

pays cash dividends by direct credit only. If our Registrar Computershare does not have any

bank/building society details on record for you, future payments will remain unissued and you

may then be charged to have your payments issued at a later date.

Paying dividends into a bank or building society account is a quicker and more secure way for

your dividends to be paid directly to you. In order to receive your dividends directly into your

bank account, you will need to register your bank/building society details on our Registrars’

website at www.investorcentre.co.uk. You will need your ten digit Shareholder Reference

Number (SRN), which starts with the letter C or G to log in.

This can be found on your share certificate(s) and dividend confirmation. Alternatively, you can

call Computershare on the dedicated Shareholder helpline 0370 707 1402, should you have

any questions about registering your payment instruction.

An Annual Dividend Confirmation detailing all payments made throughout the tax year is sent

once a year either electronically or to your registered address.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 248

Shareholder information

continued

International Funds Transfers

If you live overseas, Computershare offers an International Funds Transfers service that is

available in certain countries. This may make it possible to receive dividends direct into your

bank account in your local currency. Please note that the fees applied for this service will be

automatically deducted from the proceeds before it is paid to you. For further details go to

www.investorcentre.co.uk/faq/payments.

American Depositary Receipt (ADR) programme

The Company has a sponsored level 1 ADR programme in the United States. Each ADR

represents 0.5 ordinary shares of 12.5 pence each, in the Company. The Company’s ADR

programme is administered by Citibank, who were appointed in February 2016.

ADR investor contact

Telephone: +1 781 575 4555 Citibank representatives are available from 8.30am to 6.00pm US

Eastern Standard Time (EST) Monday to Friday. Email: citibank@shareholders-online.com

In writing

Citibank Shareholder Services

P.O. Box 43077

Providence,

Rhode Island 02940-3077

ADR broker contact

Telephone: +1 212 723 5435 /

+44 207 500 2030

Email: citiadr@citi.com

Dividend tax allowance

With effect from 6 April 2024, the annual tax free allowance on dividend income was reduced

from £1,000 to £500.

Above this amount, individuals will pay tax on their dividend income at a rate dependent on

their income tax bracket and personal circumstances. We will continue to provide registered

Shareholders with confirmation of the dividends paid and this should be included with any

other dividend income received when calculating and reporting total dividend income

received. It is a Shareholder’s responsibility to include all dividend income when calculating

any tax liability.

This provision is enshrined in the Finance Act 2016. If you have any tax queries, please contact

a financial adviser.

United Kingdom capital gains tax

For the purpose of capital gains tax, the market value of an ordinary share of The Weir Group

PLC as at 31 March 1982 was 29.75p. This market value has been adjusted to take account of

the sub-Division of the share capital whereby each ordinary share of 25p was sub-divided into

two ordinary shares of 12.5p each on 28 June 1993. Rights issues of ordinary shares took place

in April 1987 at 157p per share on the basis of one new ordinary share for every seven ordinary

shares held, in July 1990 at 250p per share on the basis of one new ordinary share for every

five ordinary shares held and in September 1994 at 252p per share on the basis of one new

ordinary share for every four ordinary shares held.

Share dealing services

Shareholders have the opportunity to buy or sell The Weir Group PLC shares using a share

dealing facility operated by our Registrar, Computershare. You will need to register for this

service prior to using it. To access this service, go to www.computershare.com/dealing/uk.

Internet share dealing – commission is 1.4% of the value of each sale or purchase of shares,

subject to a minimum charge of £40. In addition, stamp duty, currently 0.5%, is payable on

purchases. Real time dealing is available during market hours (0800 to 1630 Monday to Friday

excluding bank holidays). In addition, there is a convenient facility to place your order outside

of market hours. Up to 90-day limit orders are available for sales. To access the service, go to

www.computershare.com/dealing/uk. Shareholders should have their SRN available. The SRN

appears on share certificates and dividend documentation.

Please note that, at present, this service is only available to Shareholders in certain jurisdictions.

Please refer to the Computershare website for an up-to-date list of these countries.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 249

Shareholder information

continued

Registry postal share dealing service – commission is 1.4% of the value of each sale or

purchase of shares, subject to a minimum of £40. In addition, stamp duty, currently 0.5%, is

payable on purchases. You can contact Computershare on 0370 703 0084. Shareholders

should have their SRN ready when making the call. The SRN appears on share certificates and

dividend documentation. Detailed terms and conditions are available at

www.investorcentre.co.uk or by contacting Computershare. Please note this service is, at

present, only available to Shareholders resident in certain jurisdictions. Please refer to the

Computershare website for an up-to-date list of these countries.

These services are offered on an execution only basis and subject to the applicable terms and

conditions. Computershare Investor Services PLC is authorised and regulated by the Financial

Conduct Authority.

This is not a recommendation to buy, sell or hold shares in The Weir Group PLC. Shareholders

who are unsure of what action to take should obtain independent financial advice. Share

values may go down as well as up which may result in a Shareholder receiving less than he/

she originally invested.

Shareholder warning alert: unsolicited investment advice and fraud

Many companies have become aware that their shareholders have received unsolicited

phone calls or correspondence concerning investment matters. Share scams are often run

from ‘boiler rooms’ where fraudsters cold-call investors offering them worthless, overpriced or

even non-existent shares.

These callers can be very persistent and extremely persuasive and their activities have

resulted in considerable losses for some investors. Whilst usually by telephone, the high

pressure sales tactics can also come by email, post, word of mouth or at a seminar.

Shareholders are advised to be very wary of any unsolicited advice, offers to buy shares at a

discount, sell your shares at a premium or offers of free company reports.

If you receive any unsolicited investment advice:

– Make sure you get the correct name of the person and organisation and take a note of any

other details they provide, such as a telephone number or address.

– Check that the caller is properly authorised by the Financial Conduct Authority (FCA) by

visiting www.fca.org.uk.

– Report any approach from such organisations to the FCA using the share fraud reporting

form at www.fca.org.uk/consumers/report- scam-unauthorised-firm, where you can also

find out about the latest investment scams. You can also call the Consumer Helpline on

0800 111 6768.

– If calls persist, hang up.

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 250

Glossary

AGM

Annual General Meeting

AI

Artificial intelligence

Avoided emissions

The comparative measure between the

lifecycle greenhouse gas emissions of an

improved technology versus the business as

usual alternative

Board

The Board of Directors of The Weir Group PLC

bps

Basis points

brownfield

A term used to describe existing mining

operations

capex

Capital expenditure

CGU

Cash generating unit

CSRD

EU Corporate Sustainability Reporting

Directive 

Comminution

Crushing, screening and grinding of

materials in mining and sand and

aggregates markets

Company

The Weir Group PLC

Computershare EBT

Employee benefit trust (Computershare

Trustees (Jersey) Limited)

Constant currency

2023 restated at 2024 average exchange

rates.

Continuing operations

Continuing operations excludes the Oil &

Gas Division, which was sold to Caterpillar

Inc. in February 2021 and the Saudi Arabian

joint venture, which was sold to Olayan

Financing Company in June 2021

Director

A Director of The Weir Group PLC

EBIT

Earnings before interest and tax

EBITDA

Earnings before interest, tax, depreciation

and amortisation

eNPS

Employee net promoter score. A scoring

system designed to help employers

measure employee satisfaction and loyalty

within their organisations

EPS

Earnings per share

Estera EBT

Employee benefit trust (Estera Trust (Jersey)

Limited)

Excellence Committees

Management-level committees seeking to

promote best practice on a variety of

specialist topics

External Auditors

PricewaterhouseCoopers LLP

free cash flow

Operating cash flow (cash generated from

operations) adjusted for net capital

expenditure, lease payments, dividends

received from joint ventures, purchase of

shares for employee share plans, net

interest, income taxes, settlement of

derivative financial instruments, additional

pension contributions and non-controlling

interest dividends

GAAP

Generally Accepted Accounting Practice

Gender diversity

The percentage increase or decrease in

females at Weir, relative to the starting

baseline. The percentage is determined as

the number of female employees divided by

the total number of employees (all genders

inclusive), within any given period (less the

baseline figure)

GHG

Greenhouse gases

greenfield

A term used to describe new mine

developments

Group

The Company together with its subsidiaries

IAS

International Accounting Standards

ID&E

Inclusion, diversity and equity

IFRS

International Financial Reporting Standards

ISSB

International Sustainability Standards Board

ISO

International Organisation for

Standardisation

KPI

Key performance indicator

Like-for-like

On a consistent basis, excluding the impact

of acquisitions

LTIP

Long Term Incentive Plan

NGO

Non-governmental organisation

operating margin

Operating profit including our share of

results of joint ventures divided by revenue

2026 operating margin target

Adjusted operating profit margin for full year

ending 31 December 2026 

ordinary shares

The ordinary shares in the capital of the

Company of 12.5p each

Performance Excellence

A transformation programme to optimise

the structure of our operations and drive

synergy across our processes

PILON

Payment in lieu of notice

Registrar

Computershare Investor Services PLC

R&D

Research and development

Retain our talent

The percentage of permanent employees

who have voluntarily chosen to leave Weir in

the reporting period. Voluntary is

determined as any employee who has

voluntarily chosen to leave the organisation,

and excludes any employee who has left by

way of an involuntary exit

RPI

UK Retail Prices Index

SASB

Sustainability Accounting Standards Board

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 251

Glossary

continued

Scope 1 emissions

Direct GHG emissions occur from sources

that are owned or controlled by the

company, for example, emissions from

combustion in owned or controlled boilers,

furnaces, vehicles and process emissions.

Scope 2 emissions

Indirect GHG emissions. Scope 2 accounts

for GHG emissions from the generation of

purchased electricity, heat or steam

consumed by the company and is

purchased or otherwise brought into the

organisational boundary of the company

Scope 3 emissions

Other indirect GHG emissions across the

value chain Scope 3 emissions are a

consequence of the activities of the

company, but occur from sources not

owned or controlled by the company. Some

examples of scope 3 activities are extraction

and production of purchased materials;

transportation of purchased fuels; and use of

sold products and services

SHE

Safety, Health and Environment

SRP

Share Reward Plan

subsidiary

An entity that is controlled, either directly or

indirectly, by the Company

tCO2e

Tonnes of carbon dioxide equivalent

TIR

Total incident rate is an industry standard

indicator that measures fatality, lost time and

medical treatment injuries per 200,000 hours

worked (employee, contractor and visitor

hours on site).

TSR

Total Shareholder Return comprising

dividends paid on ordinary shares and the

increase or decrease in the market price of

ordinary shares

WACC

Weighted average cost of capital

WBS

Weir Business Services

Strategic Report Governance Financial Statements Additional Information The Weir Group PLC Annual Report and Financial Statements 2024 252

Photographic references:

Cover image - Vibrant aerial view of open pit mine in Cobar Outback, Australia

Page 1 from left to right: CSA mine at Cobar, New South Wales, Australia, Copper mine in Røros, Norway, Costa Masnaga quarry, Italy

Designed and produced by RadleyYeldar www.ry.com

Printed in the UK by Park using vegetable inks and their environmental printing technology

Park is a CarbonNeutral company. Both the manufacturing mill and the printer are registered to the Environmental Management System

ISO14001 and are Forest Stewardship Council (FSC) chain-of-custody certified