To put high-performance,
low-cost, general-purpose
computing platforms
in the hands of people
andorganisations all
overthe world.
Our mission

$259.5m
revenue
7.0m
unit volume
$63.2m
gross profit
$16.3m
profit before tax
$37.2m
adjusted EBITDA*
6.2¢
diluted EPS
$45.8m
cash
Highlights
1 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
Inside this report:
Strategic report
IFC Our mission
1 Highlights
2 Understanding Raspberry Pi
5 Our history
8 Chair’s statement
10 CEO’s review
12 Our markets
14 Business model
16 Case study – Transforming flight
information at Heathrow
17 Growth strategy
18 Case study – Advancing industrial
edge computing
19 Investment case
20 Key performance indicators
22 Case study –SECO strategic
partnership
23 Section 172
24 Stakeholder engagement
26 Financial review
32 Sustainability
35 Task Force on Climate-Related
Financial Disclosures (“TCFD”)
40 Streamlined Energy and Carbon
Reporting (“SECR”)
41 Principal risks and uncertainties
51 Going concern and viability statement
$259.5m
$265.8m
$187.9m
2024
2023
2022
7.0m
7.4m
6.1m
2024
2023
2022
$63.2m
$66.0m
$42.3m
2024
2023
2022
$16.3m
$38.2m
$20.0m
2024
2023
2022
$37.2m
$43.8m
$26.4m
2024
2023
2022
6.2¢
17.8¢
—
2024
2023
2022
$45.8m
$42.2m
$32.8m
2024
2023
2022
Governance
53 Chair’s introduction to governance
54 Board of Directors
56 Senior Management Team
58 Corporate governance report
62 Audit and Risk Committee report
67 Nomination Committee report
70 Remuneration Committee report
72 Directors’ remuneration report
90 Directors’ report
93 Statement of Directors’ responsibilities
Financial statements
95 Independent auditor’s report
106 Consolidated statement of
comprehensive income
107 Consolidated statement of
financialposition
108 Consolidated statement of changes
inequity
109 Consolidated statement of cash flows
110 Notes to the consolidated
financialstatements
134 Company balance sheet
134 Company statement of changes inequity
135 Notes to the Company financial
statements
138 Company information and contact details
The comparative figures align with Raspberry Pi Ltd’s annual accounts. Refer to Note 2 for further details on the
Groupreorganisation.
* As defined in Note 29, financial measures or metrics used in this report that are not defined by IFRS are alternative
performance measures (“APMs”). The Group uses such measures for performance analysis because they provide
additional useful information on the performance and position of the Group. Since the Group defines its own APMs,
these might not be comparable to other companies’ APMs. These measures are not intended to be a substitute for
orsuperior to IFRS measurements.

High-performance, low-cost
computing platforms
We are a pioneering designer of high-performance single board computers (“SBCs”), compute
modules and semiconductors. Our products are used in industrial andembedded applications,
and by enthusiasts and educators.
68.0m
units of SBCs and Compute Modules sold since 2012*
7.0m
units sold in 2024
63.5m
units of boards and accessories manufactured in UK
Our hardware
Our product portfolio comprises
SBCs,compute modules, accessories
and semiconductors.
SBCs: We design versatile SBCs for
consumers and commercial users,
priced from$4to $120. Our SBCs
provide industry‑standard interfaces,
includingUSB, Ethernet, HDMI,
PCIExpress, Wi-Fi and Bluetooth,
alongside a custom general-purpose
input/output (“GPIO”) interface used
toconnect to the physical world.
Compute modules: We design
compute modules for commercial
users, priced from $25 to $135.
Compute modules package the core
electronics of a Raspberry Pi SBC in
aform factor that can be more easily
embedded into our customers’ own
product designs.
Accessories: To complement our
SBCs and compute modules, we
design or source a variety ofbranded
accessories, including cameras,
touchscreen displays, cases,
keyboards, audio products, power
supplies and cables.
Semiconductors: We use our RP2040
and RP2350 microcontrollers, and
RP1I/O controller, in our own SBC
andcompute module products.
RP2040 and RP2350 are also sold
tothird parties.
Our software
We develop the firmware and kernel
components that ensure reliable operation of
our products, alongside our powerful, highly
optimised operating system, Raspberry Pi OS.
This comprehensive software suite is
provided to our customers free of charge.
We launched Raspberry Pi Connect,
ourinnovative IoTconnectivity platform,
in2024. RaspberryPi Connect is free-to-use
for ourenthusiast andeducational
customers; apaidtier, Raspberry Pi Connect
for Organisations, isavailable to our
industrial and embedded customers.
Custom products
We also design and deliver tailored
hardwareand software solutions for
strategic OEM customers, enabling them
toleverage our engineering expertise
intheirspecialised applications.
Understanding Raspberry Pi
2 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
* Units sold through to March 2025.

Our global presence
Units by destination
Raspberry Pi products
are available in
75countries.
Image: Raspberry Pi at Embedded World 2025
inNuremberg, Germany.
Understanding Raspberry Pi continued
3 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
Embedding success:
Why OEMs build on Raspberry Pi
Our broad portfolio of OEM customers
illustrates the compelling advantages
that Raspberry Pi technology brings
toembedded applications across
multiple industries.
Longevity
Raspberry Pi SBCs and compute
modules benefit from a ten-year
availability guarantee at launch.
We commit to continued support
ofevery generation of Raspberry Pi
hardware in future versions of
Raspberry Pi OS. Customers can
haveconfidence that they will benefit
from functional and security updates
forthe productionlifetime of their
ownproducts.
Security
A comprehensive set of software tools
and hardware security primitives
empowers design engineers to mitigate
common threats toIoT applications.
Security features include secure
boot,fulldiskencryption, and
ArmTrustZone infrastructure
inourlatest microcontrollers.
Cost
An industry-leading price/performance
ratio, underpinned by the significant
structural cost advantages of
RaspberryPi’s proprietary technology.
Ease of use
Plug-and-play simplicity backed
byarichecosystem of tools
andextensive community support.
Customers can accelerate product
introduction with our streamlined
development flow, from prototyping
withSBCs, to production with compute
module products, to customised
products at the highest volume levels.
Documentation
Access tocomprehensive, high-quality
documentation, written by engineers
for engineers.
Design-support programs
Raspberry Pi Approved Design Partners,
and in-house application engineering
and compliance teams assist OEMs in
bringing their products to market.
Designed in Cambridge and
principally manufactured
in the UK
Superior engineering quality, with
products manufactured under the
moststringent UK standards, ensuring
exceptional reliability and performance.
¢
Europe 39% (2023: 39%)
¢
North America 29% (2023: 26%)
¢
Asia 29% (2023: 29%)
¢
Rest of the world 3% (2023:6%)

Our markets
The industrial and embedded
(“I&E”)market
The enthusiast and education
(“E&E”)market
The semiconductor market
c.70%
of our SBC and compute module unit sales
c.30%
of our SBC and compute module unit sales
14.9m
semiconductor units sold
Raspberry Pi products have seen extensive
adoption in a widerange of industrial and
embedded applications, including electric vehicle
charging, elevators, moving walkways, industrial
control and automation, sports performance
tracking, digital signage, smart buildings and
energy management.
The first Raspberry Pi SBC, launched in 2012,
wasprimarily intended for use ineducation
butwas enthusiastically embraced by computer
and electronics enthusiasts, creating a
thrivingcommunity.
This remains both a significant market in its
ownright and a valuable way of reaching design
engineers, who often take our platform with
theminto their professionallives.
Microcontrollers are the world's most ubiquitous
computing platform.
Our RP2040 and RP2350 microcontrollers power
our Raspberry Pi Pico 1 and Pico 2 devices.
Theyare also available to third parties, who use
them in deeply embedded computing applications.
Sales of these products achieved remarkable
growth of 84% between 2023 and 2024,
demonstrating strong market traction.
What matters to them
These customers value our products’ high
performance, rich feature set, outstanding
reliability, and low unit cost; our long-term
availability and support commitments; our stable,
secure software stack;our extensive ecosystem of
independent software and hardware vendors; and
our application engineering services and design
support programs.
What matters to them
Enthusiasts are passionate about innovation, and
wish to see regular product releases incorporating
thelatest technology. They value collateral that
makes those products easy to understand and
use; active engagement with our organisation; and
the sense of belonging to a large and
vibrantcommunity.
What matters to them
Our third-party semiconductor customers
recognisethe technical elegance of our designs;
ourcomprehensive documentation; and our price/
performance advantage over incumbent vendors
in the 32-bit microcontroller space.
Understanding Raspberry Pi continued
4 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

“Over 16 years ago, in the
autumn of 2008, a handful
ofusset off on this journey
together. We were driven by
ashared realisation that
something had gone badly
wrong in young people’s
interaction with technology;
ashared conviction that we
should do something about it;
and the beginnings of a shared
idea of what that something
might be.
In the years since, we’ve accomplished
amazing things, as a Company, as a
Foundation, and as a broader movement.
We’ve designed printed circuit boards;
written software; taped out chips; inspired
learners; and seen our products taken to
space, to the bottom of the ocean, and
tothe ends of the Earth.
Notonly do Raspberry Pi products enable
people of all ages to explore computing,
butthey also enable professional engineers
and businesses at every scale to build
solutions that were impossible not long
ago. It’s been a remarkable journey so far,
and there’s a lot more road ahead of us
than there is behind.”
Dr Eben Upton CBE FREng
Chief Executive Officer and Founder
Our history
5 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Our history continued
6 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
The Raspberry Pi Foundation
wascreated as a UK charity to
promote interest in computer
science among young people.
After four years of development,
the first Raspberry Pi SBC –
Raspberry Pi 1 Model B – launched
in 2012 to extraordinary demand,
with; tens of thousands of units
sold on the first day.
The Foundation incorporated
a wholly owned subsidiary,
Raspberry Pi Ltd, which would
takeresponsibility for the design
and commercialisation of
Raspberry Pi computers and
associated technologies.
Contract electronic manufacturing
began at the Sony UK Technology
Centre, in Pencoed, South Wales.
Early success in the enthusiast
market led directly to the first uses
of Raspberry Pi SBCs in industrial
and embedded applications.
We embarked on substantial
investments to enhance the
Raspberry Pi software stack, and
worked with our supplier Broadcom
to develop a new more powerful
silicon device, which would go on
to power our Raspberry Pi 2 SBC
in 2015.
We rationalised the form factor
ofour SBC product to incorporate
additional interfacing capabilities.
To better support our growing
embedded customer base, we
repackaged the core functionality
of the Raspberry Pi 1 SBC into
Compute Module 1, acompact
board better suited forintegration
into third-party products.
Our first direct distribution product,
the $5 Raspberry Pi Zero SBC,
wasreleased.
Raspberry Pi Press was launched,
producing Raspberry Pi-related books
and magazines for enthusiasts.
We began to design proprietary
semiconductor intellectual property
and devices, initially for use in our
own SBCs and compute modules.
The Powered by Raspberry Pi
programme was launched to allow
ourembedded customers toadvertise
their use of RaspberryPitechnology.
10
millionth Raspberry Pi sold

Our history continued
7 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
We released Compute Module 3, with
ten times theCPU performance of
the 2014 original, accelerating
adoption in the embeddedmarket.
Compute Modules 3+ and 4 followed,
in 2018 and 2020.
We launched the Raspberry Pi
Approved Reseller programme to
expand our geographic reach and
regulate the customer experience.
In 2019, we released Raspberry Pi 4,
delivering a step change in
performance, and fulfilling our
founding goal of providing a true
PC‑class user experience from$35.
We raised a $45.0 million equity
investment, with proceeds used to
support our transition towards the
direct distribution model.
Ourfirst semiconductor product,
theRP2040 microcontroller, and
the $4 Raspberry Pi Pico which
uses it, werelaunched.
Direct distribution sales
exceeded licensee channel
sales for the first time.
We launched Raspberry Pi 5,
the first SBC to use our
proprietary RP1 I/O controller.
We raised a further $15.0
million equity investment from
Sony andArm, accompanied by
thesale of $15.0 million of the
Foundation’s shareholding.
The successful Admission of the
Company totheMain Market of the
London Stock Exchange represented
amajor milestone in the Group’s
evolution. Theprimary offering
raised$40.0million for the Group
withthesecondary offering
raising$180.0million for
theFoundation and$7.6 million
forlong-serving employees.
The Foundation remains the
Company’s largest shareholder
witha46.7% shareholding.
A record 22 new Raspberry Pi
products were launched in 2024 –
50% more than in any previous year.

I am pleased to present Raspberry Pi
Holdings plc’s first Annual Report since
joining the Main Market of the London
StockExchange.
I am fortunate to have been part of the
Raspberry Pi journey since 2019, working
with the team as it has pursued its mission
toput high-performance, low-cost, general-
purpose computing platforms in the hands of
people and organisations all over the world.
I joined at a pivotal moment, as the adoption
of Raspberry Pi technology in the industrial
and embedded market began to accelerate,
driven in large part by enthusiasts who often
take our products into their professional lives.
This connection between our two markets
remains critical to Raspberry Pi’s success
and is underpinned by exceptional brand
awareness and a loyal community of millions
of users.
The IPO was both a highlight and a
watershed moment for the Company, and
wewere delighted with the reception we
received, attracting investment from industry
partners, financial institutions, members of
the highly engaged Raspberry Pi community,
and the wider public. The IPO raised a total
of£178.9 million (c.$225.0 million), including
£31.4million ($40.0 million) ofnew money,
supporting our continuing and long-term
commitment to product innovation, and
allowing us to build further resilience in our
supply chain.
The largest Raspberry Pi Holdings
shareholder, both before and after the IPO,
isthe Raspberry Pi Foundation, a UK
headquartered charity. The IPO made a
majorcontribution to the long-term financial
security of the Foundation, and I pay
particular credit to the Company’s founders
and to the Foundation’s CEO, Philip Colligan
for making thispossible.
2024 performance
The Company delivered financial
performance for 2024 that met market
expectations. The year began with the final
stages of the market’s recovery from
availability issues associated with the global
semiconductor supply chain crisis, which
drove robust sales and strong unit
economics in the first quarter. This was
followed by an industry-wide inventory
correction which we successfully navigated
through the latter part of the year.
The year saw the most intense period of new
product introduction activity in our history,
with over twenty launches, including both
variants of existing products and well-received
new core products and accessories. We saw
two successful major platform transitions,
inRaspberry Pi 5 and Raspberry Pi Pico 2,
which we expect to support our growth over
the coming years.
Corporate governance
Becoming a quoted company brought
additional focus to our governance systems,
which we welcome. The Board is committed to
strengthening our processes and policies, and
to promoting the high standards of corporate
governance that will support Raspberry Pi’s
growth and financial performance.
Chair’s statement
8 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Corporate governance continued
Raspberry Pi joined the LSE’s Main Market
with a well-established and exceptionally
strong Board. Our members collectively
possess a broad spectrum of industry,
financial, public company and ESG
experience, together with an abundance of
the skills needed by a quoted company.
At the time of the IPO, we complied withthe
UK Corporate Governance Code regarding
the composition of the Board and Board
Committees and the independence ofBoard
members. Since the IPO, we have continued
to improve routines and governance
structures to optimise the effectiveness of
the Board. I am very pleased with how the
Board is performing, providing the necessary
oversight, with members constructively
challenging the business and supporting the
management team as they continue to build
the business and execute the Company’s
growth strategy.
More details of the workings of the Board
and the Board Committees and the changes
we have made can be found in the Corporate
Governance Report on page 58.
Developing our ESG strategy
Raspberry Pi began its life with a strong
social purpose to support computer science
education at home and in schools and to lead
the world in delivering computing platforms
with the smallest resource footprint.
As a result, we have strong environmental
and social credentials, resting on three
keypillars: the educational work of our
shareholder, the Raspberry Pi Foundation;
theenvironmental benefits derived from
thedeployment of Raspberry Pi systems;
andthe capabilities weoffer to smaller
entrepreneurial OEMs, who would
otherwisestruggle to access cost-effective
computing systems on which tobuild their
innovative products.
Raspberry Pi was awarded the London Stock
Exchange’s Green Economy Mark on
Admission in recognition of the substantial
energy efficiency benefits of our computers.
We continue toreduce both the carbon
footprint of our operations, and the energy
consumption of our products.
We recognise that as a public company we
face increased expectations around our ESG
reporting, and how we consider and mitigate
the risks that would impact the long-term
viability of the business from strategic,
commercial and climate perspectives.
In2025, we will review our sustainability
strategy to meet these expectations, guided
by the key concerns of our stakeholders.
For the first time this year, we report under
the Task Force on Climate-Related Financial
Disclosures (“TCFD”) framework.
Our culture, employees
andpartners
The Board recognises the importance of
maintaining Raspberry Pi’s unique culture as
the business scales. We are fortunate to have
built an exceptional team, both from an
engineering and a commercial perspective,
with deep experience, a wide range of
capabilities, and an entrepreneurial mindset.
We have an outstanding record for staff
retention, underpinned by stimulating work
and a low-frustration environment — qualities
the Board is committed to protecting and
promoting to ensure our future success.
I want to take this opportunity to thank
ourteam for their hard work and dedication
inwhat was an exceptionally busy year.
Having made significant investments in
commercial and engineering headcount in
2023, we now have the capacity in place to
drive further sales growth and to deliver the
next generation of the Raspberry Pi platform.
My thanks also to our partners, whose
distributed efforts enable us to understand
our customers, find new opportunities, and
confront new challenges. Together, we will
respond to customer needs and develop the
products that will drive our future success.
Martin Hellawell
Independent Non-Executive Chair
1April 2025
Chair’s statement continued
9 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
“The IPO was a highlight of the
year and we were delighted
with the reception we received,
with investment from industry
partners, financial institutions,
the Raspberry Pi community
and the wider public.”

Business review
2024 was a remarkable year for Raspberry Pi.
Following the successful launch of
RaspberryPi 5 in late 2023, we released
asuite of derived products, together with
newproduct variants, accessories and
peripherals. These included Compute
Module5, Raspberry Pi Pico 2, and our
firstAIaccelerator products.
We continued to build our sales capacity,
increasing investment in marketing
headcount and trade event participation,
growing our Approved Reseller network in
underserved markets and working with our
Approved Design Partners to better support
OEMs. Tosupport a higher rate ofnew
product development, we made selective
hires in ourengineering teams and
accelerated ourgraduate recruitment efforts.
The IPO was ahugely exciting time for
theteam at Raspberry Pi, offering
opportunities for in-depth discussions with
investors, many ofwhom were already
familiar with the business and some of
whom were enthusiasts themselves.
Wewere delighted with the reception we
received. With $40.0 million of new money
raised, on top of the $60.0 million raised
between 2021 and 2023, we securedfunds
required to develop the next iterations of our
core technology platforms. On a personal
note, I am proud that the IPOenabled our
major shareholder, theRaspberry Pi
Foundation, to raise $180.0million –
supporting its work in curriculum
development, teacher training, non-formal
learning, and research.
I am fortunate to be supported by an
exceptional executive team, whokept the
business on track during this exciting time.
Since the IPO we have focused on releasing
new products, and on buildingout our direct
relationships with new and existing OEM
customers, while continuing to invest in the
development ofour supplier and distributor
channel partnerships topromote our long-
term commercial success.
Financial performance
Our full year performance was consistent
with market expectations, with a gross profit
of $63.2 million (2023: $66.0 million), a gross
margin of 24.4% (2023: 24.8%), and adjusted
EBITDA of $37.2 million (2023: $43.8 million).
I am very pleased with this result, which
wasachieved in the context of an
industry-wide inventory correction, and in
theaftermath of the global semiconductor
supply chain crisis. Performance in the
second half of the year was strongly
supported by new product introduction,
andby acontinued focus on costdiscipline.
Product sales and development
In 2024, Raspberry Pi sold 7.0 million SBCs
and compute modules (2023: 7.4 million),
atemporary adjustment which we attribute
to the inventory correction.
During the year, we released the 2GB variant
of our flagship Raspberry Pi 5SBC, along
withtwo derivative products: Compute
Module 5, intended for use in the embedded
market; and Raspberry Pi 500, aimed primarily
at our enthusiast and education customers.
CEO’s review
10 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Product sales and development
continued
Our second-generation microcontroller,
RP2350, debuted on the $5 Raspberry Pi
Pico2 SBC, and on numerous partner
products (including the electronic badge
forthe 32
nd
DEF CON security conference)
inAugust 2024. Compared to its predecessor
RP2040, RP2350 offers twicethe memory,
more powerful Arm cores,upgraded
interfacing capabilities, newlow-power
states, and advanced security features, at a
similar price point and in a similar footprint.
In total, we sold 5.7 million microcontroller units
(2023:3.1 million units) including 1.3million
units (2023: 0.7 million units) for production in
Pico boards. In 2025 wemay, forthe first time,
sell more microcontroller units than SBCs and
compute modules combined.
Over the coming years, our semiconductor
business will grow in strategic importance,
both in its own right, and as an enabler for
our SBC and compute module business,
where it will support us in delivering
differentiated performance and functionality,
enhance unit economics and help to mitigate
potential supply chain risks.
In the second half, we released a succession
ofaccessory products. These included storage
solutions sourced from trusted partners; a
second-generation 7” touchscreen display; and,
just in time for Christmas, the Raspberry Pi
Monitor, which together with Raspberry Pi 500
allows us to offer a complete Raspberry Pi
desktop computer from just $200. A new
range of AI products –the AI Kit, AI Camera
and AI HAT+ – adds support for accelerated
inference to machinevision applications
onRaspberryPi.
In May, we released a beta version of our
Raspberry Pi Connect platform, which
provides remote access to Raspberry Pi
devices in the field. Free at launch to our
enthusiastcustomers, Connect rapidly
reached aninstalled base of over
100,000devices. Raspberry Pi Connect for
Organisations, a paid tier of the platform
targeted at our industrial and embedded
customers, was released in December, and
saw its first paying subscribers in Q1 of2025.
In November, we announced a strategic
partnership with SECO to bring to market a
new Human-Machine Interface product
based on Raspberry Pi Compute Module 5,
and to explore opportunities for other
industrial applications, including energy
management, smart buildings, healthcare
and industrial automation.
Sales channel
In 2024, we sold 70% of units (2023: 82%)
through ourdirect-to-reseller and direct-to-OEM
channels, with the remainder sold by our
licensee, Premier Farnell. Thisreflects our
licensee’s return to ex-stock availability, and
represents a return to the desired balance
between our direct and licensee channels.
Having temporarily halted the expansion of
our Approved Reseller network during the
semiconductor supply chain crisis, we added
a further 13 Approved Resellers in the year,
targeting underserved geographies and
market segments.
Looking ahead
We continue to build a world-class technology
company, with deep moatsagainst competition
and commoditisation, and to invest in the
long-term future of our technology roadmap
and distribution channel.
We expect demand for our products to
continue to improve through the year,
fromthesubdued level of mid-2024. Looking
further out, we are highly optimistic that
ourdirect-to-OEM strategy will generate
significant incremental sales volume in 2026
and beyond.
Dr Eben Upton CBE FREng
Chief Executive Officer and Founder
1April 2025
CEO’s review continued
11 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
“We continue to build a world-
class technology company, with
deep moats against competition
and commoditisation, and to
invest in the long-term future of
our technology roadmap and
distribution channel.”

We empower our
customers at all stages
oftheir journey with
Raspberry Pi, from usage
by individual students
andenthusiasts,
throughprototyping
toscaled manufacture
ofOEM products.
Today, we operate in
threedistinct markets:
industrial and embedded,
education and enthusiast,
andsemiconductors.
Market Key facts Customer value proposition Link to our strategy
Industrial
andembedded
$16.3 billion
total market value in 2023
1
comprising:
$12.8 billion
SBC market with a CAGR of 10%
to$17.0billion by 2027
$3.5 billion
modular computing market with a CAGR
of12%to $4.9 billion by 2027
• High performance and rich features
• Physical robustness and reliability
• Low unit cost
• Long-term availability and support
• Stable, secure software stack
• Ecosystem of independent software
and hardware vendors
• Application engineering services and
design support programs
• Grow unit sales
• Grow grossprofit
per unit
• Grow gross profit
participation
Enthusiast
andeducation
$4.9 billion
addressable market
2
in 2021 derived from:
$29.0 billion
global maker market
$6.8 billion
global STEM kit market
• Innovation in the form of frequent
product releases
• Access to the latest technology
• Comprehensive printed and online
collateral
• Active engagement with our
organisation
• Sense of belonging
• Grow unit sales
• Next-generation
platform
development
• Prioritise the
acquisition of
engineering talent
Semiconductors $25.2 billion
microcontroller market in 2024
3
, of which:
$15.3 billion
market for 32-bit and above microcontrollers
with a CAGR of 13.5% to $22.4 billion by 2027
$9.9 billion
market for 4/8/16-bit microcontrollers with a
CAGR of 8.0% to $12.4 billion by 2027
• Technically elegant 32-bit designs
• High performance
• Low unit cost
• Comprehensive documentation and
other collateral
• Grow unit sales
• Grow gross profit
per unit
• Next-generation
platform
development
Our markets
12 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
1 VDC Research Group, Inc.: “Strategic Insights 2023:
IoT & Embedded Technology: Track 5: Hardware &
Platforms, Topic 1: IoT, Embedded & Mobile
Processors” (copyright 2023) (the “VDC Report”).
2 Source: “DIY by the numbers: Why the maker movement
is here to stay”, https://atmelcorporation.wordpress.com/
tag/maker-movement statistics/, as of 2021;
“MakerMarket Study: An in-depth profile of
makersattheforefront of hardware innovation”,
https://cdn.makezine.com/make/bootstrap/img/etc/
Maker-Market-Study.pdf, as of 2021.
3 VDC Report.

Trends and opportunities
Industrial and embedded
Our SBCs, compute modules, and custom products bring
intelligence to the edge of the network. Two key tailwinds
support our growth in the embedded and industrial market:
Industrial IoT
While IoT – the deployment of intelligent, connected
computing devices – first gained prominence in the
consumer space, industrial applications now show
stronggrowth. Key growth drivers include the availability
oflow-cost edge devices like Raspberry Pi, reduced
communication and data storage costs, and AI/ML
advances enabling better analysis and distributed decision
making. Substantial productivity gains are available from
adding monitoring and control overlays to existing
processes, or from designing new IoT-enabled processes.
These gains justify the deployment of feature-rich devices
like our flagship SBCs at the edge of the network and as
gateway devices, while our lower-cost products open up
opportunities for even wider deployment.
AI-enabled edge computing
Even as computing and storage have migrated to the
cloud,security and privacy concerns and the cost and
unreliability of mobile data backhaul have increased demand
for high-performance edge computing. Local processing
canconvert raw sensor data into compact, potentially
aggregated and anonymised forms before transmission.
Edge-based AI/ML capability enables intelligent,
autonomous operation without network connectivity.
OurCPU platforms directly support numerous lightweight
AIapplications including manufacturing image processing,
security cameras, robotics, occupancy sensing, and
voicerecognition. More demanding workloads can
leverageembedded accelerators from partners including
Sony, Google, and Hailo.
Enthusiast and education
While industrial and embedded sales dominate our sales
andgrowth, the enthusiast and education market remains
essential to our mission. Students, educators, makers,
andenthusiasts use our products for electronics projects,
oras desktop computers in cost-sensitive environments.
This market connects us with engineers who bring our
products to professional settings and educators who inspire
new generations. Four key trends support our growth:
Growing support for STEM education
Governments and parents recognise computing skills as
essential for economic competitiveness and personal
opportunity. Computer programming and electronics have
gone from being niche skills to mainstream subjects and
accessible hobbies. Our products are ideally positioned to
meet this growing demand.
The browser as the platform
Web browsers are now the dominant interface and
application platform, allowing Linux devices including
Raspberry Pi to compete effectively with Windows and
macOS, and their mature native software ecosystems.
The rise of AI/ML
AI and ML have become popular enablers for hobbyist and
educational projects, driving demand for greater
performance. Our flagship devices deliver this performance
either themselves or as hosts for accelerators, while our
semiconductors run TinyML frameworks efficiently.
The Maker Pro movement
Social media and crowdfunding platforms provide makers
with access to an audience, and a business model, for
theirprojects. We provide these makers with access to
cutting-edge technology at a compelling price point, with
nominimum order quantities, “opportunity qualification”,
orother barriers to entry.
Semiconductors
Microcontrollers are the world's most ubiquitous
computing platform, used in applications including
consumer goods, automotive, and industrial equipment.
Byselling RP2040 and RP2350 to third parties, we are
capitalising on three key market trends:
8-bit to 32-bit transition
Over half of current microcontroller volumes use legacy
8‑bit architectures such as PIC, AVR8, and 8051. Growing
demand for enhanced functionality is driving migration to
32-bit architectures (primarily but not exclusively from Arm)
for new designs. While incumbents price their 32-bit
products at a premium, Raspberry Pi can disrupt this
pricing model as a new market entrant.
Foundry capacity effects
Most microcontrollers use older (65nm+) process nodes
with fixed wafer capacity; recent global shortages resulted
partly from increased demand encountering these supply
limitations. RP2040 and RP2350, built on TSMC's 40nm
process, use wafer supply more efficiently and access a
separate manufacturing capacity pool.
High-mix vs low-mix
Incumbents offer hundreds of product variants to segment
the market and maximise margin. This high-mix product
strategy creates operational complexity and supply chain
vulnerability. Our low-mix strategy offers rich feature sets
to all customers while obtaining operational simplicity and
reducing inventory holding requirements.
We are accelerating the transition to the Arm architecture
in the deep-embedded space, leveraging the advantageous
cost-structure of our semiconductor devices to drive 32-bit
computing into areas of the market currently dominated by
legacy products and architectures.
Our markets continued
13 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Full-stack
innovation
Raspberry Pi's unique
vertically integrated model
delivers exceptional
product performance, cost
efficiency, and supply
chain resilience through
strategic partnerships and
in-house expertise.
Our R&D capabilities span the value chain,
from semiconductor IP development through
finished electronic products to software
engineering. This strategy is distinctive within
our industry. We have established strategic
relationships with world-class partners
including Sony andArm, leveraging their
complementary capabilities in
semiconductor development, manufacturing,
advanced chip design, and radio frequency
and power engineering.
We develop semiconductor IP currently
usedin RP2040, RP2350, and RP1.
Besidesincorporating this IP in our devices,
on occasion we license it to suppliers
toenhance their products.
For example, Raspberry Pi 5 uses a
Broadcom BCM2712 processor containing
our video decoder and image processing IP.
We create finished semiconductor devices to
help power our products. Raspberry Pi Pico
and Pico 2 are built around our RP2040 and
RP2350 microcontrollers, while Raspberry Pi5
and its derivatives incorporate our RP1 I/O
controller. We also sell our microcontrollers
to third parties.
Throughout the value chain, except for silicon
and electronic manufacturing, which are
exclusively outsourced, and SBC and
compute module design, which is exclusively
handled in-house, we choose between
in‑house and collaborative development
onacase-by-case basis.
Where we choose to collaborate, we retain
close control of specifications to ensure
wecontinue to identify and secure
optimisation benefits.
Vertical integration allows us to improve
performance while reducing costs and
managing supply chain risks. We can
designcomponents to work efficiently
together, negotiate better pricing with
suppliers, andreduce reliance on any single
supplier. Thelast of these benefits was
particularly valuable to us during the
2021-2023 semiconductor shortage.
Business model
14 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
Semiconductor IP
development
Chip
design
Chip
manufacturing
Board
design
Industrial
design
Board
manufacturing
Testing and
compliance
Software
development
Customer
engagement

Keycompetitive strengths
Unrivalled brand
recognition
Twelve years of producing high-
performance, low-cost computers has
established a strong reputation for value
and quality. With millions of engaged
community members and widespread
industrial and embedded adoption, we
have become the gold standard for
Linux-based embedded computing.
OEM customer base
Our enthusiast community has driven
professional adoption, with the industrial
and embedded market now accounting
forover 70% of unit sales.
We support over 1,300 OEMs with
engineering assistance, documentation,
and partnership programs that
facilitateproduct development and
regulatory compliance.
Seasoned, founder-led
team
An exceptional management team
withover 150 years of collective
experience, led by founder-CEO
DrEbenUpton, fosters an innovative
andpassionate culture within the
business, while our Board brings
significant public market expertise
toguide our continued evolution.
Superior value
Our end-to-end model delivers
high-performance, low-cost products
with exceptional functionality.
Uniquesilicon, form factor and memory
density options, long-term availability
guarantees and design support
programs combine to create a
compelling customer value proposition.
Flexible channel model
Our hybrid model combines direct sales
through 100+ Approved Resellers and,
increasingly, to OEMs, with a licensee
channel handling manufacturing
anddistribution of certain products.
Thisstrategic approach optimises profit
margins,manages working capital,
andensures global market access
across75 countries.
Integrated software
platform
Our platform comprises firmware,
Linuxkernel, and Raspberry Pi OS,
andaims to be the preferred choice for
OEMs seeking a base platform for IoT
development. Continued support for the
earliest generations of Raspberry Pi
hardware builds trust with developers.
Business model continued
15 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

16 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
Transforming
flight information
at Heathrow
A key pillar of our strategy is to grow
the proportion of our products which
are sold directly to OEM customers.
Anongoing example is the scaled
deployment of our compute module
products to refresh over 3,000 Flight
Information Display Systems (“FIDS”)
across the Heathrow Airport estate.
The brief was to replace ten-year-old
systems which were approaching
endof life, delivering improved
performance and visual quality
without increasing cost.
The Heathrow FIDS team chose a
Compute Module 4-powered solution
from our OEM customer SHARP/NEC
in a competitive tender, citing its use
ofan open source operating system,
its low acquisition and running costs,
and long-term hardware availability
andsupport.
The Raspberry Pi-powered FIDS can
now be found at Terminals 3 and 4,
with further roll-out to come across
Terminals 2 and 5. The outstanding
success of this engagement is already
generating other opportunities for
SHARP/NEC, including upgrading
theHeathrow Baggage Information
DisplaySystems and bid submissions
to other airports.
3,000+
Flight Information Display Systems (“FIDS”) to be powered by Raspberry Pi
SHARP/NEC
OEM partnership
Image: Sharp NEC large format display with
MPi4 Kit powered by Raspberry Pi CM 4S
and an arrivals hall at Heathrow.

Our growth strategy is built onthree
keypillars: growing unit sales, growing
unit gross profit, and growing gross
profit participation.
Grow unit sales
We operate in large and rapidly growing markets and will drive unit sales growth by:
(i) enhancing the performance and feature sets of our products;
(ii) investing in our in-house sales function; and
(iii) building out our industrial and embedded channel.
Grow unit gross profit
(i) In the near to medium term, we will seek to grow our unit gross profit per product
type by introducing product variants that better serve our customers’ needs and can
be offered at higher average selling prices.
(ii) In the longer term, we intend to use our own semiconductors more extensively in our
platforms, improving their functionality and internalising margins that would
otherwise go to third-party vendors.
Grow gross profit participation
We intend to grow our gross profit participation by:
(i) maintaining our focus on the direct distribution channel;
(ii) transitioning towards more direct-to-OEM sales; and
(iii) expanding our custom products business.
Next generation
platformdevelopment
To retain our leadership position
inour markets, and secure future
growth, we must continue to
developnext generation technology
platforms that embody our brand
values of performance, price,
qualityand ease of use.
Prioritise the acquisition
ofengineering talent
We are confident that our talent
acquisition strategy will sustain the
engineering team’s growth and
support future scaling ambitions.
What we achieved in 2024
70%
of sales through our direct
distribution channel (2023: 82%)
22
product releases (2023: 6)
117
Approved Reseller partners
(2023:104)
+6%
increase in the number of
employees to 132, with a near
100% retention rate
Growth strategy
17 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Advancing industrial
edge computing
With the release of Raspberry Pi Compute Module 5
in 2024, KUNBUS has extended itsRevolution Pi
serieswith RevPi Connect 5. An ideal foundation
formodern industrial edge computing applications,
RevPi Connect 5 efficiently handles demanding
industrial tasks such as real-time process control,
data acquisition and machine learning. Offering
reliable 24/7 operation at an affordable price point,
RevPi Connect 5 is a compelling choice for industrial
automation and industrial IoT (“IIoT”) applications.
KUNBUS’s Revolution Pi series provides industrial-
standard real-time control and data transmission
andoffers expansion modules and networking
capabilities to connect to a wide variety of industrial
equipment. The base module runs on an industrially
hardened version of Raspberry Pi OS, and both
software and hardware reflect an open-source ethos,
allowing industrial users to fully understand and
customise their systems. Combining established
automation software with Revolution Pi’s hardware
creates apowerful and flexible platform for industrial
automation, bridging the gap between traditional PLC*
programming and modern IoT architectures.
This latest addition to the Revolution Pi series
strengthens a successful relationship that started
in2016 when KUNBUS developed its first industrial-
grade computer using Raspberry Pi’s Compute
Module1. With a growing range of configuration
options, KUNBUS is providing increasingly specific
andtailored solutions for its customers’ requirements.
* Programmable Logic Controller (“PLC”) – a specialised small,
modular and often panel-mounted computer customised for
performing particular tasks and designed to control and automate
industrial processes and machinery. Unlike general-purpose
computers, PLCs are tailored for reliability, ruggedness and
real-time control.
18 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
KUNBUS GmbH
OEM partnership
Image: RevPi Connect 5 base module with a
maximum configuration of ten expansion modules.

Over the years, we have refined Raspberry Pi’s value proposition across hardware, software and community,
developing distinctive strengths and strategies. These qualities set us apart in our markets and position us
todrive continued growth.
High barriers
to entry
De-risking of
long-term growth
Extensive product range and
established customer base
Deep moats: A 12-year investment in hardware, software,
and collateral, complemented by network effects in a
worldwide community of millions of followers.
Vertical integration: End-to-end capabilities, spanning the
value chain from the design of silicon IP, through hardware
and software development, to application engineering and
community management.
Large and growing markets: $21 billion total addressable
market for industrial, embedded, enthusiast and
educationalcomputing.
Strategic partnerships: Technology partners, including
shareholders Armand Sony, help anchor an ambitious
product development roadmap.
Broad product catalogue: Frequent new hardware
releases, backed by long-term availability and
supportcommitments.
Diversified channel and customer base:
Over67million units shipped since launch, long-standing
value-added licensee, 100+resellers covering
75countries, and 1,300+ active OEM relationships.
See page 14 for more information See page 12 for more information See page 2 for more information
Growing design wins
withOEMs
Ambitious team and
entrepreneurial mindset
Strong ESG
credentials
Enthusiasts as advocates: Worldwide following amongst
professional design engineers driving widespread adoption
by OEMs.
Investing in go-to-market: Expanding global network of
Approved Resellers, with increasing investment in and focus
onOEM relationships. Enhanced public profile from IPO is
opening doors at potential OEM customers.
A culture of innovation: Raspberry Pi has builtitsunique
culture by identifying the best engineers, and creating an
environment in which they can do their best work.
Focus on developing our teams: Engineers account for
c.50% of employees, and c.80% of staff hold shares or
options. Raspberry Pi has a high retention rate and a focus
on hiring and developing the best graduates.
Smallest resource footprint: Raspberry Pi computers
are more efficient to manufacture, and consume at
least 85% less power than legacy desktop PCs.
Commercial ambition and social mission align:
Democratising access to technology through
theprovision of high-performance, low-cost
general‑purpose computing platforms.
See page 3 for more information See page 24 for more information See page 32 for more information
Investment case
19 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Summary of key performance indicators
Raspberry Pi’s management and Board regularly
reviewmetrics, including the following KPIs, to
assessits performance, identify trends, develop
financial projections and make strategic decisions.
The following section shows the key financial and
non-financial metrics used in the assessment.
Financial KPIs
Unit sales of Raspberry Pi single board computers and microcontrollers
Million units 2024 2023 % change
Unit sales in direct channel 4.9 6.1 (19.7%)
Unit sales through licensees 2.1 1.3 61.5%
Total unit sales 7.0 7.4 (5.4%)
Direct sales share of total 70% 82% (15.1%)
Licensee share of total 30% 18% 70.8%
Microcontroller unit sales 5.7 3.1 83.9%
Management considers the total number of units sold as a useful indicator of its engagement
with users of its products as well as being a driver of the earnings of the business. Units include
SBCs (Raspberry Pi 1–5, Raspberry Pi Zero and Raspberry Pi Pico) and compute modules.
Microcontroller unit sales include those incorporated in other Raspberry Pi products such
asPico and Pico W boards. Microcontroller chip sales not for use in Raspberry Pi products
increased from 2.4 million units in 2023 to 4.4 million units in 2024, an increase of 83%.
Total partnership revenue
$ million 2024 2023 % change
Total partnership revenue 346 324 6.8%
Total partnership revenue is a non-IFRS measure, being the sum of the manufacturer recommended
prices of all the products sold, both through the direct channel and through the licensee channel.
Itisused by management to measure the total size of the Raspberry Pi ecosystem.
In 2024, total partnership revenue increased by 7% due to a modest increase in average selling
price (“ASP”) of SBCs and compute modules, and an increase in accessory sales.
ASP per board
$ per board 2024 2023 % change
Single board computers 43.3 40.6 6.6%
Average selling price is a non-IFRS measure, being the weighted average of the manufacturer’s
recommended retail price of all the SBCs and compute modules sold. The measure provides
auseful indicator of the mix of boards sold by the Group and is licensee and the delivery
ofastrategic objective of increasing the gross profit earned by increasing the value of the
product. The increase in sales of Raspberry Pi 5 contributed to ASP growth in 2024, offset
byincreased sales of lower ASP Raspberry Pi Zero and Raspberry Pi Pico products.
Gross profit per board
$ per board 2024 2023 % change
Single board computers and
computemodules 7.4 8.6 (14.0%)
Accessory profit per board 1.2 0.6 100.0%
The $ values per board are rounded to 1 decimal place while the % changes have been calculated based on more precise
data; hence, the % changes do not reconcile exactly in thistable.
Gross profit per board is a non-IFRS measure, being the gross profit and royalties of all SBCs
and compute modules divided by the number of SBCs and compute modules sold. The unit
gross profit in the year declined as a result of expected higher costs for the first two million
Raspberry Pi 5 processor chips together lower margin on the royalty boards.
Accessory profit per board is the total of gross profit and royalties earned from accessories
divided by the total number of SBCs and compute modules sold. There was an increase in
accessory sales due to Raspberry Pi 5 accessory sales, and the launch of new accessory
products, primarily in the second half of 2024.
Key performance indicators
20 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Summary of key performance indicators continued
Increase in engineering and total headcount
Year-on -year % change 2024 2023
Engineering 16% 20%
Total headcount* 6% 10%
* Headcount is the number in place at the end of the year rather than the average number of heads reported in the
financial statements. The figures also exclude Non-Executive Directors and staff who work in the retail store and
areonvariable hours.
The development of the business is dependent upon the recruitment and retention of
high‑quality engineers who develop new products. In 2024 a further nine engineers joined
theGroup (2023: seven). Total headcount increased by 6%. In addition to engineers we
havealsorecruited three colleagues to our sales and product management team.
Non-financial KPIs
Number of product releases
Units 2024 2023 % change
Product releases 22 6 266.7%
Product releases include SBCs, compute modules, accessories and microcontrollers. The measure
indicates the effectiveness of the Group’s product design and development activities.
Number of Approved Resellers
Number as at 31 December 2024 2023 % change
Approved Resellers 117 104 12.5%
The number of Approved Resellers contracted to distribute Raspberry Pi products. The measure
is important to management as an indicator of the coverage and capacity of the Group’s main
sales channel.
Engineers as a % of total employees
% 2024 2023 % change
Engineers 48% 44% 10.2%
Engineering FTE as a percentage of total FTE.
Key performance indicators continued
21 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

SECO strategic partnership:
driving innovation in industrial IoT
Our compute module products deliver the power of Raspberry Pi
inacompact form factor more suitable for deep-embedded
applications. Ourstrategic design partnership with SECO, which
wasannounced in November 2024, will bring to market a new
Human‑Machine Interface (HMI) solution, the SECO Pi Vision 10.1
CM5,based on Compute Module 5 and integrating with SECO’s Clea
IoTsoftware suite.
The new HMI is an industrial-grade display, with built-in support for
IoTand AI applications. Itsmodular design will facilitate a smooth
development path fromprototype to mass production and enable
streamlined, integrated and tailored designs.
Key applications include industrial automation, machine interfaces,
transportation and logistics, warehouse automation, public
transportdisplays and smart retail, including interactive kiosks
andpoint-of-sale systems.
Compute Module 5 is built for these end markets and has been
specifically developed and certified for reliable operation at
temperatures from -25°C to +80°C with guaranteed long-term
availability. SECO is integrating Raspberry Pi Connect into its AI and IoT
platform Clea, enabling seamless remote access directly from Clea’s
device manager.
The combination of SECO and Raspberry Pi’s hardware and software
capabilities will deliver this innovative offering at a compelling price
point, opening upnew end markets. Premiering at Embedded World
2025, the solution demonstrates our shared commitment to innovation
in the industrial IoTsector.
22 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
Image: The SECO Pi Vision 10.1 CM5 and a
production line with SECO HDMI technology.

Responding to our stakeholder needs
Engagement with stakeholders is a vital part of the Board’s decision making process.
The Board tailors its ongoing engagement approach to each stakeholder group and
considers how to balance the needs of different stakeholders. Stakeholder interests
are considered within Board discussions, along with how decisions made in
response to competing stakeholder interests may affect the long-term performance
of the Group. The Board recognises that stakeholder priorities may change over time
and due to decisions and actions taken by the Board.
Section 172(1) statement
In accordance with section 172(1) of the
Companies Act, a director of a company
must act in a 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, and in doing so,
have regard, amongst other matters to:
(a) the likely consequences of any decisions
in the long term;
(b) the interests of the company’s employees;
(c) the need to foster the company’s
business relationships with suppliers,
customers and others;
(d) the impact of the company’s operations
on the community and the environment;
(e) the reputation for a high standard of
business conduct; and
(f) the need to act fairly as between
members of the company.
The following disclosure describes how the
Directors of Raspberry Pi have taken account
of the matters set out in section 172(1)
(a)to(f) and forms the Directors’ statement
required by the Companies Act 2006.
The Board considers the Group’s key
stakeholders to be:
Employees
User community
Approved Resellers and licensee
OEM customers
Suppliers and contract manufacturers
Investors
We will continue to evolve our engagement
activities with our stakeholders as the Group
scales, formalising some aspects of how we
engage, share information, elicit feedback
and report on the actions and decisions
taken in response to feedback.
In the next section we outline what matters
most to each stakeholder group, how
weengage with them, and key decisions
made and outcomes in 2024 in response
toourengagement.
Section 172
23 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Employees
What matters to them
Our engineering team is weighted towards senior talent who value
stimulating work and a low-frustration environment. More junior
employees, in contrast, value clear progression paths within our
growing organisation. Our mission-driven ethos, strong innovation
culture and the opportunity to work with cutting-edge technologies
remain powerful drivers of recruitment and retention.
How we engage
Our flat management structure cultivates an entrepreneurial
workplace where individual contributions are recognised. We provide
competitive pay, benefits and incentives, and support professional
development with financial contributions towards role-relevant tuition.
With most staff based in Cambridge, the Directors maintain regular
contact with employees. We host biweekly lunches, to which all staff
and Directors are invited, providing an opportunity to discuss ongoing
projects, raise opportunities and challenges, and highlight concerns.
We distribute a weekly all-staff email and maintain comprehensive
policies, including a whistleblowing policy, which employees
mustacknowledge.
Outcomes in 2024
In connection with the IPO, we implemented a Long-Term Incentive
Plan and share option scheme, contributing to our near 100% retention
rate during this period of change. In response to employee feedback,
we restarted all-hands meetings in early 2025 and enhanced our
well-being offerings, including subsidised yoga and support
foremployee participation in sporting events, including the
CambridgeHalf Marathon.
+6%
new staff in 2024
132
total number of employees
(2023: 125)
User community
What matters to them
Our community members are our most powerful advocates.
Enthusiasts, makers, and educators are motivated by innovation,
intheform of regular product releases. They seek meaningful
engagement with our organisation, and greatly value belonging
toaglobal movement of like-minded creators. Many community
members are professional engineers who bring our technology into
their workplaces, creating a bridge between the enthusiast and
embedded worlds.
How we engage
We devote considerable effort to creating content for our community
across our weekly newsletter, website, forums and social media.
Ourengineering team participates directly in community discussions,
providing technical insights and gathering feedback.
We maintain an open-source approach to software development,
encouraging community contributions. We collaborate with select
content creators for product launches while maintaining strict editorial
independence – never paying for coverage or controlling messaging.
We also support community-organised events that extend our reach.
Outcomes in 2024
The publicity around our IPO, together with a large number of
newproduct releases in the second half, contributed to increased
engagement in the Raspberry Pi community in 2024. By year-end,
ournewsletter subscriber base grew to 218,000, while our discussion
forums saw over 100,000 new posts.
The r/raspberry_pi subreddit, independently maintained by the
community, surpassed 3.2 million members, demonstrating
theexpanding reach of our ecosystem.
100,000
posts onourforums
(2023: 100,000)
3.2
million members of the
r/raspberry_pi subreddit
Approved Resellers and licensee
What matters to them
Our global distribution network, comprised of over 100 Approved
Resellers and our licensee Premier Farnell, reaches customers in
75countries. These channel partners value product availability, an
attractive margin structure, and clear guidance on pricing. They seek
timely access to new product information, marketing assets, and
technical training to effectively represent our brand.
How we engage
We offer simple and standardised commercial terms to all our
Approved Resellers, and work to ensure that our products are available
from stock. We specify the maximum price at which our partners may
sell each product, and regulate the customer experience and their use
of our brand. Each partner is assigned an account manager who is the
designated point of contact for technical and commercial queries.
We conduct due diligence on all potential partners to ensure our
values are aligned and require that they adhere to our Code of Ethics
and Supply Chain Code of Conduct, covering anti-bribery and
corruption, modern slavery and export controls.
Outcomes in 2024
Having successfully resolved availability issues related to the global
semiconductor supply chain crisis, during the year we resumed
expansion of our Approved Reseller network, targeting underserved
market segments to meet our ambition of global ex-stock availability.
117
total Approved Reseller
partners worldwide
+13
new Approved
Resellerpartners
Stakeholder engagement
24 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

OEM customers
What matters to them
Our OEM customers generally prioritise cost, subject to a product meeting
their goals for functionality, performance, and reliability. They value our
long‑term availability and support commitments – extending beyond 2040
for certain products – our stable, secure software stack, and our third-party
software and hardware ecosystem. OEMs who lack expertise in electronic
engineering benefit from the availability of application engineering services,
and from design support programs, including the Integrator Programme for
regulatory compliance, and the Approved Design Partner network.
How we engage
We maintain both direct and channel-mediated relationships with OEMs
across multiple sectors and scales – from global corporations to
innovative start-ups. We have expanded our presence at key industry
exhibitions including Embedded World (in both Germany and China) and
GITEX Africa to showcase our capabilities. Our IPO has increased our
visibility, resulting in opportunities for high-quality directinteraction
withpotential OEM partners. We provide technical collateral, dedicated
engineering support, and access to our Product Information Portal
forcompliance documentation and engineering change management.
Outcomes in 2024
While the number of OEMs generating over $250,000 in direct revenue
decreased to 18 (2023: 24), total revenue from these strategic
relationships increased by 32% year-on-year. Based on our promising
pipeline of embedded opportunities, we anticipate growth in both the
number of significant direct OEM relationships and average order value.
A highlight ofthe year was establishing a strategic partnership with SECO
around HMIproducts, demonstrating our commitment to deeper industrial
collaborations. Our compute modules, particularly the recently launched
Compute Module 5, continue to gain traction among OEMs seeking
turnkey embedded compute platforms.
1,300+
OEM customers
18
direct-to-OEM customers
witha minimum of $250,000
SBC and compute module
spend each year (2023: 24)
Suppliers and contract manufacturers
What matters to them
Our suppliers value long-term demand visibility, predictable order flow,
and transparent communication. They seek sustainable relationships
to allow them to confidently invest in equipment and personnel.
Earlyaccess to our development process helps them to optimise
manufacturing and manage their own planning. They value fair
commercial terms, respect for IP and quality standards, and our
willingness to co-invest in the non-recurring costs of developing
newproducts.
How we engage
We maintain strategic partnerships with our key suppliers through
regular executive meetings and planning sessions. Our procurement
team conducts supplier reviews to align on forecasts, cost and quality
metrics, progress against our ESG goals, and other continuous
improvement initiatives. We share rolling forecasts and product
roadmaps under confidentiality agreements. Critical suppliers are
invited to attend our annual Partner Event for in-person discussions.
Outcomes in 2024
During the year we continued to strengthen our supply-chain resilience
through deeper interaction with suppliers. We worked with TSMC and
Unisem to secure the launch of our RP2350 microcontroller, and with
Sony to complete the ramp of Raspberry Pi 5, and to support new
product introduction in the second half. We established new strategic
relationships with Hailo for AI silicon and with Longsys and Biwin for
storage products, while reengaging with Inelco Hunter for displays.
We continue to improve our inventory management practices,
andtoprioritise long-term supply of critical logic and memory
components with the aim of mitigating market volatility and
ensuringmanufacturing continuity.
31
key suppliers
3
contract manufacturers
Investors
What matters to them
Our investors value transparent communication about our strategic
direction and financial performance. The Raspberry Pi Foundation, our
principal shareholder, brings a distinctive charitable focus, which we
address through our Low-Cost Computing Commitment. We maintain
significant commercial relationships with two key shareholders –
ArmandSony – whose interests are closely aligned with ours.
Allshareholders anticipate sustainable share price growth while
understanding our current strategy of reinvesting profits to fuel
expansion. We value open dialogue and actively seek feedback to
strengthen our governance practices and address investor concerns.
How we engage
We are enhancing our investor relations approach with expert
guidance. Beyond mandatory disclosures, we are implementing a
structured engagement calendar aligned with our financial reporting
cycle, featuring group presentations, individual meetings, and digital
communications. Alma (our IR advisors) and our brokers (Peel Hunt
and Jefferies) provide comprehensive feedback following investor
interactions. We are also progressively expanding our investor
relations website with additional resources and information.
Outcomes in 2024
Our IPO period represented an intensive phase of investor engagement,
with numerous presentations led by our CEO and CFO and engagement
with strategic investors by David Gammon. The development of our
prospectus and investor materials involved comprehensive input from
the Board, Senior Management Team, and wider organisation, providing
a valuable opportunity for reflection as we worked to articulate our value
proposition for an investor audience.
48
new institutional
shareholders at IPO
7,752
retail investors at IPO
Stakeholder engagement continued
25 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Financial review
The trading of the business as dominated by the first full year of Raspberry Pi 5 sales and the
effects of the ending of the industry semiconductor shortages.
Across global semiconductor supply the constraints of 2022 and 2023 were superseded by
abundant supply in H2 2023 and Q1 2024. Customers and channel partners purchased the
newly available products aggressively leading to strong sales for Raspberry Pi. This activity led
to channel overstock in Q2 and Q3 of 2024 which weighed on our sales throughout that period.
Since Q3 we have seen channel inventory steadily normalise.
The Group’s listing on the London Stock Exchange in June 2024 was a significant moment
inthedevelopment of the Group. The listing raised $32.4 million (net of expenses) to continue
the development of products and the resilience of our supply chain. TheBoard believes that the
listing should provide access to future funding support and has already helped to raise the profile
of our affordable single board computers and compute modules.
Overall results
Sales normalised in 2024 after the 41% growth in 2023 and benefited from strong demand for
Raspberry Pi 5 and accessory sales which increased due to the launch of new products. The gross
profit margin of 24.4% (2023: 24.8%) was broadly flat reflecting the increased costs for Raspberry
Pi 5. Adjusted EBITDA was in line with guidance and reflected the continued growth in R&D
expenditure and increased administrative costs due to the additional requirements of being a
public company and the full year effects of resources added in 2023. Adjusted operating profit
declined due to the increase in depreciation and amortisation charges principally due to the first
fullyear of amortisation of the development costs of Raspberry Pi 5.
$ million 2024 2023 % change
Revenue 259.5 265.8 (2%)
Gross profit 63.2 66.0 (4%)
Gross margin (%) 24.4% 24.8% (2%)
Adjusted R&D costs (8.7) (7.6) 14%
Adjusted administration costs (17.3) (14.6) 18%
Adjusted EBITDA 37.2 43.8 (15%)
Depreciation and amortisation (10.7) (6.2) 73%
Adjusted operating profit 26.5 37.6 (30%)
Employee share schemes (6.0) — (100%)
Non-recurring costs (2.9) — (100%)
Statutory operating profit 17.6 37.6 (53%)
Financial review
26 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Basis of preparation of the financial statement
These consolidated financial statements are the first full year report for Raspberry Pi Holdings
plc, the newly formed Group. The prior period is presented as though the reorganisation had
taken place at 1 January 2023, the start of the comparative 2023 period. For further information
see Note 2 of the Consolidated Financial Statements.
Unit sales of single board computers and compute modules
andmicrocontrollers
Total board sales volumes decreased by 5% compared to 2023 a year whose H2 benefited
from the unwinding of orders which had accumulated during the semiconductor supply
shortages. Nonetheless, inthe aggregate, volumes in 2024 were lower as channel participants
and end customers utilised the inventory they had accumulated as soon as our products were
freely available. This was exacerbated by the widely reported challenges in the industrial
electronics sector in the last three quarters of 2024. In the last quarter the inventory holdings
of partners returned to more normal levels and together with the launch of new products such
as Compute Module 5, Raspberry Pi 500 and new accessories we saw an improvement in
volumes and gross profits.
Million units 2024 2023 % change
Unit sales in direct channel 4.9 6.1 (20%)
Unit sales through licensees 2.1 1.3 62%
Total unit sales 7.0 7.4 (5%)
Direct sales share of total 70% 82%
Licensee share of total 30% 18%
Microcontroller units 5.7 3.1 84%
During the semiconductor shortage, supply to industrial customers was prioritised which
resulted in a higher direct share of sales compared to historical performance. In addition
tothis, 2023 direct sales included the unwinding of backorders which had accumulated
duringthe shortage. As planned, the extensive participation of our licensee in the launch
ofRaspberryPi 5 also increased the licensee share. Direct sales of 70% in 2024 are in line
withmanagement expectations of a share of 70–80%.
Microcontroller unit sales, which include those incorporated in other Raspberry Pi products such
as Raspberry Pi Pico boards, increased by 84% to 5.7 million units (2023: 3.1 million units) aided
by the new products RP2350 and Pico 2 and the continuing adoption of RP2040.
Revenue
Revenue decreased by $6.3 million, or 2%, from $265.8 million for 2023 to $259.5 million
for2024. The split by category was as follows:
$ million 2024 2023 % change
Products 181.2 212.3 (15%)
Components 61.2 43.5 41%
Royalties 15.9 8.8 81%
Publishing 1.2 1.2 —%
259.5 265.8 (2%)
Product revenues are generated by supplying SBCs, compute modules, accessories and
semiconductors directly to Approved Resellers and original equipment manufacturers
(“OEMs”). Royalties are earned per unit on products that Premier Farnell has manufactured
(Pi 5) or sold (Pi 4) by licensing our designs and trademarks.
The decline in direct product sales largely relates to lower sales of SBCs and compute modules
partly as sales of the new Raspberry Pi 5 were directed through our licensee. The increase in
the share of licensee sales also drove the growth in component sales and the increase in
royalty income.
Component sales represent the sale of components used in the manufacture of Raspberry Pi
products for our licensee which are then sold to end customers. The increase results from an
increase in the volume of chips supplied to meet the licensee’s increased sales and production,
together with sales by the Group of application processor chips to Sony, also for licensee use.
Financial review continued
27 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Average selling price (“ASP”) per board
ASP increased by 7% from $40.6 in 2023 to $43.3 in 2024 due to an increase in the mix of
higher priced Raspberry Pi 5 boards, especially with 8GB of memory (launched in Q4 2023),
and more compute modules. The improvement in ASP and the increase in accessory sales
offset the decline in overall unit sales resulting in an increase in Total Partnership Revenue.
Gross profit per board
$ per board 2024 2023 % change
SBCs and compute modules 7.4 8.6 (14%)
Accessory margin per board 1.2 0.6 100%
Board share of gross profit 82% 97% -15ppt
SBC and compute module gross profit per board declined by 14% from $8.6 to $7.4 due to
thethe higher costs of the Raspberry Pi 5 including an additional $5 per unit for the initial
twomillion processor chips. The share of unit sales of Pi Zero and Pico increased versus 2023
and with their profit per board in the low single digits this diluted the overall margin per board.
The gross profit of accessories increased by 89% to $8.5 million as a result of new products,
accessories for the new Raspberry Pi 5 and improved margins on displays. New products
included an AI camera, two HATs incorporating AI accelerator chips, and growth in power
supplies and cameras. Overall the accessory profit per board improved to $1.2 per board,
ahead of our target of $1 per board.
Gross profit/(loss)
$ million 2024 2023 % change
SBCs and compute modules 51.7 63.7 (19%)
Accessories 8.5 4.5 89%
Microcontrollers, publishing and others 3.0 (2.2) 236%
Reported gross profit 63.2 66.0 (4%)
The strong improvement in microcontroller unit sales led to increased profits and resulted in a
release of $3.0 million of provisions made for an excess quantity of inventory in 2023.
Gross profit decreased by $2.8 million, or 4%, from $66.0 million in 2023 to $63.2 million in
thecurrent period due to lower unit sales and profit per board offset by a strong performance
from sale of accessories.
Gross margin reduced to 24.4% (2023: 24.8%) as a result of lower gross profit per board but
aided by better accessory and microcontroller performance.
Adjusted research and development costs
Adjusted research and development expenses is a non-IFRS measure used by the Board and
management to monitor the Group’s performance.
$ million
Year ended
31 December 2024
Year ended
31 December 2023
Research and development expenses 17.9 10.6
Amortisation (net of capitalised amortisation) (6.3) (3.0)
Share-based payment charges (2.3) —
NI on share-based payment charges (0.6) —
Adjusted research and development expenses 8.7 7.6
Adjusted research and development expenses increased slightly to $8.7 million for the year
ended 31December 2024 from $7.6 million in the prior year. Total research and development
expenses rose by 69% to $17.9 million (2023: $10.6 million), reflecting higher investment in
innovation. This increase was driven by the expansion of the engineering team in areas of new
product development, alongside higher share-based payment charges and associated National
Insurance costs. Share-based payments are excluded from the adjusted measure as they are
paid for by shareholders’ dilution and the charges are not comparable due to fluctuations around
the listing process. Amortisation, net of capitalised amounts, also increased to $6.3 million
(2023:$3.0 million), reflecting a growing portfolio of capitalised development costs.
Adjusted administrative costs
$ million
Year ended
31 December 2024
Year ended
31 December 2023
Administrative expenses 27.7 17.8
Depreciation (4.4) (3.2)
Share-based payment charges (2.4) —
NI on share-based payment charges (0.7) —
Non-recurring costs (2.9) —
Adjusted administrative expenses 17.3 14.6
Adjusted administrative expenses increased to $17.3 million for the year ended 31December 2024
from $14.6 million in the prior year, reflecting planned scaling of the business. The increase in
staffcosts was primarily due to salary inflation and additional sales heads. Total administrative
expenses rose by 56% to $27.7 million (2023: $17.8 million), depreciation, share-based payment
charges, and non-recurring costs contributed to the overall increase.
Financial review continued
28 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Depreciation and amortisation
$ million
Year ended
31 December 2024
Year ended
31 December 2023
Depreciation of PPE and leased assets 4.4 3.2
Amortisation (net of capitalised amortisation) 6.3 3.0
Depreciation and amortisation 10.7 6.2
Depreciation of PPE and leased assets increased by 38% to $4.4 million in 2024 from
$3.2million in 2023, reflecting a full year’s depreciation charge on the new head office building,
for which the lease commenced in December 2023, and a new warehouse. Amortisation of
intangibles charged to the income statement increased by 110% to $6.3 million in 2024 from
$3.0 million in 2023, with a full year’s amortisation of Raspberry Pi 5, launched in October 2023,
and RP2350, launched in August 2024. Total depreciation and amortisation increased by 73%
to $10.7 million in 2024 from $6.2 million in 2023.
Finance costs and finance income
Finance costs have increased due to the finance element of the lease of the new office of
$0.2million, RCF costs and the recognition of the intrinsic discounting on payables with longer
than standard credit terms.
Share-based payments
A share-based payment charge of $4.7 million was recorded in the year. The charge comprises
$0.8 million in respect of the charges arising on the pre-IPO scheme, a $1.2 million accelerated
charge on vesting and settlement of that scheme and $2.7 million in respect of the post-IPO
award of market value options granted on the 11 June 2024 listing date.
The market value options were granted to 93 members of staff. The options have a strike
priceof £2.80, being the price at which shares were issued and sold as part of the listing.
Theawards have been designed to ensure that, in conjunction with the shares granted on
settlement of the pre-IPO scheme, staff continue to be motivated by the success of the Group
to the same extent as in the past.
Non-recurring costs
Costs of $2.9 million have been charged to the income statement in respect of fees and
charges arising from the listing process which were incurred to prepare the business for
operation after listing. Expenses related to the primary issue of shares of $7.6 million have
been charged to the share premium account arising from the share issue. As part of the
transaction, costs in relation to secondary offer of shares, $5.3 million were incurred and
borneby the Raspberry Pi Foundation.
Taxation
The total effective tax rate for 2024 was 28.2%, exceeding the underlying 25.0% due to
$2.9million in non-recurring IPO-related costs, which were largely non-deductible for tax
purposes. The 2023 effective tax rate was 17.3%, lower than the underlying 23.5%, due to
acontrolling shareholder loss relief of $2.3 million. The underlying tax rate aligns with
UKcorporation tax rates, which increased from 19% to 25% on 1 April 2023.
As at 31 December 2024 the Group had a receivable from HMRC in respect of current taxation
and Research and Development Expenditure Credits of $6.6 million (2023: $2.2 million).
Although the Group is profitable as a UK taxpayer, a current tax asset arises at each reporting
date due to the interaction between HMRC’s Quarterly Instalment Payment regime and
incentives from the Research and Development Expenditure Credits (“RDEC”) scheme.
Adjusted EBITDA and adjusted operating profit
$ million
Year ended
31 December 2024
Year ended
31 December 2023
Operating profit 17.6 37.6
Amortisation and depreciation 10.7 6.2
EBITDA 28.3 43.8
Employee share schemes 6.0 —
Non-recurring costs 2.9 —
Adjusted EBITDA 37.2 43.8
Amortisation and depreciation (10.7) (6.2)
Adjusted operating profit 26.5 37.6
Adjusted EBITDA for the year ended 31 December 2024 was $37.2 million, in line with
guidanceand down 15% from$43.8 million in the prior year, primarily due to higher
employee‑related costs and a $2.8 million reduction in gross profit. Adjusted operating profit
declined to $26.5million (2023:$37.6million), reflecting increased investment in talent and
business infrastructure and the higher depreciation and amortisation charges.
Financial review continued
29 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Operating profit and profit after taxation for the period
Operating profit for the period was $17.6 million (2023: $37.6 million), including approximately
$12.9 million of non-comparative charges not incurred in the prior year. These comprise
$6.0million (2023: nil) for non-cash charges on employee share schemes, of which $2.7 million
related to the post-IPO schemes, $1.3 million for associated National Insurance provisions, and
$2.9 million in non-recurring IPO-related expenses, all of which were nil in 2023.
Profit after taxation was $11.7 million (2023: $31.6 million), a decrease of $19.9 million primarily
owing to the non-comparable charges listed above, combined with higher staff costs, amortisation
of launched development projects and the slight reduction in year-on-year gross profit.
Earnings per share
Basic earnings per share for the year ended 31December 2024 was 6.48 cents, down
from19.50 cents in the prior year, reflecting a lower profit after tax of $11.7 million
(2023:$31.6million). Diluted earnings per share was 6.20 cents (2023: 17.75 cents), with
theimpact of unvested employee share options increasing the weighted average number
ofshares to 188.7 million.
Adjusted earnings per share, which excludes the impact of non-recurring costs and
share‑based payments net of tax, was 10.69 cents (2023: 19.50 cents). Adjusted diluted
earnings pershare was 10.23 cents, reflecting an adjusted profit after tax of $19.3 million.
Dividends
No dividends have been proposed. The current medium-term expectation is that cash
generated will be reinvested into the business.
Cash flows from operations
$ million 2024 2023
Adjusted EBITDA 37.2 43.8
Increase in inventory (51.1) (60.2)
Decrease/(increase) in trade and other receivables 3.5 (13.6)
Increase in trade and other payables 13.0 54.1
Increase in provisions 0.3 0.4
Non-recurring costs (2.9) —
Interest received 1.1 1.4
Tax paid (4.2) (4.7)
Other non-cash movements (0.1) (0.1)
Net cash flows (used in)/generated from operating
activities (3.2) 21.1
Inventory
Inventory of finished goods increased to $63.8 million (December 2023: $40.7 million) due
toincreased holdings of finished boards as holdings of Raspberry Pi 5 boards and compute
modules rose to levels needed for expected sales volumes. Inventory levels of other products
having risen in the first half have now fallen due to continuing sales and close management
ofproduction. Component inventory has increased by $25.5 million. Stock of memory held for
future production was kept at similar levels to December 2023, to give greater certainty of
future input costs. Stocks of processor chips were increased ensuring certainty of future
production and to exploit favourable terms. The Group has sufficient supply of DRAM for the
first half of 2025. Including finished goods inventory incorporating memory purchased at this
lower cost, the low-cost supply extends well into Q3 2025.
Other working capital movements
Payables increased compared to December 2023 due to the Group availing itself of favourable
extended payment terms for memory and processor chip purchases. The payable balance at
December 2023 included a payable for memory of $33.0 million.
Financial review continued
30 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Investing activities – capital expenditure
$ million 2024 2023
Plant and equipment 1.2 1.3
Office and computer equipment 0.5 1.0
Leasehold improvements 0.5 1.6
Tangible fixed assets 2.2 3.9
Internally generated intangibles and intangibles in the
course of development 26.6 16.3
Net other intangibles acquired 0.3 9.3
Intangible fixed assets 26.9 25.6
Right-of-use assets — 6.1
Prepaid manufacturing costs — 2.7
Total capital additions 29.1 38.3
Non-cash additions (6.0) (12.5)
Total cash capital expenditure 23.1 25.8
Capital additions for the year to 31 December 2024 were $29.1 million (2023:$38.3 million),
including expenditure on intangible assets of $26.9 million (2023: $25.6 million). This included
work on the recently launched RP2350, new products and further semiconductor development
for use in future boards. In addition to the external purchases the capital expenditure includes
the capitalisation of engineering salaries of $14.4 million. Where development licences are
purchased for use in new products, these are initially capitalised in intangibles and then
amortised. The amortisation amounting to $6.0 million (2023: $1.9 million), as it relates
tothedevelopment of a new product, was then capitalised in a product development asset
forthat project.
Non-cash additions includes capitalised amortisation and Right-of-Use assets in respect of
leased assets.
Share reorganisation and proceeds from financing
On 11June 2024, Raspberry Pi Holdings plc was admitted to the premium segment of the
London Stock Exchange with unconditional trading from 14June 2024. Following Admission
on 22 September 2024, Raspberry Pi Holdings plc was added to the FTSE 250 index.
The Company was incorporated on 12March 2024 and on 23May 2024 in exchange for
shares, it acquired all the share capital of Raspberry Pi Ltd at a valuation of $288.1 million.
On17May 2024 a share capital reduction was undertaken reducing share capital and crediting
distributable retained earnings by $287.3 million.
At listing, 11.2 million new shares were issued raising $40.0 million before fees. At the
sametime, the Raspberry Pi Foundation sold 45,935,065 shares and employees sold
2,125,115shares tonew investors and our existing investors, Arm and funds managed by
Lansdowne Partners.
Cash and facilities
Cash at 31December 2024 was $45.8 million (31December 2023: $42.2 million). On 24 April 2024,
the Group updated its existing Revolving Credit Facility and overdraft with a $40.0 million
Revolving Credit Facility and overdraft and extended the facility by one year to 24 April 2027.
Following the listing and with the improved profile arising from our listed status, the Group has
been able to enter into a new replacement facility of $80.0 million with four banks on terms
more suitable for a listed group and at substantially reduced pricing. Refer to events after the
reporting period in Note 32.
Related party transactions
Controlling Shareholder definition and related party transactions are disclosed in Notes 30 and
31 ofthefinancial statements.
Post balance sheet events
As noted above, on 5 March 2025, the Revolving Credit Facility was replaced, increasing the
available funds to$80.0 million (2024: $40.0 million) and the term extended until 4 March 2029
(2024:24 April 2027). The facility remains undrawn.
2024 has been a year of transformation for the Group requiring enormous contributions from
many people. I would like to take this opportunity to thank our advisors at Grant Thornton,
Linklaters, PwC, Deloitte, Swan Partners, Jefferies and Peel Hunt for their counsel and support
throughout the listing process. The guidance, encouragement and help of my fellow directors
through the year has been extraordinary and it has been a privilege to work with such a
remarkable group of people. And finally and most importantly to my colleagues in finance and
legal who delivered all this, thank you so much for all you have done.
Richard Boult
Chief Financial Officer
1April 2025
Financial review continued
31 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Sustainability
32 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
Our approach to sustainability is underscored by the four facets of our
social mission, aligned to the UNSustainable Development Goals:
Funding computer science
education at home and
inschools
The educational work of our largest
shareholder, the Raspberry Pi Foundation,
whose mission to promote digital skills
education for young people is deeply
intertwined with our own success.
In 2024, we were incredibly proud to
raise a $180 million multi-year
endowment for the Raspberry Pi
Foundation, supporting its work in
curriculum development, teacher training,
non-formal learning and research.
Visit https://www.raspberrypi.org/ to find out
more about the Foundation’s activities
Leading the world in general
purpose computing with the
smallest resource footprint
The environmental benefits derived
from the deployment of Raspberry Pi
computer systems, from low power
consumption to reduced emissions
from shipping.
See page 34 for more information on our activities
Our approach to
sustainability
Raspberry Pi recognises that sustainability
isanintegral part of our responsibility toall
stakeholders. As a UK-listed public company,
weare committed to maximising value for
ourshareholders while acknowledging the
interconnected nature of our business with
broader societal and environmental concerns.
We believe that sustainable practices can enhance our brand reputation,
potentially driving demand and strengthening our long-term market position.
Whilequantifying the precise impact of sustainability initiatives remains a
challenge, we are dedicated to transparently reporting our progress and actively
seeking ways to minimise our environmental footprint while supporting the
valuable work of the Raspberry Pi Foundation.
Powering start-ups and
scale-ups
The capabilities we offer to smaller
entrepreneurial OEMs, which
wouldotherwise struggle to access
cost‑effective compute subsystems
onwhich to build their own products.
See page 25 for more information on our progress
with OEMs
Low-power computing
On entrance to the Main Market of the
London Stock Exchange, Raspberry Pi
was awarded the Green Economy Mark,
meaning that at least 50% of its annual
revenue comes from products and
services that have a positive
environmental impact. The Mark
provides a clear and recognisable
signal to investors and the public
abouta company’s commitment
tothegreen economy.

Our commitment
Sustainability continued
33 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
We will conform to all UK
sustainability laws and
regulations in the most
cost-effective way
possible, with integrity
andtransparency.
We will monitor voluntary
sustainability best
practice amongst public
companies in the UK, and
conform to voluntary best
practice where the impact
on short-term profitability
is small, or where we
judgethat the medium-
tolong-term financial
consequences of failure
toconform outweigh
anyshort-term profit
reduction. Deviation from
best practice will be
transparently documented
and explained.
We will work proactively
toencourage suppliers
toreduce the carbon
footprint and other
environmentally damaging
aspects of supplied goods.
For example, Raspberry Pi
may include a financially
quantified measure of
embedded carbon when
comparing costs of
twosuppliers. When
quantifying embedded
carbon, Raspberry Pi will
calculate the financial
equivalent with reference
to the cost of high-quality
offsets, such as direct air
capture or enhanced rock
weathering. This inclusion
of the mitigation cost of
embedded carbon in
supplier cost comparison
will be transparent in the
evaluation process, and
willbe communicated
tosuppliers.
In general, we will not
undertake financial
transactions to mitigate
the carbon footprint of
Raspberry Pi’s own
products, such as
purchasing carbon offsets,
unless this is necessary for
regulatory compliance.
Wewill offset Scope 1 and 2
emissions of the Company.
Where a voluntary choice
can be made, Raspberry Pi
will not increase the cost of
its products through such
transactions. Raspberry Pi’s
preferred approach is to
keep the cost of its products
as low as possible and
publish the embedded
content. This allows
Raspberry Pi customers
topurchase offsets (either
through Raspberry Pi or
elsewhere), if they so desire,
for the same overall cost
(product + offset).
“We will work proactively to
encourage suppliers to reduce
the carbon footprint and other
environmentally damaging
aspects of supplied goods.”

Environment
Progress and actions in 2024
• Introduced a suite of metrics for measuring
our progress on key environmental impacts.
• Launched a customer carbon
offsetscheme.
• Transitioned to lower-emission production
for Raspberry Pi 5 through Intrusive reflow
soldering technology.
• Introduced initiatives to reduce the carbon
footprint in our day-to-day operations.
Metrics for measuring our progress
2024 marked a significant step forward in
ourcommitment to sustainability as we
introduced a suite of metrics to formally
track and report our progress. Our new
approach focuses on key environmental
impacts, beginning with a robust
measurement of CO
2
emissions generated
during the production process. This includes
implementing a Scope 1 and 2 emissions
dashboard, providing detailed insights
intoour direct emissions and energy
consumption with a view to reduce these
over time. Going forward, we will prioritise
analysing the carbon footprint of our
high‑running product lines to identify
andactupon the greatest opportunities
forreduction.
In addition to carbon emissions, we will be
closely monitoring the use of plastics and
metals in our products, aiming to minimise
our reliance on these and explore more
sustainable alternatives.
These metrics are embedded in our operations
and strategy. By tying environmental
performance to compensation, we aim to
foster a culture of accountability and
incentivise continuous improvement across
all levels of the organisation. This scorecard
approach ensures that sustainability is not
just an aspiration, but a core driver of our
business decisions and a key factor in our
overall success. This transparent anddata-
drivenapproach will help us reduce our
environmental impact and enhance our
long‑term value for all stakeholders over time.
Customer carbon offset scheme
Last year, we launched a voluntary
carbonoffset programme for our customers.
The programme allows customers to
purchase an offset for $4 (price finalised in
Q3), which will offset the carbon emissions
associated with the production, distribution
and end-of-life of their Raspberry Pi single
board computer (approximately 6.5kg of CO
2
– this figure does not include the carbon
emissions from the usage of the computer).
The initiative allows users to directly
contribute to reducing the environmental
impact of their computing activities.
Raspberry Pi has partnered with UNDO
Carbon, a reputable carbon offset provider,
toensure the programme’s effectiveness
(https://un-do.com/). To offset our emissions
we buy offsets from UNDO who use
enhanced rock weathering, which sequesters
carbon from the environment.
ForRaspberry Pi, this means that the
required amount of ground-up rock is spread
to sequester the associated amount of CO
2
after 20 years from purchase. Thecarbon
emissions for eachRaspberry Pi model were
carefully calculated with assistance from
Inhabit,anenvironmental consultancy
(https://inhabit.eco/). A detailed explanation
of the calculation procedure canbe found
onthe Raspberry Pi website.
The offsets are available to purchase from
authorised Raspberry Pi resellers. This allows
users to showcase their commitment to
environmental responsibility and encourage
others to consider the carbon footprint
oftheir technology choices.
Lowering emissions in production
In a major stride towards improved
environmental performance in
manufacturing, this year we transitioned our
production process to intrusive reflow
technology for our flagship Raspberry Pi 5
product, and intend to continue to roll this out
to new products over time. This technique
eliminates the need for traditional wave
solder baths, resulting in a significant reduction
of our carbon footprint. By removing these
energy-intensive baths from our production
lines, we have successfully eliminated
43tonnes of CO
2
emissions annually. This
shift not only underscores our commitment
tominimising our environmental impact but
also highlights our dedication to adopting
cutting-edge technologies that enhance
bothefficiency and sustainability.
Sustainable day-to-day operations
Raspberry Pi is actively pursuing carbon
reduction across its operations, with the
goalof achieving net zero emissions.
Ournew 28,000 sq ft Cambridge
headquarters, occupied in December 2023,
serves as a model for these efforts.
Key initiatives include:
• Solar power: An 85.5 kW solar array
installed in June 2024 provided 33% of our
electricity consumption over the summer
months, with an anticipated average of
20% throughout the year. We are exploring
further expansion of solar capacity.
• EV charging infrastructure: 24 EV chargers
were installed in August 2024 to encourage
staff adoption of electric vehicles and
reduce emissions from commuting.
Currently, on average, 11 out of 41 cars
parked on site are EVs.
• Eliminating gas dependence: We are
planning to replace our gas-powered hot
water system with a solar thermal or heat
pump solution. Further, we are exploring
the replacement of our heating system
with a more efficient chiller/heat pump
system for both heating and cooling.
• Reducing base load consumption:
Weareimplementing sub-metering to
identify andreduce out-of-hours energy
consumption, with a target reduction
of27,000 kWh peryear.
These initiatives demonstrate our
commitment to environmental responsibility
and our ongoing efforts to minimise our
carbon footprint.
Sustainability continued
34 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Introduction
In our first year of reporting in alignment with the Task Force on Climate-Related Financial Disclosures (“TCFD”) framework, we have focused on identifying and assessing potential climate-related
risks and opportunities. This involved a comprehensive mapping of our value chain, a thorough review of potential climate impacts, and valuable insights gathered from our Chief Commercial
Officer. This process culminated in a workshop with key stakeholders, where we collectively prioritised a shortlist of six high-priority risks and two significant opportunities.
While this year’s assessment focused on analysis to establish a baseline understanding, and we have not yet performed qualitative or quantitative analysis. Our initial assessment, detailed in our
Climate Risk Management framework, considers inherent risks andprovides a foundation for developing effective mitigation strategies.
In accordance with the LSE Listing Rule 9.8.6R(8) we present our 2024 TCFD compliance statement in the following table:
Summary of TCFD compliance statement
Governance (a) Describe the Board’s oversight of climate-related risks and opportunities. The Sustainability Committee, which consists of Board members,
Executives and staff, meets regularly to discuss and implement actions
based on climate-related risks and opportunities.
Page 36
TCFD compliant
(b) Describe management’s role in assessing and managing climate-related
risks and opportunities.
Management helps set the yearly sustainability goals for the business which
address reducing carbon and materials use in products and office emissions.
Page 33
TCFD compliant
Strategy (a) Describe the climate-related risks and opportunities the organisation
hasidentified over the short, medium, and long term.
A comprehensive review of risks and opportunities has been completed.
Please see relevant section of report.
Page 37
TCFD compliant
(b) Describe the impact of climate-related risks and opportunities on the
organisation’s businesses, strategy, and financial planning.
In the first year of reporting the Company will not carry out scenario
analysis.
Non-TCFD compliant
(c) Describe the resilience of the organisation’s strategy, taking into
consideration different climate-related scenarios, including a 2°C
orlowerscenario.
In the first year of reporting the Company will not carry out scenario
analysis.
Non-TCFD compliant
TCFD pillar TCFD recommended disclosure Summary of compliance and next steps Cross-reference
Task Force on Climate-Related Financial Disclosures (“TCFD”)
35 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Summary of TCFD compliance statement continued
TCFD pillar TCFD recommended disclosure Summary of compliance and next steps Cross-reference
Risk
management
(a) Describe the organisation’s processes for identifying and assessing
climate-related risks.
Risk Register is continually reviewed and we highlight climate-related risks.
Periodically we will engage with expert consultants to do a full review at
minimum of every three years.
Page 37
TCFD compliant
(b) Describe the organisation’s processes for managing climate-related risks. As we review the Risk Register we highlight climate-related risks.
Periodically we will engage with expert consultants to do a full review.
Page 37
TCFD compliant
(c) Describe how processes for identifying, assessing, and managing
climate-related risks are integrated into the organisation’s overall
riskmanagement.
Consistent with TCFD recommendation.
Page 37
TCFD compliant
Metrics and
targets
(a) Disclose the metrics used by the organisation to assess
climate-related risks and opportunities in line with its strategy
andriskmanagement process.
Not compliant on transition risks since transition risks will be explored
inFY2025.
Non-TCFD compliant
(b) Disclose Scope 1, Scope 2 and, if appropriate, Scope 3 greenhouse gas
(“GHG”) emissions and the related risks.
Full Scope 1, 2 + 3 Emissions disclosed and risks disclosed through TCFD.
Page 40
TCFD compliant
(c) Describe the targets used by the organisation to manage climate-related
risks and opportunities and performance against targets.
We are working on tracking to identify best targets.
Page 39
TCFD compliant
Governance
Raspberry Pi’s Sustainability Committee
meets regularly throughout the year,
andconsists of Non-Executive Directors,
Executives, and employees. The Committee
uses a scorecard to monitor the progress
ofthe year’s goals.
The Committee reports to the
BoardofDirectors and actions are
implementedbythe Executive and
SeniorManagementTeam.
Dr Eben Upton
CBE FREng
Chief Executive
Officer and Founder
James Adams
Chief Technology
Officer, Hardware
Sherry Coutu
CBE
Senior
Independent
Non-Executive
Director
Roger Thornton
Director of
Applications
Christopher Mairs
CBE (Chair)
Independent
Non-Executive
Director
Task Force on Climate-Related Financial Disclosures (“TCFD”) continued
36 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Strategy
Raspberry Pi’s sustainability reporting strategy centres on a proactive approach to identifying and evaluating climate-related risks and opportunities that could impact the business in the short,
medium, and long term. This includes a thorough assessment of potential physical risks within their supply chain and distribution network due to extreme weather events, as well as the risks
andopportunities presented by the transition to lower-emission products and services. Raspberry Pi emphasises continuous evaluation of these factors to understand their potential positive
andnegative effects, with regular oversight provided by the Sustainability Committee.
As a UK-listed public company, Raspberry Pi recognises sustainability as an integral part of its responsibility to all stakeholders. They are committed to maximising shareholder value while
acknowledging the interconnectedness of their business with broader societal and environmental concerns. This commitment is demonstrated through their proactive assessment of
climate‑related risks and opportunities, ensuring that sustainability is considered in their business operations and decision making processes.
Risk management
Climate-related risk management is embedded within the wider Group risk management process, details for which can be found on page 50.
Raspberry Pi tracks all risks to the business, including climate-related risks, in the Risk Register, which is reviewed monthly with all stakeholders. Climate-related risks are flagged to the
Sustainability Committee when they are found, meaning climate risk is continuously assessed internally and externally. Climate change is identified as a principal risk; see page 50 for
moredetail.
Raspberry Pi commits to having an external expert in the field to identify the risks facing the Company every three years, in order to stay abreast of the risks posed by climate change
toongoingbusiness.
Climate-related risks and opportunities
Inherent risk score is between 0–25 and is calculated by assessing the likelihood (0–5) and the impact on the business (0–5); the final figure is the two scores multiplied.
1. Supply chain and manufacturing disruptions:
Increased frequency and severity of extreme
weather events disrupt the supply chain for
components and manufacturing processes,
leading to operational delays and increased costs.
Supply
chain and
operations
Acute
physical
Moderately
high
16 Long
(10+ years)
Impact is assessed to be a 4, in line with the risk “loss of
production (loss of factory)” on the Raspberry Pi Ltd Risk Register.
Likelihood is assessed to be a 4. There is currently a 3% chance
offlood at the Sony manufacturing site, which is estimated to
increase over time (Natural Resources Wales, 2023; Natural
Resources Wales, 2024).
2. Distributional network disruptions: Increased
frequency and severity of extreme weather events
disrupt distribution networks, leading to
operational delays and increased costs.
Supply
chain and
operations
Acute
physical
Moderate 8 Long
(10+ years)
Impact is assessed to be a 2, in line with the risk “freight/distribution”
on the Raspberry Pi Ltd Risk Register.
Likelihood is assessed to be a 4, as climate change is expected to
increase the frequency and intensity of extreme weather events,
including extreme precipitation, extreme heat, droughts, storms
and wildfires (IPCC AR6, 2022). Previous instances of disruption
as a result of extreme weather events, as noted by Raspberry Pi
and discussed with the Chief Commercial Officer, indicate that
Raspberry Pi’s distribution networks are likely to be affected in the
instance of an extreme weather event.
Risk
Value chain
impact
TCFD risk
category
Inherent
risk rating
Inherent
risk score Time horizon Scoring rationale
Task Force on Climate-Related Financial Disclosures (“TCFD”) continued
37 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Climate-related risks and opportunities continued
Risk
Value chain
impact
TCFD risk
category
Inherent
risk rating
Inherent
risk score Time horizon Scoring rationale
3. Stringent environmental regulations: Abrupt
introduction of stringent regulations around
carbon emissions, energy efficiency and waste
management in the territories where Raspberry Pi
operates or sources components from.
Operations
and supply
chain
Policy/Legal Moderate 9 Short
(1–5 years)
Impact is assessed to be a 3 under the risk scoring framework,
asthis risk may result in an investigation/minor disciplinary
regulatory action.
Likelihood is also assessed to be a 3.
4. Carbon taxes: The introduction of carbon pricing
on raw materials and energy could increase
production costs.
Operations
and supply
chain
Policy/Legal High 20 Medium
(5–10 years)
Impact is assessed to be a 4. Carbon pricing has remained
relatively low to date, but is expected to substantially increase
inline with government commitments to reduce emissions.
TheNetwork for Greening Financial Services (“NGFS”) estimates
that carbon prices could reach £122/tonne CO
2
e by 2030 and
£586/tonne CO
2
e by 2050, under an orderly transition scenario
that limits warming to 2°C.
Likelihood is assessed to be a 5, as carbon pricing policies
currently exist or are scheduled to exist in 61 countries.
5. Litigation risk from sustainability claims:
Riskoflitigation if Raspberry Pi’s current/future
sustainability/climate-related claims
(e.g. current energy efficiency claims) are
perceived as exaggerated or misleading
(i.e. greenwashing regulations).
Operations Reputation Moderate 6 Medium
(5–10 years)
Impact is assessed to be a 3 for this risk, assuming some
reputational damage in line with the risk scoring framework.
Likelihood is assessed to be a 2, as currently only a few
climate‑related claims have been made by Raspberry Pi,
specifically regarding energy efficiency of individual products.
6. Challenges in meeting future carbon targets:
Riskof not meeting any future carbon targets
orexpectations to decarbonise as a result of
dependence on third-party providers (i.e. Sony
andcomponent suppliers) or higher cost to
meetthem.
Operations Reputation Moderately
high
12 Medium
(5–10 years)
Impact is assessed to be a 3 for this risk, assuming some
reputational damage. However, this risk could potentially have
asignificant financial impact if customers begin to opt for lower
carbon alternative products as a result.
Likelihood is assessed to be a 4, as Raspberry Pi does not currently
have a decarbonisation plan and is reliant on carbon‑intensive
industries that are lagging behind on their commitments.
Task Force on Climate-Related Financial Disclosures (“TCFD”) continued
38 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Transition opportunities
Opportunity
Value chain
impact
TCFD risk
category
Inherent
opportunity
rating
Inherent
opportunity
score Time horizon Scoring rationale
1. New markets driven by emissions reduction needs
of industrial and embedded clients: Opportunity
generated from targeting potential clients who can
use Raspberry Pi’s products to help track or lower
their emissions reduction progress.
Operations and
downstream
Products/
Services
Moderate 6 Short
(1–5 years)
Impact is assessed to be a 2, in line with the
opportunity scoring framework. The majority of
companies which have set net zero targets are on
trackto miss those targets (Accenture), indicating
asignificant market opportunity.
Likelihood is assessed to be a 3, in line with the
opportunity framework.
2. New markets driven by the computational
requirements of climate tech: Opportunity to
integrate Raspberry Pi into climate mitigation
andadaptation technologies.
Operations and
downstream
Products/
Services
Moderate 9 Short
(1–5 years)
Impact is assessed to be a 3, in line with the
opportunity scoring framework, given the demand for
technology to mitigate and adapt to climate change
(University of Oxford), and the estimated growth of
theclimate tech market (Statista).
Likelihood is assessed to be a 3, rather than a 4, based
on a decrease in the growth of investment in this space
over the last year due to wider market conditions (PwC).
Metrics and targets
As detailed on page 34, we introduced new metrics in 2024 to formally track and report key environmental impacts. In addition to Scope 1, 2 and 3 GHG emissions (see Streamlined Energy
andCarbon Reporting (“SECR”) below for data), webegan measuring carbon emissions during the manufacturing process which is fed into our Scope 3 calculations. As this is the first year
ofreporting to TCFD standards we are not setting targets for these metrics but will begin tracking them.
The two metrics will be:
• product carbon – working to understand the carbon per computer and carbon cost; and
• office carbon – working to understand the office emissions and how we can change it.
Task Force on Climate-Related Financial Disclosures (“TCFD”) continued
39 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Carbon emissions
Streamlined Energy and Carbon Reporting (“SECR”)
2024 2023
Scope 1 emissions (tCO
2
e) Direct emissions from energy sources
the Group is operational in
1
28.5 6.9
Scope 2 emissions (tCO
2
e) Indirect emissions from
purchasedenergy
56.0 37.1
Scope 3 emissions (tCO
2
e) All other emissions associated
withthe Group’s activities
55,770.0 N/A
2
Energy Consumption for operational
sites
1
426,519
kWh
293,923
kWh
Intensity ratio tCO
2
e per full time equivalent employee 439.8 N/A
2
1 2023 main operational site was in the Maurice Wilkes Building, 2024 main operational site was 194 Science Park,
Maurice Wilkes building is not included in 2024 figures.
2 2023 Scope 3 emissions and Intensity ratio are omitted as our calculation method for Scope 3 has advanced
significantly since our 2023 approach and as such provides no meaningful comparison.
Figures based on energy consumption over all sites of 426,519 kWh (2023: 293,923 kWh).
Associated greenhouse gases have been calculated using the UK Government’s GHG
Conversion Factors for Company Reporting 2024. Estimates were used to calculate the
electricity usage in the Group’s offices, based on an average price per kWh of $0.46.
AllCompany buildings and operations are considered in these figures.
For Raspberry Pi, Scope 1 we do not have any energy-generating assets that emit carbon and
so report our Gas use for the properties we operate. Wemeasure Scope 2 emissions from the
energy bills received in respect of the Group’s properties electricity consumption.
We divide the measurement of Scope 3 emissions into two categories: carbon emissions
resulting from products that we make to sell; and other carbon emissions generated through
our business activities. These are listed as one figure in the SECR reporting but important to
consider in how we calculate. In order to assess the environmental impact of our products, we
worked with our partner Inhabit to conduct a comprehensive study, following the Greenhouse
Gas Protocol and ISO 14044:2006 standards. Inhabit used industry-leading tools together with
the EcoInvent database to calculate the carbon footprint of products throughout their lifecycle.
This involved carrying out a detailed analysis of a set of individual, representative products
across our range, then applying the results to other similar products.
In order to calculate the Scope 3 emissions generated through our business activities,
allnon‑product related accounting journals were reviewed and assigned to category.
Eachcategory was allocated an average emission value per US Dollar spent as per the
Ecolnvent database. This allowed us to calculate a carbon emission figure per US Dollar
ofexpenditure.
The Group has purchased carbon credits from UNDO Carbon to offset the tCO
2
e Scope 1 and 2
emissions, totalling 31.4t in the year ended 31 December 2024, this does not cover electricity
used as this is from a 100% renewable energy tariff. These carbon credits will be fully vested,
in the sense that the carbon will be completely sequestered by 31 March 2045. UNDO Carbon
has been selected as a high-quality, scientifically verified, and scalable solution for long-term
carbon sequestration, using its enhanced rock weathering technology.
Streamlined Energy and Carbon Reporting (“SECR”)
40 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Our risk management process
Raspberry Pi’s risk management approach has evolved with the structure of the business. It reflects the small
size of the business’ operations and the close proximity of Executive Management to operations together with
their deep technology experience. Risks can be identified at any time by any individual within the Group.
Theseniority of our engineers relative to the industry, their long tenure and our open and inclusive approach
tothe management of operations ensure that risks are promptly reported and managed.
The Board regularly reviews the risks identified and the mitigations undertaken and the Audit and Risk
Committee oversees how risks are managed.
Business managers The Senior Management Team The Board Audit and Risk Committee
At an operational level the
management of risks is an ongoing
and daily process. In the design of
products engineers utilise their
experience together with a wide range
of design and verification tools.
A separate team manages regulatory
compliance and product testing.
Safety of employees in both the office
and warehouses is considered by
central administration.
Reviews existing risks and mitigations
and determines whether any
additional risks should be added
toorexisting risks removed from
theRisk Register.
Any newly identified risk is assigned
arisk owner, and the risk
andmitigating actions are added
tothe Risk Register.
The Board focuses on strategic risks
and reviews the Risk Register in detail
annually. The Senior Management
Team is alerted of any changes in
theBoard’s risk appetite and any new
risks identified through this process
or as part of any other Board
discussions. The Board receives a
risk reporting summary at every
Board meeting, highlighting new
risksadded, risks closed, changes
inrisk profile and the reasons for an
increase or decrease in risk likelihood
or potential impact, and a summary
of all high risks and progress against
mitigating actions.
The Audit and Risk Committee
oversees how risk is managed and
reported internally and externally
andmay make recommendations
tothe Board on any aspect of risk,
risk management and risk appetite.
The Audit and Risk Committee
receives a risk reporting summary
and reviews the Risk Register at each
meeting. It can recommend new risks
to be considered for the Risk Register.
Any new risks are communicated
tothe Senior Management Team.
Principal risks and uncertainties
41 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Our risk management process continued
The Board discusses and reviews the Group’s principal risks semi- annually with updates and
changes provided at each meeting; this is then reflected inthe Group’s ongoing plans and
strategy. The Board takes a balanced and informed view ofriskwhile recognising the flexibility
required to operate successfully in thismarket.
The Audit and Risk Committee oversees, reviews and monitors the Group’s procedures for
reviewing the effectiveness of the Group’s procedures for the identification, assessment,
management and reporting of risk. For more details on the Audit and Risk Committee’s
responsibilities forrisk management, please refer to the Terms of Reference.
Risk oversight
Risk owners continually review their own risks and inform the CTO (Hardware) of any changes.
The risk owner is responsible for assessing the status of their assigned risks by describing
their risk and the mitigations already in place, as well as assessing likelihood and impact,
including any financial impact. This creates a risk score, determining an identified risk’s
potential severity. If required, the risk owner is responsible for ensuring further mitigating
actions are taken to reduce the risk and create a target risk score.
Risk identification and monitoring
A named member of the Senior Management Team (currently the CTO (Hardware)) maintains
the Risk Register. They are responsible for maintaining it as a live document, ensuring risk
owners capture all required information, ensuring risk owners review their assigned risks
monthly, and ensuring reviews and reporting processes are followed.
Emerging risks
• The pace of AI innovation and development. We are currently seeing a period of rapid
change and excitement in the development of artificial intelligence. The rapid change may
cause changes in the demand for our products and require the development of new
products the requirements for which may then change again. The excitement may lead to
speculative bubbles, should they burst market participants may be destabilised or investors
may lose confidence in all businesses in the technology sector.
• The instability of free trade and our reliance on exports. The majority of our products are
exported across the globe. Should there be significant increases in tariffs on our products in
key markets we may see reductions in sales and delays to customer purchases due to the
uncertainty of what and where duties may be applied.
Principal risks
As part or our regular risk review process, the Board and Management have identified the
following principal risks:
Brand and reputation
Risk description Our brand’s reputation for robustness, quality and innovative design,
extensively supported through software, documentation and a
vibrant community of users is an essential asset of the business.
The brand’s reputation for engineering excellence among both
industrial and enthusiast engineers is a core driver of sales and
isvaluable in the recruitment of staff and suppliers.
Risk impact Damage to that reputation or the loss of support from our
community may adversely impact sales and make the recruitment
of staff more difficult.
Movement and outlook The period of constrained supply from Q2 2022 to Q2 2023
damaged our reputation for reliable supply and weakened the
support of enthusiasts. During 2024 the return to availability and the
launch of new products such as Raspberry Pi 5 and nearly 20
accessories have created excitement and improved this perception.
Mitigation/
management actions
Management and the Board regularly discuss customer perception
and consider the effect on customers in their decisions.
Management and engineering team members frequently engage
with customers to understand their expectations and many
Company members are themselves long-standing users of
theproducts. Through new products we seek to engage enthusiasts
and we work to ensure through messaging and social media that
customers appreciate the causes of shortages or other changes.
Link to strategy More units: development of new products and the maintenance of
the software running on them are key to the growth of the Group.
Our reputation enables us to sell accessory products and related
services in markets worldwide.
Greater share of margin: our reputation enables us to sell directly
tocustomers where appropriate.
Risk velocity Loss of reputation can happen quickly, within months, due to a
substantial social media following and public presence.
Principal risks and uncertainties continued
42 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

People
Risk description Attracting and retaining skilled individuals.
Risk impact The business relies on a small group of senior managers who have
extensive experience and are hard to replace.
We face competition for specialist engineers, without whom we
may limit our ability to develop new products.
Movement and outlook The Group has continued to be an attractive employer and the LTIP
introduced at listing has further enhanced this position and makes
the Group able to recruit in a competitive market for engineers and
has to date been successful at retaining key members of staff.
The availability of certain skills in engineering is likely to
remainconstrained.
Mitigation/
management actions
The Group maintains competitive compensation to reduce turnover
and attract top talent.
We create a rewarding work environment, and our flat work
structure provides significant opportunities for personal
development and intellectual stimulation.
The Board has a succession plan to ensure the continuity of senior
managers. As a public company, we can provide share-based
rewards and incentives to motivate our employees and encourage
staff retention.
Link to strategy More units: development of new products and the maintenance of
the software running on them are key to the growth of the Group.
Greater share of margin: the engineering team is needed to develop
new components for our SBCs and Compute Modules.
Risk velocity The impact of the risk is expected over the medium term as new
product developments are delayed.
Risk description The supply of products is complex with the whole industry
dependent on a web of key component suppliers across the globe.
For key component manufacturing there are significant barriers to
entry and those suppliers may exploit opportunities that arise from
dominant market positions.
We support our products for typically in excess of ten years,
recognising that when a Raspberry Pi is built into a customer’s
product or operations we have made a commitment to our
customer and they have placed their trust in us. Unreliable or
expensive supply risks our ability to meet this promise.
For some components, particularly memory which is a significant
part of our product cost, the prices are very volatile.
The Group relies on a single third-party facility owned by Sony to
manufacture substantially all of its products, and its success is in
part dependent on Sony’s current commitment to manufacturing
itsproducts.
Risk impact Interruption to the supply of a single component can prevent
production of our products leading to a loss of sales and substantial
harm to our reputation and customer proposition.
Significant differences in product demand between forecast and
actual could harm the Group’s business, finances and growth
prospects either because of insufficient inventory for actual
demand leading to lost sales or excess inventory, including that
delivered under long-term supply agreements which would need
funding and may become obsolete.
Actual demand may differ significantly from forecast demand due
to changing economic circumstances or lower sales expectations.
The loss of our manufacturing facility at Sony may stop our supply
of products for sale.
Supply chain
Principal risks and uncertainties continued
43 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Movement and outlook In the past year the supply of key components has become more
stable. During 2024 the market price of memory rose significantly
but through close supplier relationships and the use of inventory
acquired at lower prices in 2023 we were able to minimise
theimpact.
The outlook for memory prices is for some price softening while we
believe there is an increased risk of supply disruption.
Mitigation/
management actions
We have put long-term supply agreements with key suppliers.
To further mitigate supply or price fluctuations we may hold higher
than average levels of inventory.
We have developed with Sony onbusiness continuity plans and, in
addition, have an amount of insurance cover.
We have the flexibility as a last resortto increase prices while
maintaining our value proposition.
Link to strategy We seek to supply our products at low cost and therefore closely
control our component costs.
Our long-term support commitment is core to long-term strategy to
sell more products to industrial and embedded customers.
Risk velocity Prices increases and shortages in supply of products can arise
withinthree months, while loss of production could arise from an
overnight disaster.
Supply chain continued Sales channels
Risk description Our distribution channel may not have the capacity or resources to
meet our growth plans. Alternatively, our products may not meet
their margin demands making our products unattractive to them.
In addition, the Group relies on its sole licensee to distribute a
portion of its products, and any unplanned disruption to the Group’s
licensing model could harm its sales.
Risk impact The health of our channel partners is a key part of our global
operations and source of growth.
We often operate through intermediaries (licensee/reseller/distributor)
and this has allowed us to grow without large upfront investment.
Movement and outlook We have continued to develop our reseller network and we have
seen pleasing growth in the operations of our licensee and
distributor partners.
Mitigation/
management actions
Through regular engagement with our reseller and distribution
partners, we assess their capacity and the support they need.
We look for new partners in underdeveloped or new markets and
geographies and engage directly with large OEM customers to
ensure that their needs can be met.
We continue to explore routes to market that will enable supply to
end customers while not straining the capacity of local resellers.
Link to strategy Unit growth: to continue to sell more units worldwide we
needlocalpartners to promote and stock our products and
supportcustomers.
Risk velocity Channel capacity constraints will impact longer-term growth over a
period of years.
Principal risks and uncertainties continued
44 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Growth management
Risk description The Group’s business plan and its shareholders’ expectation are for
significant growth in new market sectors and new geographies.
We are open to taking risks in the development of new markets for
our existing products or for products and services that extend our
aim to be the compute platform of choice. The Edge AI and IoT
markets are growing rapidly and we need to move quickly to sustain
our position as a leader in the supply of hardware to these sectors.
There is a significant risk from doing nothing. The Group might face
challenges in effectively managing and achieving this growth and
expansion into new markets and activities may give rise to
unexpected difficulties or costs.
Risk impact The Group may incur additional costs or be unable to exploit all its
growth opportunities and competitors may become established
with a dominant presence. Expansion into new markets may incur
unforeseen costs or losses.
If the management team is overloaded growth opportunities may
not be fully exploited and mistakes may be made. If the Group
grows rapidly, operational processes and controls may not be
ableto scale efficiently. We may therefore incur extra costs or
suffer a weakening of controls with the possibility of losses as
aconsequence.
Failure to achieve the growth expectations may harm the Group’s
share price and impact the rewards it can offer staff or its access
tocapital.
Movement and outlook The programme of new market identification has recently
accelerated while the expansion of new geographies and resellers
has remained steady.
New management heads have been added to meet the growth but
further costs will not be incurred until the opportunity is clear.
Mitigation/
management actions
The Board regularly reviews the organisation’s strengths and areas
for development. Management are constantly reviewing sales
channels and the risks and opportunities that may arise.
Link to strategy Unit growth is central to the Group’s strategy.
Risk velocity The effect of changes in risk and the crystallisation of its impact
would be expected over a period of years.
Markets and economic environment
Risk description A global economic downturn could significantly affect the
Group’soperations due to reduced demand for SBC units and
increased inventory.
Long-term volume commitments and other contractual agreements
reduce our ability to balance product supply and demand.
Risk impact A drop in demand could lead to lower sales and profits.
Inaccurate demand forecasting due to changing economic
circumstances or lower sales expectations could harm the Group’s
business, finances and growth prospects because of insufficient
inventory for actual demand or excess inventory, including that
delivered under long-term supply agreements inventory
obsolescence charges and reductions in the Group’s cash flow.
New products that have been developed may not have sufficient
demand to justify their investment.
Movement and outlook During 2024 markets for our products weakened as customers and
resellers were overstocked. This improved by the end of the year.
The outlook has become more uncertain with the new US
administration’s approach to tariffs and trade.
Mitigation/
management actions
The sales of the Group are diversified across geographies and the
business sectors we sell to. The sales and business development
team works closely with the supply chain team to manage the
effects of changing demand.
The Group works with its contract manufacturer to adjust
production and with its resellers, OEM customers and distributors
to understand and stimulate demand.
The Group undertakes regular forecasting and strategic planning
toassess the impact of demand fluctuations and to consider
responses. Inventory and purchase commitments are regularly
reviewed as part of the forecasting process.
Link to strategy Unit growth is a key strategic aim.
Risk velocity As our model is to sell from stock we normally have a small
orderbook and there is limited visibility of future demand beyond
afew months.
Principal risks and uncertainties continued
45 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Competition/competitors
Risk description Developing innovative and disruptive products is a core strategic
aim of the business. Their development may require significant
expenditure and run for many years.
Projects are often complex and challenging and may take longer
orcost more than was expected.
Risk impact New competitors or the actions of existing competitors could
impact the business resulting in reduced sales and lower margins.
An existing or new competitor could create a product with better
specifications at a lower price, making it hard for us to compete.
Movement and outlook The level of competition has remained steady in the past year
andwe have not seen significantly cheaper products with
equalspecification.
Mitigation/
management actions
The Group counters this by focusing on innovation and cost
efficiency, reviewing competitors’ products, and improving the cost
structure via technical and manufacturing innovation.
We continue to take steps to prevent the cloning of our products,
making our software and user community a key differentiator of
ourproducts.
The Group continues to pursue modest margin aspirations to
prevent a competitor from gaining access through a low-cost offer.
Link to strategy Unit sales growth.
Risk velocity New products take time to develop but can be released at short
notice. With build in cycles of over one year, material change could
take a year to have a significant impact.
Intellectual property and designs
Risk description The Group’s intellectual property rights may prove difficult to
enforce if others try to use our designs and particularly our rich
software and support ecosystem to benefit their products.
A competitor, third party or individual asserts their IP rights against
Raspberry Pi’s, leading to litigation.
Risk impact If others exploit our intellectual property to promote their products
we may suffer lower sales or reduced margins.
If a third party enters into litigation to assert the IP rights, the Group
suffers financial loss from any settlement and the diversion of
significant management time in the defence of our position.
Movement and outlook The risk remains stable at the moment.
Mitigation/
management actions
The General Counsel and CEO regularly review the extent and
effectiveness of legal, contractual and technical protections. We
have insurance for legal representation to address IP infringement
claims against us or in our defence.
The designs of our most recent products are further protected by
the use of our own silicon in those products.
Link to strategy The exclusive use of our designs aids unit sales and the
maintenance and growth of the unit profit of those products.
Risk velocity A claim would require a very rapid response though legal processes
can be expected to take time.
Principal risks and uncertainties continued
46 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Risk description Developing innovative and disruptive products is a core strategic
aim of the business. Their development may require significant
expenditure and run for many years.
Projects are often complex and challenging and may take longer or
cost more than was expected and may in the worst case fail.
Products are developed and costs incurred in the expectation of
demand for the product; if sufficient demand does not arise, the
asset representing the development cost and inventory may need
tobe impaired and written down.
Failing to innovate or adapt to new trends may lead to lost market
share and reduced profits.
If the Group’s products contain significant defects, it could incur
significant expenses to remediate such defects, its reputation could
be damaged, and it could lose market share.
Risk impact The delay or failure of a project to develop a new product may lead
to substantial additional costs. By missing an opportunity it may
harm the growth of the business or give a competitor the chance to
become established.
If sufficient demand does not arise the asset representing the
development cost and the inventory may need to be impaired and
an expense incurred.
The launch of a flawed product may lead to significant rectification
costs and damage to the Group’s reputation.
Movement and outlook Our experience of delivering complex projects has improved
continuously through the growth of the Company. At the same
timethe size, complexity and cost of projects have been increasing,
particularly in respect of semiconductor development.
Product development projects
Mitigation/
management actions
Our engineering team and management have extensive experience
of designing our products and we use industry-leading tools and
partners in their development.
We seek to identify industry trends and develop responses through
engagement with customers, particularly in the enthusiast sector,
and regular discussion with key technology suppliers and industry
experts. The Group’s strong engineering experience allows it to
adapt to changes in a timely way.
We use established procedures to test and verify designs
throughout development and ensure that all products meet
compliance specifications.
Link to strategy More units: development of new products and the maintenance of
the software running on them are key to the growth of the Group.
Greater share of margin: new products may include more of our
own designs enabling us to increase margins by reducing
component costs.
Risk velocity The impact of the risk would be expected to arise over the medium
term where new product developments are delayed.
Product development projects continued
Geopolitical risk
Risk description As an international business based in the UK, the Group may be
exposed to the effects of economic conflicts and disputes in areas
such as trade.
Risk impact Our products may be placed at a competitive disadvantage by
higher tariffs and restrictions on imported goods. As a consequence
our volumes and margins may be adversely affected.
Movement and outlook Uncertainty is increasing.
Mitigation/
management action
Our business is spread evenly by geography and market sector,
giving us resilience to changes in local markets. We continue to
monitor the issues closely and engage with appropriate advisers.
Link to strategy Our plans for growth may be impacted.
Risk velocity Changes are happening within months.
Principal risks and uncertainties continued
47 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Control environment
Risk description As the business grows, robust control frameworks need to develop
with it to ensure that assets are safeguarded and risks arising from
business activities are understood and limited to appropriate levels.
As a listed company, the requirements of the controls over financial
reporting increase as does the need for more timely and accurate
financial data.
As part of its obligations to notify the market of material changes in
the financial position and prospects of the business the Group
needs to be able to determine promptly its financial position and
assess the impact on its performance of actions and events.
Risk impact A loss of control in key areas of financial control could lead to
losses or an inability to report accurately.
Movement and outlook The control environment is improving with the results of the work
undertaken in preparation for listing. We continue to review
opportunities for improved control and efficiency.
Mitigation/
management action
As the requirements have increased, we have added additional
resources in key areas and undertaken as part of the IPO and
subsequently an extensive review of operational controls.
We have instituted a programme of testing of those controls and
will look to introduce an internal audit function in the coming year.
The audit and risk committee regularly reviews the control
environment and the progress against plans to enhance controls.
Link to strategy A robust control framework supports growth and allows the
business to scale without hitting barriers and supports access to
capital and debt markets that are required for growth and for
colleague remuneration and retention.
Risk velocity Changes can arise within six months.
Liquidity
Risk description Breach of funding terms/funding covenants.
Requirement for funds due to increased investment and high levels
of inventory cannot be met from resources.
Risk impact Insufficient cash resources to support the Group’s activities
particularly in the situation where sales demand is lower.
Movement and outlook Funding requirements are expected to remain steady but variability
of outcomes has increased.
Mitigation/
management action
Post year-end, the Group has increased its RCF headroom to
$80million which runs to 4 March 2029.
Forecasts of sales and product supply are regularly reviewed
against funding and facilities.
Link to strategy Allows strategic opportunities of unit growth and product
development to be pursued.
Risk velocity The risk is expected to change over the medium term as there is
increased uncertainty in forecasts over that period.
Principal risks and uncertainties continued
48 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Regulatory and compliance
Risk description Unintentional failure to comply with international and local legal and
regulatory requirements.
Risk impact Fines or penalties.
Unable to sell products in a market if products do not comply with
local regulations.
Loss of shareholder value if fail to comply with stock market and
securities regulations.
Reputational damage.
Movement and outlook Listing on the LSE has added further regulations; however, as part
of the listing process an extensive programme has been undertaken
to identify other regulatory and compliance issues.
Mitigation/
management action
The Group hires employees with relevant skills and uses
externaladvisers to keep up to date with changes in regulations
andlegal requirements.
An internal team works with external experts to certify product
compliance with regulations in markets. Products are not
launchedin a market until such certification is obtained.
Link to strategy Sustains the business.
Risk velocity Changes to regulations and the requirement to change our
processes to address are expected in the medium term.
Health and safety
Risk description Harm caused by the Group’s activities.
Risk impact Staff may suffer injury in our offices, shop or leased warehouse.
Third parties may suffer injury in the factories that make our
products or warehouses that hold our goods.
Members of the public may be harmed by our products.
Movement and outlook Actions to reduce risks have been undertaken.
Mitigation/
management action
Key staff members have been trained to review procedures to
ensure that risk of injury is minimised.
We work only with high-quality partners to make our products.
We have funded substantial investment at our partner’s
newwarehouse.
The Group holds appropriate insurance cover.
Link to strategy Sustains the business and maintains our reputation.
Risk velocity Injury may happen at any time.
Principal risks and uncertainties continued
49 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Climate change
Risk description Increased environmental regulation.
See also our disclosures in the Sustainability and TCFD sections of
this report.
Risk impact The introduction of environmental regulations in the territories
where we operate and source components could impact our supply
chain and increase costs.
New carbon taxes on raw materials and energy could increase
production costs, impact margins or result in increased prices.
Movement and outlook Regulation is expected to increase in most regions.
Mitigation/
management action
We closely monitor regulations, work to reduce our environmental
impact across our operations, and engage with our suppliers about
their environmental strategies.
We are developing a process for calculating the embodied carbon in
every product to understand the extent of this risk.
Our office is moving to electricity for all our energy needs, and we
have installed solar panels.
Link to strategy Business continuity, but there is also an opportunity to increase
sales as our products will enable many others to address the
impact of these regulations in their businesses.
Risk velocity The risks are expected over the medium term.
Climate change continued
Risk description Impact of extreme weather. See also our disclosures in the
Sustainability and TCFD sections of this report.
Risk impact The increased frequency of extreme weather can impact our
supplyand distribution channels leading to additional costs and
loss ofearnings.
Movement and outlook Extreme weather events are expected to increase.
Mitigation/
management action
We are expanding our supplier network across various locations,
and have an emergency plan in the event we need to move production
to a new location. We take out business interruption insurance and
stockpile some inventory to enable business continuity.
Link to strategy Business continuity.
Risk velocity An event could happen in any given year with the probability of the
risks expected to increase over the medium term.
Principal risks and uncertainties continued
50 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

In accordance with the
UKCorporate Governance
Code, the Board has
assessed the viability and
medium-term prospects of
the Group over the period
to December 2027, taking
into account the Group’s
current position, strategy,
market outlook, and
principal risks.
Each year, the Board undertakes a robust
review of the Group’s strategic plan for the
forthcoming three-year period and challenges
the Executive team on the risks associated
with the plan. This is encapsulated in the
three-year period business plan prepared
annually and reviewed by the Board and
aligns with the business cycle including
product development and order intake
trends. The plan reflects the Group’s diverse
customer base across multiple sectors,
including industrial IoT, education and
embedded computing, with a mix of
short‑term sales and longer-term contracts.
The Board is required to formally assess
thatthe Group has adequate resources
tocontinue in operational existence for the
foreseeable future and as such can continue
to adopt the going concern basis of
accounting. As set out in Note 2 of the
consolidated financial statements, the
Directors have assessed this to be for the
period to 30 April 2026.
Based on this assessment, the Board has
concluded the Group can operate within its
committed facilities and cash resources for
the foreseeable future and accordingly have
adopted the going concern basis in preparing
the consolidated financial statements.
The Board is further required to assess
whether ithas a reasonable expectation that
the Group will continue in operation and meet
itslonger-term liabilities as they fall due.
Tosupport this, the Board has assessed
theGroup’s current financial position, its
strategic direction, and the external market
environment. The Group’s existing primary
facility agreements extend to 4 March 2029
therefore covering the three-year outlook
period of the business plan.
Reasonable worst case scenario
The Board’s assessment includes detailed
financial modelling over the three-year period,
incorporating sensitivity analysis and stress
testing under a range of scenarios. This
includes a ‘severe but plausible downside’
scenario, with reductions of 20% per annum
reduction in unit sales of SBC and compute
modules are assumed, with no reduction
costs other than executive variable pay.
Evenassuming limited mitigating actions the
Group can demonstrate significant liquidity
headroom and compliance with covenants.
Consideration of principal risks
anduncertainties
Our viability assessment aims to provide
aclear understanding of the principal risks
and uncertainties that could impact the
Company’s performance, solvency, and
liquidity. In order to assess our resilience to
the principle risks and uncertainties outlined
on page 42 we have modelled a range of
scenarios explicitly linked to these. Careful
thought has been given to the assumptions
and judgements factored into each
threatscenario enabling stakeholders
tounderstand the potential challenges to
ourbusiness model and our robustness
toabsorb such headwinds as follows:
• Brand Risks: Serving both enthusiast
andeducation (“E&E”) and industrial and
embedded (“I&E”) markets risks brand
confusion due to the same products
supplying different markets.
• Executive Team: Growth may strain
leadership capacity, slowing investments
and progress.
• Semi-Conductor supply chain constraints:
Reliance on TSMC for production and
Broadcom for key components poses risks
from delays or terminations, though
inventory levels mitigate the impact.
• Volume Commitments: Long-term deals
with Broadcom (processor chips) and
Micron (“DRAM”) risk funding challenges
ifsales drop. Lower demand versus
contracted supply has been modelled.
• Memory Costs: Rising DRAM costs may
put pressure on profit margins.
Having modelled the combined impact of the
principal risks arising the Board is confident
in the Business ability to remain a viable
going concern.
Reverse stress testing
A reverse stress test was conducted to
model the impact of a decline in forecasted
unit demand, which would require the
Groupto secure additional financing
beyondthe existing facilities.
The analysis showed a 25% reduction in
forecasted revenue over the three-year forecast
period – whether driven bya decrease in
demand, supply chain challenges, or a
combination of both – wouldtrigger this
needfor additional financing.
However, this scenario was deemed highly
unlikely, further reinforcing the Group’s
financial viability.
Liquidity and cash flow forecasts
On 5 March 2025, the Group’s Revolving
Credit Facility (“RCF”) was extended,
increasing available funds to $80.0 million
(2024: $40.0 million) and extending the
termto 4 March 2029 (2024: 24 April 2027),
providing additional liquidity to support
operations.
We have also considered the timing of trade
payables and trade receivables including
credit terms offered by suppliers and the
impact on working capital requirements to
ensure that no further financing would be
required should current terms change.
The Board’s cash flow forecasts and
projections confirm the Group can operate
within its cash and committed facilities for
the foreseeable future. Available liquidity,
including both cash and committed facilities,
has been considered in this assessment.
Conclusion
Based on this assessment, the Board
confirms that it has 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 December 2027.
Going concern and viability statement
51 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

52 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
Governance
Inside this section:
53 Chair’s introduction to governance
54 Board of Directors
56 Senior Management Team
58 Corporate governance report
62 Audit and Risk Committee report
67 Nomination Committee report
70 Remuneration Committee report
72 Directors’ remuneration report
90 Directors’ report
93 Statement of Directors’ responsibilities

On behalf of the Board, I am pleased to present our firstCorporate Governance Report for the year ended
31December 2024.
The highlights of 2024 were our debut on the London Stock Exchange in June and our entry into the FTSE 250
index three months later. These events have brought into focus the Board’s commitment to promoting high
standards of corporate governance that support Raspberry Pi’s strategy of delivering growth, higher profits
andstrong cash flow.
As a result, there was concentrated activity to evolve our already robust corporate governance framework
toalignwith the principles of the UK Corporate Governance Code for listed companies.
Key developments have been:
1 Appointed a high-quality Board.
Ahead of the IPO, the Board was
appointed from Board members of
Raspberry Pi Ltd (“RPL”) following the
acquisition ofRPL’s entire issued
sharecapital.
2 Reviewed the independence of the
Non-Executive Directors. In line with
theUK Corporate Governance Code,
morethan half of the Board of
Directorsis deemed independent in
character andjudgement, with five
outofsix Non-Executive Directors
consideredindependent.
3 Appointed Sherry Coutu as the Senior
Independent Director to serve as a
sounding board for the Chair and as
anintermediary for the other Directors
when necessary.
4 Established four Committees –
Auditand Risk Committee, Nomination
Committee, Remuneration Committee
and a Disclosure Committee. Each
Committee has appointed its
membersand a Chair in line with the
recommendations of the UK Corporate
Governance Code and established its
Terms of Reference.
5 Established the Sustainability
Committee as a subcommittee
oftheBoard.
6 Adopted a code of securities dealings,
which has been communicated to all
employees (including those Directors
andemployees designated as PDMRs)
toaid compliance with the Market
AbuseRegulation.
7 Ahead of the IPO, entered into
Relationship Agreements with the
Raspberry Pi Foundation and Raspberry
Mid Co Limited and separately with the
Ezrah Charitable Trust. The purpose
ofthese Relationship Agreements is
toensure that the Group will be able,
atalltimes, to carry out itsbusiness
independently and that all transactions
between the Group andthe Controlling
Shareholders are atarm’s length and on
anormal commercial basis as has been
confirmed in Controlling Shareholder(s)
inNote 30.
8 Reassessed our principal risks and
uncertainties. The Board reviewed
theprincipal risks and considered
theseconsistent with those identified
inthe IPO Prospectus and 2024
InterimReport.
• Agreed the financial and non-financial
key performance indicators (“KPIs”)
by which the Board can assess performance.
• Approved a discretionary Long-Term
Incentive Plan (“LTIP”) with the first
awards made on 11 June 2024 as detailed
in the Prospectus and further awards
proposed to be granted in H1 2025.
Looking ahead, the Board will focus on
maintaining and promoting the Group’s unique
culture and values as the business scales.
Ourhighly talented and capable team is the
cornerstone of our business, and it is essential
that we retain our entrepreneurial mindset and
high employee retention rate ifwe are to thrive.
We will also continue todevelop our corporate
governance framework throughout 2025 to
meet the requirements of the 2024 Code.
Martin Hellawell
Independent Non-Executive Chair
1 April 2025
Chair’s introduction to governance
53 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Martin Hellawell Dr Eben Upton CBE FREng Richard Boult Sherry Coutu CBE
Independent Non-Executive Chair Chief Executive Officer Chief Financial Officer Senior Independent Non-Executive Director
Committee membership: Committee membership: Committee membership: Committee membership:
Appointment: 2 June 2024 Appointment: 12 March 2024 Appointment: 12 March 2024 Appointment: 2 June 2024
Martin has extensive experience as a company
chair, having held this position in several
companies within the technology sector.
Hecurrently serves as chair of Gamma
Communications plc and is the former chair
ofSoftcat PLC.
Martin previously held the position of managing
director and chief executive of Softcat between
2006 and 2018.
Martin’s earlier career saw him spend 13 years
atComputacenter plc, responsible for the
marketing function, running the company’s
Frenchsubsidiary and leading acquisitions
intheUK, Belgium and Germany.
In 2016, Martin was named UK Tech CEO of the
Year atthe UK Tech Awards.
He holds a BA Honours degree in Management
and French from Lancaster University.
Dr Eben Upton CBE DFBCS FREng is a Founder
oftheRaspberry Pi Foundation and serves as
theCEO ofthe Group.
His was previously a technical director and
distinguished engineer with fabless
semiconductor company Broadcom, as well as
co-founder and CTO ofmobile games and
middleware vendor Ideaworks3D. Between 2004
and 2007, he was director of studies in computer
science at StJohn’s College, Cambridge.
Eben was elected to the Fellowship of the Royal
Academy of Engineering in 2017, appointed a
distinguished fellow of the British Computer
Society in 2019 and elected as an honorary
fellowof St John’s College in 2020.
He holds a BA in Physics and Engineering,
aDiploma in Computer Science, a PhD
inComputer Science, and an MBA from
theUniversity of Cambridge.
Eben was appointed a CBE in 2016 for services
tobusiness and education.
Richard has wide experience as a finance executive
having held roles including chief financial officer
of Dovetail Games Limited and Time Out Group
Plc. He was also previously the group finance
director at BCA Marketplace PLC, during the
period of its listing on the London Stock Exchange.
He has held former senior financial roles at both
group and divisional level at companies including
Wolseley plc, Darty plc and 21st Century Fox Inc.
Richard holds an MA in Computer Science from
the University of Cambridge and qualified as a
Chartered Accountant with PwC in London.
Sherry has 30 years of experience serving on
theboards of companies, charities, government
departments and universities, focusing on
consumer digital, business information services,
and education.
As an entrepreneur, Sherry founded Interactive
Investor International plc, Founders4Schools,
Digital Boost and The ScaleUp Institute.
Presently, Sherry chairs the remuneration
committee at Pearson plc and Founders4Schools,
the UK’s largest transition-to-work charity.
Previous non-executive directorships include
theLondon Stock Exchange Group Plc, DCMS,
ZooplaPlc, RM plc, The ScaleUp Institute,
Cambridge University Press and Cambridge
Assessment. Shehas also previously acted
asanadviser to LinkedIn, the National Gallery,
theRoyal Society and NESTA.
Prior to her portfolio career, Sherry founded
several technology companies and invested in
70tech start-up companies and five venture
capital firms. She has been awarded a CBE for
services to entrepreneurship and has four
honorary PhDs.
Board of Directors
54 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
Audit and Risk Committee Nomination Committee Remuneration Committee Disclosure Committee Sustainability Committee Committee Chair

David Gammon Rachel Izzard Christopher Mairs CBE Daniel Labbad
Independent Non-Executive Director Independent Non-Executive Director Independent Non-Executive Director Non-Executive Director
Committee membership: Committee membership: Committee membership:
Appointment: 2 June 2024 Appointment: 2 June 2024 Appointment: 2 June 2024 Appointment: 2 June 2024
David founded Rockspring in 1988, an advisory
andinvestment firm where he continues to act
asCEO today. He holds non-executive director
appointments with ZeroRISC Inc., Wild Hydrogen
Limited and The Suffolk Sur Mer Limited. Davidhas
over 15 years’ experience as an investment banker,
having worked for BaringSecurities, Salomon
Brothers, Robert Fleming & Co., Challenger East
and Crédit Lyonnais. His prior experience includes
advisory roles at Thought Machine Limited,
IQCapital Partners LLP, The ScaleUp Institute and
Marshall of Cambridge (Holdings) Limited. He has
held non-executive directorships at DeepMind
Technologies Limited, Accesso Technology
Groupplc, Ubisense Trading Limited, Amino
Technologies plc and BGlobal plc. He was also
chairman of Frontier Developments and acting
CFOof Envisional Solutions Limited. David
isanhonorary fellow of the Royal Academy
ofEngineering.
Rachel has extensive finance experience as an
executive director, with senior leadership roles
nationally and internationally.
Since June 2023, Rachel has been the group
chieffinancial officer at Co-op and is an executive
director on the Co-op Group board.
Rachel has 25 years of experience in airlines
andlogistics. This included chief financial
officerof both Aer Lingus and IAG Cargo, where
she co-founded the business from the divisions
ofBritish Airways and Iberia. Rachel has held a
range of roles overseas in Sydney, Hong Kong
andNew York.
Rachel holds an honours degree in Astrophysics
from Birmingham University and is also a
Chartered Management Accountant.
Christopher is an angel investor focused on deep
tech. He is a venture partner at Entrepreneur First,
former chair of UNDO Carbon and a former
trustee of the Raspberry Pi Foundation.
Christopher was a co-founder and chief
technology officer of Metaswitch Networks, a
cloud-based communications company backed
by Sequoia Capital and Northgate Capital, which
was acquired by Microsoft in 2020. He was also
chairman of Magic Pony Technology until its
acquisition by Twitter in 2016, Kheiron Medical
Technologies, Nodes and Links, Phoelex and
TheFuture Forest Company. He is a mentor
andinvestor in several UK-based accelerators
including Techstars and Seedcamp.
Christopher is a fellow of the Royal Academy
ofEngineering and an honorary fellow of
ChurchillCollege, Cambridge, and was awarded
aCBE in 2014.
Daniel serves as the Director nominated by
Raspberry Pi Foundation. He is a former trustee of
the Raspberry Pi Foundation, and the chief executive
and a member of the board of The Crown Estate,
a £16 billion business, acting in the national interest
across its urban, rural and marine portfolio.
Prior to The Crown Estate, Daniel held a
numberof positions at the global property and
infrastructure group Lendlease, including group
chief operating officer and the dual roles of chief
executive officer, international operations, and
chief executive officer, Europe, overseeing the
expansion of Lendlease’s businesses in Europe,
the Americas and Asia.
Daniel has previously served as a director of the
Green Building Council of Australia and more
recently as chair of the UK Green Building Council.
Daniel holds a first class honours degree in
Engineering from the University of Technology
Sydney, a Master’s in Business Administration
from the University of New South Wales and a
Master’s in Computer Science with Distinction
from the University of Bath.
Board of Directors continued
55 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
Audit and Risk Committee Nomination Committee Remuneration Committee Disclosure Committee Sustainability Committee Committee Chair

Our Senior Management Team isasfollows:
Dr Eben Upton CBE FREng
Chief Executive Officer and Founder
Richard Boult
Chief Financial Officer
James Adams
Chief Technical Officer (Hardware)
Mike Buffham
Chief Commercial Officer
Dr Gordon Hollingworth
Chief Technical Officer (Software)
Helen Lynn
Director of Communications
Carol Copland
General Counsel and Company Secretary
Dr Eben Upton CBE FREng James Adams
Chief Executive Officer and Founder Chief Technical Officer (Hardware)
James Adams joined the Group in March2013
and has held various key roles within
Cambridge‑based technology companies.
Heco‑founded the team within Broadcom that
created the VideoCore 3D graphics accelerator
intellectual property and, as one of its first
employees, helped to grow the start-up Argon
Design Ltd, which was later sold to Broadcom.
James also co-founded FiveNinjas, a media
playerstart-up which ran a successful Kickstarter
campaign in 2014, and worked for engineering
consultancy Alphamosaic Ltd.
Since March 2013, James has served as
Raspberry Pi hardware lead. He served as the
Existing Group’s Chief Operating Officer from
September 2015 to September 2023, and since
September 2023 he has served as Chief Technical
Officer for hardware.
James holds a Masters with honours in Electrical
and Electronic Engineering from Imperial College
of Science, Technology and Medicine and an
Executive MBA from the Judge Business School
at Cambridge University.
Richard Boult
Chief Financial Officer
For the biographies of Dr Eben Upton CBE FREng
and Richard Boult, please see Board of Directors
on page 54.
Senior Management Team
56 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Mike Buffham Dr Gordon Hollingworth Helen Lynn Carol Copland
Chief Commercial Officer Chief Technical Officer (Software) Director of Communications General Counsel and Company Secretary
Mike Buffham joined the Group in December 2016
and has served as Chief Commercial Officer
sinceSeptember 2020, leading our commercial
activities and global sales strategy. He has
nearly40 years’ experience in senior roles in the
electronics industry, including with Premier Farnell
between 2009 and 2016 (acting as Global Head of
Product & Pricing between 2013 and 2016) and
with Arrow Electronics between 1993 to 2009
(acting as Vice President of Marketing and
Product Management, EMEA between 2007
and2009).
Mike holds a foundation degree in Living with
Technology from the Open University.
Gordon Hollingworth joined the Group inJanuary
2013 to lead software engineering activities and
has extensive experience in software engineering
within the semiconductor industry. Gordon was
previously a software engineering manager
atBroadcom and a senior consultant at
TheTechnology Partnership prior tohis time at
Broadcom. Gordon holds a first class Masters in
electronic engineering from the University of York,
a PhD in self-organising electronics, and an
executive MBA from the University of Cambridge
Judge Business School.
Helen Lynn joined the Group in April 2014, holding
various editorial, press, public relations, and social
media roles until July 2024, since which time
shehas served as Director of Communications.
Before moving into communications, Helen built
adiverse technical and analytical background,
spanning web development, database
administration, user support, and documentation
and training, developing extensive experience of
how people interact with technology and
information. Helen holds an MA in Modern &
Medieval Languages from the University of
Cambridge and a first class BSc in Life Sciences
from the Open University.
Carol Copland joined the Group as a consultant in
July 2018 and as an employee since June 2024.
She serves as General Counsel and Company
Secretary. She also served as the general counsel
of the Foundation from 2018 to 2023. Carol
has25 years of legal experience, including asa
partner at gunnercooke llp, chief legal officer and
director at Metaswitch Networks, director of legal
and corporate affairs at TheQualifications and
Curriculum Authority andtheExaminations and
Appeals Board and anassociate at Linklaters LLP.
She was chair of the Lumos Foundation until
January 2025 and is currently chair of the
Berkhamsted Schools Group, as well as a fellow
of the Royal Society for the Encouragement
ofArts, Manufactures and Commerce.
Senior Management Team continued
57 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Compliance with the UK Corporate
Governance Code statement
The Board of Directors is committed to the
highest standards of corporate governance.
Asacompany with a premium listing on the
London Stock Exchange, Raspberry Pi Holdings
plc is required under the FCA Listing Rules
(www.frc.org.uk) to comply with the provisions
of the UK Corporate Governance Code 2018
(the“Code”). For the financial year ended
31December 2024, the Company has
appliedthe principles and complied with
therequirements of the Code since its listing
inJune2024.
Corporate governance framework
The Board is responsible for promoting the
long-term sustainable success of the Group,
generating value for shareholders and
contributing to wider society. The Board
develops and approves the Group’s strategy
andaims, and monitors financial and operational
performance against agreed plans and targets.
Itis responsible for ensuring an appropriate
system of governance, including robust internal
controls and a risk management framework
thatallows the Group to achieve its strategic
objectives while taking a balanced approach
torisk. The Board has established the Group’s
purpose, values and strategy and is responsible
for ensuring that these and the Group’s culture
are aligned.
The Group’s strategy and business model
areset out on pages 14 and 15 and detail
howthe value is generated through its
operations and the value chain and for the
benefit ofits stakeholders.
Board composition and
responsibilities
The Board is composed of eight members:
twoExecutive Directors and six Non-Executive
Directors. Two Non-Executive Directors
arefemale.
At the time of the IPO, the Board assessed
theindependence of the Non-Executive
Directors. Itdetermined all but one are
independent in character and judgement and
free from any business or other relationship
that could materially interfere with their
independent judgement.
All Directors will submit themselves
forre‑election at the next AGM and
annually thereafter.
The Board delegates certain responsibilities
and authorities to its Committees. Full details
oftheir responsibilities are set out in the
Committees’ Terms of Reference with a
summary outlined in the illustration
on the right.
Full details of the Board’s Terms of Reference
and matters and responsibilities reserved for the
decision of the Board are outlined on the Group’s
website, https://investors.raspberrypi.com
Division of responsibilities
The Board
• Providing overall leadership of the Group and establishing a robust governance framework that
supports the aims of the Group
• Setting the Group strategy and monitoring progress against strategic objectives
• Promoting and monitoring the Group culture
• Overseeing the systems of internal control and risk management
• Approving and reviewing the Group’s performance against business plans and budgets
• Approving the Group’s financial statements
• Ensuring effective engagement with stakeholders to inform the Board’s decision making
• Monitoring the activities of the Sustainability Committee (a subcommittee of the Board)
Biographies of each Director can be found on pages 54 and 55
q
q
q
q
Audit and Risk
Committee
• Monitoring of
financial integrity
of the Group’s
financial
statements
• Reviewing of
internal financial
controls
• Monitoring the
effectiveness of
risk management
• Monitoring and
reviewing the
external audit
process
Nomination
Committee
• Determining the
composition and
make-up of the
Board of Directors
and the Board
Committees
• Evaluating the
balance of skills,
experience,
independence
andknowledge
ofthe Board
• Leading the
process for Board
appointments
Remuneration
Committee
• Making
recommendations
on the Company’s
Remuneration
Policy
• Determining
theindividual
remuneration and
benefits package
of the Executive
Directors and the
Company
Secretary
Disclosure
Committee
• Ensuring timely
and accurate
disclosure of all
information that
isrequired to be
so disclosed to
the market to
meet the legal
andregulatory
obligations
q
q
q
q
Senior Management Team
Comprising: Chief Executive Officer and Founder, Chief Financial Officer, Chief Technical Officer
(Hardware), Chief Commercial Officer, Chief Technical Officer (Software), Director of Communications,
General Counsel and Company Secretary. See pages 56 and 57 for further information.
• Reporting to the Board and responsible for operational management of the Group
• Implementing the strategy set by the Board and monitoring financial and operational performance
against KPIs
• Identifying and managing risks that may prevent the Company from achieving its aims and
implementing controls and procedures to mitigate potential risks
Corporate governance report
58 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Individual Board roles and
responsibilities
Non-Executive Chair
• Ensuring the overall effectiveness of the
Board and that it is forward looking and
considers important issues facing the
Company, emphasising strategy,
performance, value creation, culture,
stakeholders and accountability.
• Promoting aculture of openness and
debate and facilitating effective
contribution of Non-Executive Directors.
• Upholding high standards of corporate
governance in compliance with the Code.
Senior Independent Director (“SID”)
• Providing a sounding board for the Chair.
Serving as an intermediary for the other
Directors and shareholders if they have
concerns that are not resolved through
normal channels.
• Leading the Chair’s annualappraisal.
Chief Executive Officer
• Managing the Group on a day-to-day basis.
• Developing and proposing the strategy,
annual budget and business plan and
commercial objectives to the Board.
• Taking responsibility for all executive
decisions, operational management,
strategic execution and performance.
• Leading the Senior Management Team.
Setting and upholding the Group culture.
Leading on investor relations activities.
Chief Financial Officer
• Financial performance of the Company.
• Maintaining appropriate financial controls
ona day-to-day basis. Supporting the CEO
oninvestor relations activities.
Non-Executive Directors
• Providing objective and constructive
challenge to the Board and Senior
Management Team.
• Support in developing strategy, drawing
ontheir broad industry experience.
• Objective scrutiny of financial and
operational performance and risk
management.
Foundation appointed Director
• Non-executive representative of the
Foundation, through the Controlling
Shareholder, appointed pursuant to the
terms of the Relationship Agreement.
Board meeting focus in 2024
Since the formation of the Board and listing
in June 2024, the Board has focused on
the following:
• continuing the development of the Group
strategy including the review and approval
of the Group’s budget;
• reviewing the performance and financial
position of the Group;
• reviewing the risk management framework
and embedding of controls and processes
appropriate to a listed company;
• looked at business development; and
• regularly received reports on technology
roadmap of the business.
Culture and responsibility
The Board recognises that the tone and
culture it sets impacts all aspects of the
Group, the value our stakeholders place
onthe Group, and our brand equity.
The Group boasts an outstanding
management team with over 150 years of
collective experience. This has created an
exceptional culture recognised for innovation,
creativity and autonomy, which is not
unnecessarily constrained by corporate
policies and structures.
Management fosters an environment where
employees feel valued and entrepreneurial
mindsets are rewarded. There is a minimal
hierarchy, and diverse thoughts and
viewpoints are encouraged. Our employee
retention is a testament to the Group’s
culture and ethos.
Corporate governance report continued
59 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
Board and Committee activities
The Board held five meetings between June and December 2024. Attendance at these
meetings and at scheduled Committee meetings is as follows:
Director Board
Audit and Risk
Committee
Nomination
Committee
Remuneration
Committee
Disclosure
Committee
Martin Hellawell 5/5 — 1/1 — 2/2
Eben Upton 5/5 — — — 2/2
Richard Boult 4/5 — — — 2/2
Sherry Coutu 5/5 4/4 — 2/2 —
David Gammon 5/5 4/4 1/1 — —
Rachel Izzard 5/5 4/4 — 1/2 —
Christopher Mairs 5/5 — 1/1 2/2 —
Daniel Labbad 4/5 — — — —

Culture and responsibility continued
We strive to hire employees and work with
partners who have strong ethical standards.
We have up to date policies, including
anti‑corruption and anti-bribery policies,
andprovide ongoing training to support our
employees in high standards of business
conduct. We are a values-led organisation
and aspire to treat one another, and all our
stakeholders, with respect and dignity.
Allmembers of the Board have regular
opportunities to engage directly with
employees and partners in formal and
informal forums. They make frequent
visitsto our head office for formal internal
presentations and have the opportunity to
attend team lunches in Cambridge, allowing
them to assess the Group culture.
The Board believes its current approach is
sufficient for its members to have a good
understanding of the Group culture and
workforce views, and that this approach
addresses the requirement to engage with
employees under provision 5 of the Code.
The Board recognises that maintaining and
fostering this culture and these values is
critical to the Company’s continued success
and that its current approach may face
challenges as the business scales.
Therefore,the Board will continue to
reviewits engagement mechanisms.
Whistleblowing policy
The Company’s whistleblowing policy exists
to provide employees a mechanism whereby
they may, in confidence, raise concerns
relating to improprieties carried out by
Directors, colleagues or the Group as a
whole. The policy applies to all employees,
who, in addition to receiving training on our
Code of Ethics and the whistleblowing policy,
are required to confirm they have read and
understood the Group’s expectations
concerning ethical behaviour and the
procedure by which they can raise an
anonymous concern.
Shareholder engagement
Shareholder engagement is a matter reserved
for the Board. The Board is committed to
effective engagement withandencouraging
participation from shareholders and
stakeholders on an ongoing basis. TheBoard
seeks to have aclear understanding of the
views of shareholders and the Group’s other
key stakeholders and considers them in Board
discussions. Details of the shareholder
engagement activities are set out on
pages24and 25.
Following the IPO, the Board is developing
itsongoing investor relations programme
tofoster open and active dialogue with the
Company’s shareholders.
Appointment and election
Following the incorporation of Raspberry Pi
Holdings plc in March 2024, members of the
Board were appointed between March and
June 2024. The Board comprises current
andformer members of Raspberry Pi Ltd.
When appointing the Non-Executive
Directors, the following was weighed:
• the continuity of the Board as the
Companytransitioned from a private
toapublic company;
• the Directors’ understanding of the
Company and its aims, strategies
andobjectives;
• the Directors’ broader experience and the
perspectives they bring to the Company;
• the Directors’ availability to devote
sufficient time and discharge their
dutieseffectively; and
• the Directors’ independence.
The Company engaged external law firm
Linklaters to advise on the independence
ofthe Non-Executive Directors. All but
oneNon-Executive Director is determined
bythe Board to be independent in character
and judgement.
Board succession and diversity
Board succession planning is focused
onensuring the right mix of skills and
experience on the Board. All new
appointments are based on merit, keeping
inmind that we need a Board which is
diverse and inclusive in relation to skills,
experience, gender, background, personal
strengths, tenure and relevant experience.
25% of the Board is female. This is a factor
the Board will consider when making future
appointment decisions. More information
can be found inthe Nomination Committee
Report on page 67.
Keeping informed
All Board members receive agendas and
papers distributed one week ahead of
scheduled Board meetings. These include
reports from the Executive Directors, other
members of the senior management and
external advisers.
The Non-Executive Directors are in regular
and direct contact with the Executive
Directors and other senior management
outside of Board meetings, and can call
uponthem for additional information they
may require ahead of formal meetings.
All Directors have access to independent
professional advice, at the Company’s
expense, where they judge it necessary to
discharge their responsibilities as Directors.
Induction
In support of the need for an effective Board,
all members participated in an induction
programme in preparation for the Company’s
Admission to the London Stock Exchange,
provided by Linklaters and its brokers.
Thepurpose of this was to help the Directors
understand their responsibilities and
obligations as Directors of a publicly listed
company. In addition, all Board members
andsenior management were provided by
Linklaters with the “Life After Listing” manual,
a practical guide for the operation and
administration of a listed company. Both
thetraining and manual contain content
designed to assist the Company in complying
with applicable rules and regulations, and
meeting the standards of governance
expected of a premium listed company.
Going forward, all new Board members
willbe provided with a tailored induction
programme in the form of background
information, formal and informal meetings
and site visits in order to give them
asoundintroduction into the Group’s
activities,operations, strategy, culture
andgovernance structure.
Corporate governance report continued
60 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Board and performance evaluation
An internal Board evaluation takes place
annually and is led by the Chair. In 2024,
theevaluation process took the form of an
internal survey distributed to the members
ofthe Board, with findings discussed at the
Board and Nomination Committee meetings
held in November 2024.
The evaluation concluded that the Board is
effective in discharging its duties, that the
Board meetings are effective, and that the
Board continues to adapt to being a PLC
Board. Collectively, the Board feels that all
members make valuable contributions
insideand outside of Board meetings,
provide diverse views and respect each
other’s contributions.
The evaluation of the Chair concluded
thatheperforms well in his role, leads the
Board effectively, ensures Board members
work well together, brings clarity to complex
and diverging issues, and makes a clear
andpositive impact for management
andstakeholders.
The evaluation of the Executive Directors
concluded that they are performing well in
their roles in leading the business and that
they did an admirable job delivering the IPO
in 2024. Both Executive Directors are settling
into their responsibilities as leaders of a
publicly listed company. The Board recognises
that additional training, development,
knowledge and support may be required.
The evaluation also resulted in several recommendations, which are summarised below.
Recommendation from FY 2024
Boardevaluation Actions for FY 2025
Review the frequency of Board
meetings and allocate more
time for the Board meetings
totake place.
Review scheduled Board meetings between the end of June and mid-September to close a three-month gap.
Ensure sufficient time is available to discuss agenda items fully.
With the focus in 2024
primarily being on the IPO,
increase the time spent
discussing strategic matters.
Schedule a Board meeting dedicated to strategy or commit to an additional “strategy day” to focus on the
business' strategic issues rather than procedural matters.
Ensure Board members
havesufficient time to
consider papers.
Review the Board and Committee meeting process including the circulation of papers before meetings
toensure they are distributed in a timely manner.
Increase focus and
discussionon risk
management, appetite and
oversight in Board meetings.
Increase time allocated to reviewing and evaluating key strategic, current and potential risks and
opportunities, as well as risk appetite in Board meetings.
Strengthen the administrative
support to the Board.
With the additional administrative requirement of being a PLC Board, ensure we have sufficient internal
resources to provide the administrative and company secretary support the Board now requires.
In addition to the internal evaluation process, the Board intends to run an independent evaluation with the support of external advisers every
three years. The next independent Board evaluation is due to take place in 2027.
Conflicts of interest and external appointments
There are no actual or potential conflicts of interest between any duties owed to the Company by the Directors and members of senior
management and their private interests and/or other duties, and no arrangements or understandings with the Principal Shareholder, any
other major shareholders, customers, suppliers or others pursuant to which any Director or member of senior management was conflicted.
The Board reviews any new potential conflicts of interest at each board meeting; such reviews are carried out in accordance with the Code,
the Companies Act 2006, and, in respect of the Foundation nominated director, the Relationship Agreement.
Information on Controlling Shareholder(s) can be found in Note 30 to the financial statements.
Corporate governance report continued
61 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

“The Committee plays
a crucial role in the
Company’s governance
framework, providing
independent challenge
and oversight of
accounting, financial
reporting, internal
control, and risk
management processes.”
Rachel Izzard
Chair of the Audit and Risk Committee
Committee members
As at the date of this report, the Committee
comprises three Independent
Non-Executive Directors:
• Rachel Izzard (Chair);
• David Gammon; and
• Sherry Coutu CBE.
Overview and responsibilities
As Chair of the Audit and Risk Committee,
Iam pleased to present the Committee’s first
report as a listed company for the period
ended 31 December 2024. This report covers
the Committee’s responsibilities and how it
has discharged them over the year.
It was a busy year and one of big change for
Raspberry Pi with the successful listing on
the main market. The team have made good
progress in moving their processes, systems,
controls and culture from being fit for a small
private company to those needed for a listed
company with significant scale expectations,
but without losing their unique identity.
Thecommittee has been pleased to support
the team in taking these steps as well as to
provide them with appropriate support and
challenge on their accounting judgements,
with the growth strategy driving larger
balances in inventory and the requirement
forthe appropriate level of funding.
Furtherinformation later in the report.
I would like to thank the management team
and all Committee members for their
valuable contributions which support the
work of the Committee.
The Committee has been established by the
Board primarily for the purpose of overseeing
theaccounting, financial reporting, internal
control and risk management processes
oftheCompany and the external audit of
theGroup’s financial statements. As a
Committee, weareresponsible for assisting
the Board’s oversight of the quality and
integrity of the Company’s external financial
reporting and statements, and the
Company’s accounting policiesand
practices, and we work to create a culture –
both within the Committee’s work
andRaspberry Pi more broadly – which
recognises the work of, andencourages
challenge by,the externalauditor.
The Audit and Risk Committee of Raspberry
Pi Holdings plc was formally established by
theBoard following completion of the listing
process. Raspberry Pi Ltd, the principal
operating company of the Group prior to
listing, also operated with an Audit and Risk
Committee whose responsibilities and Terms
of Reference were similar and was chaired by
myself with its other Independent Director
being David Gammon. This report covers the
activities ofboth Committees.
The responsibilities of the Committee areto:
• ensure compliance with relevant financial
reporting standards;
• maintain effective internal controls and risk
management processes;
• facilitate transparent communication with
the external auditor; and
• oversee the integrity of financial
statements and disclosures.
In its meetings in 2024, the Committee
reviewed key risks, internal control processes,
accounting matters and the financial
statements anddisclosures included in
theGroup’s Prospectus, interim financial
statements andfull year accounts. Due to the
level of activity in the year the Committee met
management and advisors in further sessions
to ensure appropriate challenge andsupport
through critical areas. Thecommittee Chair
also separately meetswith the external audit
partner todiscuss their reports as well as any
relevantissues.
As Committee Chair, I am available to engage
with any shareholders who would like to
discuss the work of the Committee, including
the scope or effectiveness of the external
audit. There were no requests from
shareholders since the June IPO for any
specific matters to be covered in the audit.
Ilook forward to taking any shareholder
questions at our forthcoming AGM in
May2025.
Audit and Risk Committee meetings
and activities
The Committee considers reports on
compliance activities as well as fraud and
whistleblowing reports. We also monitor the
financial reporting and risk management
procedures, discuss the Group’scontrol
environment, review the workundertaken
bythe external auditor and consider any
significant legal claims and regulatory issues
in the context of their impact on financial
reporting, each on a regular basis.
Other prominent themes in the Committee’s
work throughout 2024 included:
• continued attention to the application of
Raspberry Pi’s accounting policies, key
judgements and key areas of estimation
asdescribed in the financial statements;
• development and implementation of
controls and processes appropriate to
alisted Group;
Audit and Risk Committee report
Oversight of risk and reporting in the first year as a listed company
62 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Audit and Risk Committee meetings
and activities continued
• review of the Group’s approach to
compliance across products and with legal
and regulatory requirements and the
resourcing of these functions;
• oversight of the accounting treatment
relating to the capitalisation and review
forimpairment of intangible assets;
• focus on emerging developments in the
regulatory landscape, including new or
anticipated requirements relating to fraud
prevention and internal assurance and
control frameworks;
• development of a programme of
activity and agendas for the newly
formed Committee; and
• considered the Group’s financial risk
management in respect of hedging of
relevant financial exposures and the
Group’s management of liquidity and
approved revised policies in respect of the
management of these risks.
The Committee also receives technical
updates, including on matters such as
accounting standards and the audit and
governance landscape, and members are
able to request specific or personal training
as appropriate.
In preparation for the IPO the Committee met
formally twice as the Committee of
Raspberry Pi Ltd as well as informally
numerous times to check progress. In
addition to approving the 2023 accounts,
significant work was done to ensure robust
corporate governance foundations, including
enhancing policies and procedures in risk
assessment, internal controls, and financial
reporting. Thisalso included a Financial
Position andProspects Procedures (“FPPP”)
Report produced by Swan Partners,
investment inresources and technology to
improveaccounting controls, and
establishing the framework for the
Committee’s operations.
The Committee met four times from
Admission to 31 December 2024, focusing
on approving the Committee’s ways of
working and annual work plan through
FY2025, reviewing the recommendations
ofthe FPPP Report, briefings on key risks
andinternal controlprocesses, monitoring
improvements to accounting processes
(e.g.whistleblowing and the adoption
oftheNon-Audit Services Policy), and
updates on compliance, cybersecurity
andengineeringresources.
A crucial part of the Committee’s work
isoverseeing the external auditor, Grant
Thornton, which was appointed as
externalauditor for the year-end audit.
TheCommittee has reviewed the
effectiveness and independence of
GrantThornton and recommends its
reappointment at the Company’s
2025 AGM.
Additional meeting attendees
The Chair, Chief Executive Officer, Chief
Financial Officer, Group Financial Controller,
General Counsel and Group’s auditor are
invited to attend all meetings. Other
executives and senior managers from the
finance function and across the business
also attend meetings during the year, as
invitees of the Committee or to discuss
particular items of business.
This direct contact with key leadership
augments the Committee’s understanding of
the issues facing the business. In addition to
the Committee’s formal meeting schedule,
members meet as needed with the external
auditor, Chief Financial Officer, Group
Financial Controller and General Counsel
inorder to keep abreast ofall relevant
matters within the Committee’sremit.
Committee evaluation
As a recently established committee with
less than a year’s operation in its listed
company form the Committee has yet to
undertake an evaluation of its performance.
Fair, balanced and
understandablereporting
In response to the Code’s Principle N,
theCommittee considered whether the
2024Annual Report is fair, balanced and
understandable. In making this assessment,
we considered the following areas:
• the process for preparing the report,
including the contributors, the internal
review process, and how feedback is
addressed throughout the process;
• the business review narratives presented; and
• the discussion of reported and underlying
results throughout the report.
The Committee was satisfied that, taken as a
whole, the Annual Report is fair, balanced and
understandable. We reported this conclusion
to the Board.
Financial reporting and policies
In March 2025, the Committee considered
the 2024 preliminary results announcement
and Annual Report and Accounts, including
the financial statements, Strategic Report
and Directors’ Report. The significant issues
considered by the Committee relating to the
2024 financial statements are as follows:
Critical judgements and estimates
The Committee conducted thorough reviews
of the critical judgements and estimates made
by management in preparing the financial
statements, focusing on their rationale,
compliance with accounting standards,
well‑documented assumptions, and reliable
data. The focus of the review was on
ensuringappropriate policies, processes
andjudgements were applied in the Group’s
firstyear as a public interest entity.
• Capitalisation of internal
developmentcosts:
The Committee assessed the criteria for
capitalising internal development costs
related to pipeline products, ensuring
compliance with IAS 38 “Intangible Assets”.
It reviewed the capitalisation threshold and
confirmed that costs were capitalised
onlywhen directly attributable, reliably
measurable, and related to technically
feasible and commercially viable new
products. Management assessment also
indicates that forecasted profit margins
exceeded capitalised costs.
Audit and Risk Committee report continued
63 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Financial reporting and policies
continued
Critical judgements and estimates continued
• Determination of cash-generating units
(“CGUs”) for development projects:
The Committee evaluated the identification
of CGUs for impairment testing, ensuring
alignment with IAS 36. It reviewed
management’s determination that the
semiconductor CGU encompasses the
Group’s pipeline development activities,
given the significant interdependencies
within projects. The recoverable amount
ofthe semiconductor CGU was assessed
based on the collective earnings of products
incorporating these developments.
• Inventory provision:
The Committee reviewed management’s
approach to determining net realisable
value, ensuring appropriate provisions for
obsolescence, slow-moving stock, and
technological advancements. It assessed
factors including market demand, pricing
trends, and projected sales volumes over
athree-year period. The external auditor’s
review confirmed the reasonableness of
the inventory provision, which amounted
to$6.2million in 2024 (2023: $8.9 million).
A10% decrease in estimated future
demand would increase the provision
by$0.5 million.
• Taxation:
The Committee reviewed the estimates
made in determining taxable profit and the
recognition of deferred taxes. Key estimates
include assessing potential challenges
fromtax authorities and evaluating the
recognition of Research & Development
Expenditure Credit (“RDEC”) claims.
The Committee reviewed these matters and
agreed with Management’s assessment of
the variety of possible outcomes and their
conclusion recognising that it isreasonably
plausible that actual taxclaims submitted
could vary from the accounting estimate.
Critical judgements and estimates
(IPO-related)
The Audit and Risk Committee reviewed the
critical judgements and estimates related
toRaspberry Pi Holdings plc’s Admission
tothe London Stock Exchange. This
comprehensive review focused on areas
significantly impacted by the IPO, ensuring
accurate financial statements and
compliance with accounting standards.
• Assumptions on IPO share awards:
The Committee reviewed management’s
estimation of the grant date share price
and the expected five-year option life for
share-based payments under IFRS 2.
Itconfirmed that the grant date was
appropriately determined as 11June 2024,
based on the mutual understanding of the
awards’ terms between the Company and
employees. Sensitivity analyses were
performed, with the Committee validating
that a 20% increase in the grant date share
price would increase the fair value of
awards by $5.1 million, and a 30% increase
would result in a $7.7 million impact.
• Classification of transaction costs
associated with the issue of shares:
The Committee scrutinised the $10.3 million
in transaction costs relating to the IPO,
ensuring correct classification under
IAS32. Of this, $7.6 million was directly
attributable to share issuance and deducted
from share premium, while the remaining
$2.9 million, relating to post-listing
compliance, legal and advisory costs, was
classified as non-recurring administrative
expenses. The Committee agreed that
management’s treatment of these costs
was appropriate.
• Determination of the functional currency
of the parent entity:
The Committee supported management’s
assessment under IAS 21 that Raspberry Pi
Holdings plc’s functional currency should align
with that of its subsidiary, Raspberry Pi Ltd.
Given the predominance of US Dollar
transactions and cash flows, this
determination was deemed appropriate.
Conclusion
The Committee, supported by Grant
Thornton’s audit report, confirmed that
thesejudgements were based on sound
accounting principles and consistently
applied, and reflected appropriate levels
ofconservatism and risk management.
Going concern and viability
At each reporting date, management
considers the factors relevant to support
astatement of going concern included
inNote2.4 to the financial statements.
TheCommittee reviews and challenges
management’s conclusions so that we
may,inturn, provide comfort to the Board
that management’s assessment has
beenconsidered and challenged, and
isappropriate.
The Committee carefully reviewed
management’s going concern conclusion
based on the Group’s latest cash and debt
position. Downside case assumptions
werereviewed, run with sustained
reducedproduction and cost increases.
Inallcases, the Group retained a funding
surplus, confirming the ability to meet
firmcommitments over the period to
30April2026 from the date of signing
thefinancial statements.
The Committee subsequently recommended
to the Board that the Group continues to use
the going concern basis in preparing its
financial statements. The Committee also
reviews and challenges management on the
sensitivity analysis performed to support the
Group’s viability statement, included in the
Strategic Report on page 51. The viability
statement review included assessing both
the operational and corporate risks identified
by management. Following this challenge,
the Committee recommended approval of
the viability statement to the Board.
Audit and Risk Committee report continued
64 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Risk assessment, assurance
andintegrity
A key role of the Committee is to provide
oversight and support to the Board with regard
to the integrity of the Company’s procedures
for the identification, assessment, management
and reporting of risk. In fulfilling its remit, the
Committee remains mindful that effective
riskmanagement is essential to executing
Raspberry Pi’s strategy, achieving sustainable
shareholder value, protecting the brand and
ensuring good governance. During 2024, the
Committee had oversight of management’s
approach towards risk identification
and monitoring.
Raspberry Pi’s risk management approach
has evolved in line with the structure of the
business reflecting the small size of its
operations and the close proximity of
Executive Management to its operations.
The Committee and Board regularly review
and challenge the rigour of management’s
risk scanning and challenge judgements
being made in response to risks.
The Committee considers that Raspberry Pi’s
risk management approach is robust and
proportionate, and facilitates a culture of
accountability and ownership among
business leaders with a particularly strong
focus on operational risks. In 2024 the
Committee and Board have taken steps to
develop a more strategic approach to risk
and its management.
Our organisation prioritises risk governance
at the highest level, led by the Board of
Directors. The Board, often supported
bytheAudit and Risk Committee, is
responsible for representing the interests
ofall stakeholders regarding risk matters.
Itoversees and approves the overall
riskmanagement strategy, defining the
organisation’s risk appetite and ensuring
effective governance of the risk environment
by Executive Management.
The Audit and Risk Committee operates
under the Terms of Reference that outline
itsresponsibilities and accountabilities
inproviding effective risk governance as
delegated by the Board.
Internal audit
The Group does not presently have an
internal audit function. As a private company
with a small headcount and operating from a
single location, management and the Board
were able to gain adequate direct assurance
that for its existing risk profile the controls
ofthe Group were sufficient and effective.
Aspart of the preparation for the listing a
wide review of the controls and processes
required of a listed Group was undertaken.
The Committee has undertaken a review
ofthe implementation of these findings
together with a review and assessment
ofthekey controls identified in an exercise
conducted by management with the
assistance of third-party consultants.
After listing, the Committee reviewed the
need for an internal audit function and
concluded that with the growing size of
thebusiness’ operations and its increasing
obligations as a public company an internal
audit function should be created during the
first half of 2025.
Audit and Risk Committee
compliance statement
The Audit and Risk Committee ensures high
standards of corporate governance and
financial oversight, operating under formal
Terms of Reference aligned with the UK
Corporate Governance Code and the FRC
Minimum Standard for Audit Committees
and Audit Quality.
In line with the FRC Minimum Standard,
theCommittee has:
• Financial reporting and internal controls:
Reviewed the integrity of the financial
statements, assessed critical estimates
and judgements – including those related
to the share reorganisation and IPO –
andensured appropriate application of
accounting policies.
• External audit oversight:
Evaluated the auditor’s effectiveness and
objectivity,overseeing the audit process
and tendering approach. Considered
auditor independence given the lead
auditpartner’s role with the Principal
Shareholder and $1.4 million in non-audit
services related to the listing. Concluded
that safeguards were sufficient to mitigate
independence concerns.
• Reporting:
Documented and reported their activities.
There have been no shareholder requests
regarding audit scope.
• Whistleblowing and fraud prevention:
Monitored the Group’s whistleblowing,
fraud prevention, and internal controls to
uphold financial integrity.
• Audit quality and challenge:
In alignment with these standards, the
Auditand Risk Committee proactively
enhanced its practices throughout the year.
Key steps included:
– conducting a thorough review of
responsibilities concerning external
audits to ensure fair management of
non-audit relationships and to promote
diverse auditor selection;
– utilising Audit Quality Indicators to
evaluate the effectiveness of the audit
process, focusing on measurable
outcomes; and
– documenting activities in compliance
with the new and proposed UK Corporate
Governance Code.
Audit and Risk Committee report continued
65 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Audit and Risk Committee
compliance statement continued
Independence and performance
oftheexternal auditor
The Audit Committee has conducted an
evaluation of the external audit process,
assessing the effectiveness, independence,
and quality of work performedby Grant
Thornton. This evaluation incorporated
feedback from bothmanagement and
Committee membersto ensure an objective
and thorough assessment.
Grant Thornton was appointed as the
Company’s external auditor for the first time
this year, having previously served as auditor
to the Company’s trading subsidiary since
2012. The Committee has reviewed their
performance in this new capacity and,
following due consideration, recommends
their reappointment at the May 2025 Annual
General Meeting. Grant Thornton provided
non-audit services related to their reporting
accountant role on the Company’s
Prospectus. To safeguard independence, the
Committee implemented stringent measures,
including pre-approval processes for all
non‑audit services, fee caps for non-audit
services, and use of separate teams
tomitigate potential conflicts of interests.
The Committee will conduct an audit services
tender at least every ten years to ensure the
independence of the external auditor is
safeguarded. The Company was formed in
March 2024 and accordingly it is currently
expected that the next tender process will
take place in 2034 for audit services to begin
in the year ending December 2034.
When considering the appropriate time to
conduct an audit tender, the Committee
takes into account the benefit of an
incumbent firm with deep knowledge of the
Group’s operations enabling an efficient and
high quality audit, the independence and
objectivity of the appointed auditor and audit
partner and the results of the assessment of
audit effectiveness. The current audit partner
has been the auditor of the Group’s trading
subsidiary for four years (including December
2024) and will accordingly be required to
rotate off the audit following the year ending
December 2025.
The Committee confirms it has fulfilled its
responsibilities under the FRC Minimum
Standard, reinforcing the Group’s
commitment to robust audit quality
andgovernance.
The Committee is satisfied that these
measures have effectively maintained the
independence of the external auditor.
UK Corporate Governance
Codeupdate
In January 2024, the FRC released an
updated UK Corporate Governance Code,
with implementation set for the year ending
31 December 2025, for most provisions.
Notably, enhanced internal control
requirements will be effective for the year
ending 31 December 2026. The Audit and
Risk Committee plans to collaborate with
management to define the scope of material
internal controls and determine the extent
ofinternal attestation work necessary to
support the Board’s declaration of control
effectiveness, leveraging its established
controls programme.
This comprehensive approach not only aims
to meet regulatory expectations but also
strives to build trust with stakeholders
through enhanced governance practices.
Conclusion
The Committee’s work ensures that the
Company’s governance structure is robust,
effective and transparent. We are committed
to maintaining the highest standards of
corporate governance as we embark on our
journey as a public company.
Rachel Izzard
Chair of the Audit and Risk Committee
1April 2025
Audit and Risk Committee report continued
66 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

“On behalf of the Board,
Iam pleased to present
the Nomination
Committee Report
fortheperiod ended
31December 2024 which
provides a summary
oftheCommittee’s role
andactivities.”
Martin Hellawell
Chair of the Nomination Committee
Committee members
andattendance
• Martin Hellawell (Chair);
• Christopher Mairs CBE; and
• David Gammon.
Under the Code a majority of the members
ofthe Committee should be Independent
Non-Executive Directors and during 2024 the
Committee complied with this requirement.
Meetings are held at least once a year
andotherwise as required. The Committee
met once from the time of the IPO to
31December 2024 with all members in
attendance. In addition to the Committee
members other attendees included members
of the Board and the Company Secretary
took the minutes of the meeting. The Chair
ofthe Committee reports to the Board on the
Committee’s proceedings in respect of all
matters within its duties and responsibilities.
Role and responsibilities of the
Nomination Committee
The role of the Committee is set out in its
Terms of Reference, which can be found
onthe Company’s website.
The Nomination Committee assists the
Board of Directors in determining the
composition and make-up of the Board of
Directors, the Board Committees, and the
Chair of each Board Committee. It is also
responsible for periodically evaluating the
balance of skills, experience, independence
and knowledge on the Board of Directors.
Itleads the process for Board of Directors
appointments and makes recommendations
to the Board of Directors, taking into account
the challenges and opportunities facing the
Company in the future.
The Nomination Committee is responsible
for the following key activities:
• regularly reviewing the structure, size and
composition of the Board;
• putting in place and keeping Board
succession plans under review;
• considering and reviewing the Board’s
policy on diversity;
• ensuring that appointments and
succession plans are based on merit and
objective criteria;
• making recommendations on the
composition of the Board Committees;
• reviewing annually the time required from
Non-Executive Directors;
• reviewing the results of the Board evaluation
process and its own performance;
• ensuring that new Directors receive a full,
formal and tailored induction; and
• reporting to the Board after each meeting
on all matters within the Committee’s
duties and responsibilities.
Activities during 2024
The Nomination Committee meeting
heldinNovember focused on the Board
performance review and the annual
reviewand approval of the Committee’s
Terms of Reference.
Annual Board and Committee evaluation
A formal internal evaluation of the Board
andCommittee was undertaken in
November2024. The Directors were asked
tocomplete a comprehensive questionnaire
anonymously to rate the effectiveness of
theBoard andtheCommittees and submit
feedback. The results were then discussed
atthe nextBoard meeting. Further details
onthe performance review and the results
can befound in the Corporate Governance
Statement on page 61.
Annual review of Committee’s Terms
ofReference
The Committee’s Terms of Reference were
reviewed and approved by the Board in June
and November 2024.
Key activities planned for 2025
The Committee’s focus areas for
2025are:
• review the composition of the Board
and the Committees in light of
expected changes later in 2025
(referto Board Composition and
Succession Planning);
• monitor the implementation of the
recommendations from the 2024
Board evaluation;
• review the diversity policy; and
• evaluate training needs for Executive
and Non-Executive Directors.
Nomination Committee report
67 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Board composition and
successionplanning
Board succession planning is focused on
ensuring the right mix of skills and experience
on the Board. All new appointments are based
on merit, keeping in mind that we need a
Boardwhich is diverse and inclusive in relation
to skills, experience, gender, background,
personal strengths, tenure and relevant
experience. Women represent 25% of the
Board at the year end which is below where
wewould like to be. Diversity is a factor the
Board will consider when making future
appointment decisions. We satisfy the
ParkerReview recommendations to have
atleast one board director from an ethnic
minority background.
Christopher Mairs intends to retire in
September 2025 which will mark ten years of
service to Raspberry Pi. As a former trustee
of the Foundation and long-standing Director
of Raspberry Pi Ltd and latterly of the
Company, Christopher has been a
remarkable voice in the Raspberry Pi journey
combining formidable technical expertise
with commercial acumen and pragmatism.
Inrecent years Christopher has led the work
of the Sustainability Committee and been
pivotal in driving its success. I would like to
thank Christopher personally and on behalf
ofthe Group for his exceptional service.
Formore information about our sustainability
work please see page 32.
We will reflect on the Board and Committee
composition during 2025; while we have
noimmediate plans to recruit a successor to
Christopher, wewill be considering how best
to reorganisethe Committee’s membership
andensure that weare optimising existing
Directors’ contributions.
Diversity on the Board
andCommittees
I am delighted that we have a very diverse
Board. We have Board members from
verydifferent social backgrounds and
upbringings, and a strong array of different
personality types, skill sets and experience.
One Board member self-identifies as being
ofmultiple ethnic groups; five members
identify as being neurodivergent or having
adisability. While only two out of eight
members of the Board are female they
bothchair key Committees of the Board:
Sherry Coutu is SID and Chair of the
Remuneration Committee and Rachel Izzard
is Chair of theAudit and Risk Committee.
We believe the current composition and size
of the Board is in the best interests of the
Company and a change would not be
appropriate at this time. We recognise the
importance of gender balance on the Board
and are pleased to have taken part in the
FTSE Women Leaders Review in 2024.
Werecognise we do not meet all levels
ofPLC Board diversity recommendations
andwe are acutely aware of this. This is
absolutely a factor the Board will consider
when making future appointment decisions
and we strongly support diverse boards.
In accordance with diversity disclosures
pursuant to Listing Rule6.6.6R, the UK
Financial Conduct Authority (“FCA”) requires
listed companies to disclose in a prescribed
format information on the diversity of their
board and executive committee. The Listing
Rules require listed companies tostate
whether they have met certain targets on
board diversity. Theinformation in the table
below is at 31December 2024, which isthe
date selected as the reference date.
The targets for a listed company set out
inthe Listing Rules arethat:
• at least 40% of the individuals on itsboard
of directors are women;
• at least one of the following senior
positions on its board of directors isheld
by a woman: the chair; the CEO; the CFO; or
the SID; and
• at least one individual on its board of directors
is from a minority ethnic background.
Nomination Committee report continued
68 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Diversity on the Board andCommittees continued
As at the reference date, the Board met two out of three of the above targets as set out in the tables below
1
.
The composition of the Board has not changed since the reference date. TheCompany surveyed its Board and Executive Management team
toask them toconfirm how they should be identified for gender and ethnic background, as well as information about their socio-economic
background, heritage, education and disability. The survey was voluntary and responses were received from each member of the Board and
Executive Management which confirmed how they should be identified. The above data has been collatedfrom those survey responses.
Review of independence
In line with the UK 2018 Code, during
theyearthe Committee also reviewed the
independence of the Non-Executive Directors
and confirmed to the Board that it considers
each of the Chair and the Non-Executive
Directors to be independent in accordance
with the Code other than Daniel Labbad,
whoserves as the Director nominated by
theFoundation.
Re-election of Directors
at the AGM
In accordance with the provisions of
theCode, all Directors will retire at the
forthcoming AGM of the Company
andtheBoard has recommended their
reappointment. In reaching its decision
torecommend reappointment, the Board
acted on the advice of the Committee.
TheCommittee is satisfied that all the
Directors devote sufficient time to their
duties and demonstrate commitment to
theirroles. Note that Christopher Mairs
isexpected to retire from the Board in
September 2025.
Martin Hellawell
Chair of the Nomination Committee
1April 2025
Nomination Committee report continued
69 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
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
Number of
employees*
Percentage of
employees
Men 6 75.0% 3 5 71.5% 78 69.0%
Women 2 25.0% 1 2 28.5% 35 31.0%
Not specified/prefer not to say — — — — —
* Number of employees excludes members of the Executive Management.
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 groups) 6 75.0% 3 6 85.7%
Mixed/multiple ethnic groups 1 12.5% — — —
Asian/Asian British — — — — —
Black/African/Caribbean/Black British — — — — —
Other ethnic group — — — — —
Not specified/prefer not to say 1 12.5% 1 1 14.3%
1 “Executive Management” is defined above using the prescribed definition in the Listing Rules. This is defined as the most senior executive or managerial body below the Board.
AtRaspberry Pi, this is the Senior Management Team (“SMT”), which has day-to-day responsibility for the operation of the business. The SMT includes the Executive Directors.

Statement by the Chair of the
Remuneration Committee
“We are focused on
ensuring that our
remuneration policies and
practices attract, retain,
and motivate exceptional
talent, reward market
outperformance, and
deliver sustainable growth
for our shareholders.”
Sherry Coutu CBE
Chair of the Remuneration Committee
Committee members
• Sherry Coutu CBE (Chair);
• Christopher Mairs CBE; and
• Rachel Izzard.
On behalf of the Board, I am delighted to
present the first Directors’ Remuneration
Report forRaspberry Pi Holdings plc,
following our successful Admission to the
London Stock Exchange in June 2024, and
our subsequent inclusion as a constituent
ofthe FTSE 250 inSeptember 2024.
The key features of our Directors’
Remuneration Policy were disclosed in our
listing Prospectus. Since Admission, we have
finalised the finer detail of our Remuneration
Policy and we will be formally submitting
ourfull Directors’ Remuneration Policy for
shareholder approval at the upcoming AGM.
There will also be an advisory vote on our
Annual Remuneration Report, which sets
outthe approach we have taken to executive
pay since our listing.
Performance context
This has been a year of substantial change
and achievement across the business.
TheIPO has inevitably been the main focus
of the Company over the last year, marking
the culmination of several years of hard work
and preparation. The listing of Raspberry Pi
was the first successful IPO in the London
market for a period of time, raising
£178.9million (c.$225.0 million), including
£31.4 million ($40.0 million) for the
Company. The Company has performed
strongly in thecapital markets since
Admission, with strong share price growth on
the offer price, reflected in our inclusion in the
FTSE 250 index in September 2024.
Our Remuneration Policy
In advance of Admission, the Remuneration
Committee undertook a detailed review of
the Company’s approach to executive
remuneration. It has adopted a remuneration
policy for Executive Directors that is designed
to attract, retain and motivate talent, reward
outperformance of the market, and deliver
sustainable growth for our shareholders.
The proposed Remuneration Policy was
summarised in the Prospectus and is based
on astandard market approach, combining
base salary, pension contributions (or cash
allowance),benefits, an annual bonus plan
and a performance-based Long-Term
Incentive Plan.We have aligned the pay
framework with market and investor
expectations in terms ofbest practice
features, including the operation of
shareholding guidelines that will continue
post-employment, and a pension contribution
aligned with that available for the wider
workforce. The Executive Directors hold
4,775% and 1,008% of their salaries in shares,
more than satisfying the shareholding
guidelines adopted, and ensuring strong
alignment with ourshareholder base.
As mentioned above, there are no major
changes in this proposed Directors’
Remuneration Policy from the approach set
out in the Prospectus.
Recognising that our Policy will be in place for
up to three years, the Committee consulted
with material shareholders on two
amendments and as a result this maiden
Policy has increased the maximum LTIP
award to 250% of salary in order to provide
headroom. Operating in line with the
Prospectus and within the Policy, we are
proposing that both Directors are eligible to
receive LTIP awards of up to 200% of salary
for 2025. Furthermore, this headroom would
not be utilised in future years without
consulting with shareholders. Intotal, we
looked to consult with all shareholders holding
more than 0.4% ofshare capital, covering 83%
of our shareholder register, before proceeding
with this limited change, and there was a
positive response to thischange.
In deciding to introduce a modest amount
ofheadroom, the Committee reflected on
thefollowing points:
• Raspberry Pi anticipates that the size and
scope of the business will increase over
the coming years – the Committee would
like to retain a level of flexibility to make a
higher LTIP award level in future years
should this be appropriate in the context of
any change in the scope of roles and would
engage with shareholders before
anychange to their current award levels.
• Our recruitment policy will limit variable
payfor any new hire to the maximum
limitsin the Policy. While we are not
anticipating significant recruitment
needsin the near term, the flexibility
tocalibrate apackage that can attract
leadingexecutive talent into the
business,particularly from the technology
sectorwhere equity compensation is
commonplace, isimportant.
• Adding the headroom would allow a
rebalancing of the package should the
Committee consider that appropriate,
i.e.placing more emphasis on long-term
variable pay and reducing focus on
fixedpay.
Remuneration Committee report
70 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Statement by the Chair of the
Remuneration Committee continued
Our Remuneration Policy continued
The Remuneration Committee is mindful
ofthe sector that the Company operates
inand the need to operate remuneration
arrangements that are competitive not just
against UK-listed peers, but also US and
other international peers. The Committee
believes this proposed Policy represents a
competitive and motivational framework
thatwill allow Raspberry Pi to meet its
talentneeds and execute the strategy laid
outat the time offloatation.
The Committee also consulted on a potential
disapplication of annual bonus deferral into
shares where the shareholding guidelines are
met. The Committee decided on balance to
retain this feature of the pay framework to
align with the approach set out at Admission
but will keep this feature under review in the
coming years should the market evolve
significantly on this point.
Implementation for 2025
In terms of how we will operate our pay
framework in 2025, the Committee has
approved a salary increase of 2% for both the
Chief Executive Officer and Chief Financial
Officer to the salaries that were set on
Admission. This is in line with the approach
being adopted for the wider workforce.
Incentive opportunities will be set in line
withour Policy:
• annual bonus opportunity of 150% for
bothDirectors; and
• LTIP opportunity of 200% of salary for
bothDirectors.
Both awards will be subject to stretching
performance measures. The annual bonus
will be based on adjusted operating profit
(75%) and a strategic target based on
increasing unit sales (25%). The targets that
will apply are commercially sensitive and will
be retrospectively disclosed in next year’s
Annual Report. We will be granting our first
performance-based LTIPs later this year.
Theawards for the Executive Directors will
bebased on cumulative adjusted EPS (67%)
and relative TSR (33%) against the FTSE 250,
excluding certain industries. Targets will
beassessed over three years, and awards
toExecutive Directors will also be subject
toa two-year holding period in line with
governance best practice. More details on
the targets that will apply for our LTIP awards
are set out on page 83.
The impact of Admission
Prior to Admission, and as disclosed in the
Prospectus, the Company operated a growth
sharemanagement LTIP. This scheme
vested at Admission and therefore no longer
operates. This plan operated on a broad
participatory basis across the business.
Further information on these awards is set
out on page 86. The vesting of these awards
was subject toa challenging value growth
hurdle based on the value of Company
shares when the awards were made.
Theirvalue on vesting is therefore a
testament to Raspberry Pi’s remarkable
growth journey over recent years, a growth
trajectory that has persisted now that we
area listed business to the benefit of all
ofour new shareholders.
Upon listing, the Committee decided to make
aone-off grant of market value options as
“Admission Awards”. The Admission Awards
were put in place to recognise the contribution
from colleagues in preparing for and delivering
Admission, to celebrate the milestone
achievement of joining the listed market, and
to incentivise the Executive Directors and
broader colleagues to deliveroutperformance
in the initial period post‑Admission. Again,
these awards were made on a broad basis
across the Company, with details disclosed
inthe Prospectus. BoththeCEO and the CFO
participated in these awards. The purpose of
these awards is to motivate and reward value
creation in our early days as a listed business.
By structuring the awards as market value
options, participants will only benefit based on
the share price remaining above and growing
on the offer price at IPO. These awards will
vest after three years for all participants, after
which point they can be exercised.
Incentive outcomes for 2024
In 2024, the Company established ambitious
goals at the outset of the year, which were
integrated into the bonus targets, with a 70%
emphasis on Financial targets and 30% on
Strategic targets. The Financial target
focused on adjusted operating profit, while
the Strategic targets concentrated on board
unit sales and sustainability. Despite the
Company's resilient performance during this
unique year, which aligned with market
consensus, the challenging financial target
set by the Board was not achieved, and
thestrategic targets were only partially
accomplished. As a result, the Committee
approved a total bonus of 10% of the
maximum, reflecting our commitment
toaligning pay with performance.
Furtherinformation is set out on page 85.
Concluding remarks
The Committee as a whole remains
committed to ensuring that responsible
decisions are made around pay. We welcome
the views of our shareholders and will aim to
best represent these views wherever possible
in our proposals, while ensuring that our
remuneration packages remain fair and
competitive. I look forward to your support on
both our Directors’ Remuneration Policy and
our Directors’ Remuneration Report at the
forthcoming AGM.
Sherry Coutu CBE
Chair of the Remuneration Committee
1April 2025
Remuneration Committee report continued
71 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Directors’ Remuneration Policy
This part of the report sets out our Directors’ Remuneration Policy (the “Remuneration Policy”).
ThisPolicy will be subject to a binding shareholder voteat the 2025 AGM and will apply to
payments madefrom the date of approval. The information provided in this section of the
Remuneration Report isnot subject to audit.
Policy table
The Company’s remuneration framework for Executive Directors is intended to combine
basesalary, pension contributions (or cash allowance), benefits, an annual bonus plan and
long-term incentive. The terms and operation of each element of pay are set out below.
Base salary
Purpose and
strategiclink
Supports the recruitment and retention of Executive Directors of
thecalibre required to deliver the business strategy, with salary
levels set to reflect the individual’s skills, knowledge, responsibilities
and experience.
Operation Generally reviewed annually and paid monthly in cash. Any increase
will normally take effect from the start of the financial year,
although the Remuneration Committee may award or apply
increases at other times of the year if it considers it appropriate.
The review takes into consideration a number of factors, which
mayinclude (but are not limited to):
• personal and Company-wide performance, including growth
insize and/or complexity of the business;
• scope of role and experience;
• typical pay levels in relevant markets for each executive, while
recognising the need for an appropriate premium to attract and
retain superior talent; and
• pay and conditions elsewhere in the Group, including the broader
employee pay review.
Maximum opportunity Ordinarily salary increases will not exceed the average increase
awarded to other employees in the Company (in percentage of
salary terms). Increases may be made above this level to take
account of individual and business circumstances, which may
include an increase in size or scope of the role or responsibility,
oran increase to reflect the individual’s development and
performance in the role.
Larger increases may also be considered appropriate if an
Executive Director has been initially appointed to the Board
atalower than typical salary.
Performance
conditions
No performance conditions.
Directors’ remuneration report
72 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Directors’ Remuneration Policy continued
Policy table continued
Pension
Purpose and
strategiclink
To provide competitive post-retirement benefits and/or cash
allowance as a framework to save for retirement. This is to support
the recruitment and retention of talent.
Operation Executives can choose to participate in the Raspberry Pi defined
contribution scheme, receive a cash allowance or receive payments
into a personal pension or a combination thereof. Contributions
areset as a percentage of base salary. Any cash allowances
donotform part of the base salary for the purposes of
determiningincentives.
Maximum opportunity Pension contributions will be set in line with the average
workforcepension contribution (in percentage of salary terms).
TheRemuneration Committee retains the discretion to determine
themethodology and basis used in calculating the pension rate
available to the wider workforce, including the jurisdictions deemed
as relevant for comparison. The definition of the wider workforce
will be as determined by the Remuneration Committee.
For 2025, this rate will be 8% of salary.
Performance
conditions
No performance conditions.
Benefits
Purpose and
strategiclink
To provide market competitive benefits.
Operation The Company provides a range of market competitive benefits,
which may include travel-related benefits, health benefits, income
protection insurance, life assurance, and cover under the directors’
and officers’ liability insurance.
Additional benefits may also be provided in appropriate
circumstances, if required for business needs, for example
(butnotlimited to), relocation expenses, housing allowance,
education support, and participation in any all-employee share
planestablished by the Company.
Maximum opportunity Set at a level which the Remuneration Committee considers to be
appropriately positioned taking into account typical market levels
for comparable roles, individual circumstances and the overall cost
to the business.
While there is no maximum monetary value for benefits, any
benefits provided will be reasonable in the context of relevant
market practice, individual circumstances and overall cost to
thebusiness.
In addition, the Company may reimburse relocation expenses and/or
provide for tax equalisation arrangements. Participation in any
all‑employee share plan will be in line with the terms of the plan
andthe opportunities offered to other qualifying employees.
Performance
conditions
No performance conditions.
Directors’ remuneration report continued
73 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Directors’ Remuneration Policy continued
Policy table continued
Purpose and
strategiclink
To link reward to key targets to deliver the strategy. The operation
of bonus deferral provides alignment with the shareholder
experience and supports the retention of executives.
Operation Measures and targets are set annually, with pay-out levels
determined following the year end based on performance against
objectives. Performance assessment will usually be in respect of
the full financial year although the Remuneration Committee retains
discretion, in exceptional circumstances, to assess performance
over an alternative period.
The bonus will be paid once the results have been audited.
Typically, no more than two-thirds of an Executive Director’s annual
bonus is delivered in cash and the remaining amount is deferred
into an award over Company shares under the Deferred Bonus Plan
(“DBP”), normally for a period of three years. Awards will usually be
in the form of nil-cost options or conditional awards (or economic
equivalent). The cash element is subject to clawback and the
deferred element is subject to malus and clawback conditions.
An additional payment, normally in shares, may be made equal in
value to the dividends which would have accrued on deferred
shares on such terms and over such period (ending no later than
the vesting date) as the Remuneration Committee may determine.
This payment may assume that dividends had been reinvested on
such basis as the Remuneration Committee determines.
Annual bonus
Maximum opportunity The maximum award that can be made to an Executive Director
under the annual bonus plan is 150% of salary. For 2025, each
Executive Director will receive a maximum opportunity of 150%
ofsalary.
Performance
conditions
Performance measures and targets are set by the Remuneration
Committee each year based on objectives closely linked to strategic
priorities of the business.
The majority of the bonus opportunity will be based on financial
measures. The bonus may also be based on performance against
ESG and/or strategic and/or corporate and/or individual objectives
as appropriate. Details of the performance criteria for the bonus are
set out in the Annual Report on Remuneration.
For financial metrics, the payment schedule for each metric will be
scaled based on the stretch of the underlying target. Normally, up to
20% of the maximum opportunity will be received for threshold
performance. For 2025, threshold performance will accrue from a
0% pay-out level for financial metrics. For non-financial measures,
the amount that may be earned shall be determined between 0%
and 100% of the maximum depending upon the Remuneration
Committee’s assessment of the extent to which the relevant
measure is achieved.
The Remuneration Committee may adjust the outturn determined
by the formulaic application of the performance conditions if it
considers it appropriate to do so, including if it considers that the
outturn: does not reflect the underlying performance of the Group
orthe Executive Director; or is not appropriate in the context of
circumstances that were unexpected or unforeseen when the
award was granted.
Annual bonus continued
Directors’ remuneration report continued
74 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Directors’ Remuneration Policy continued
Policy table continued
Purpose and
strategiclink
Motivates executives to achieve the Group’s longer-term strategic
objectives, while aiding the attraction and retention of key staff,
andaligning executive interests with those of shareholders.
Operation Awards are made in the form of nil-cost options or conditional
awards (or economic equivalent). Awards are usually granted
annually under the LTIP. Awards granted to Executive Directors
normally vest or become exercisable following the end of a
performance period of at least three years. Awards will normally be
subject to an additional two-year holding period following vesting.
This may be operated on the basis that the Executive Director:
(1)isnot ordinarily entitled to acquire the vested shares until the
end ofthe holding period; or (2) is entitled to acquire the vested
shares after vesting but other than as regards sales to cover tax
and associated liabilities is not ordinarily able to dispose of shares
untilthe end of the holding period.
Individual award levels and performance conditions on which
vesting will be dependent are reviewed annually by the
Remuneration Committee.
An additional payment, normally in shares, may be made equal in
value to the dividends which would have accrued on vested shares
on such terms and over such period (ending no later than the date
on which the award is released to the Executive Director) as the
Remuneration Committee may determine. This payment may
assume that dividends had been reinvested on such basis as the
Remuneration Committee determines.
Long-term incentive
Maximum opportunity The maximum award permitted to be granted to an Executive
Director in respect of any one year under the LTIP is shares with a
market value (as determined by the Remuneration Committee) of
250% of salary. For 2025, each Executive Director will receive a
maximum opportunity of 200% of salary.
Performance
conditions
Awards will vest subject to performance conditions, which may
include both financial and non-financial performance measures.
Atleast 75% of the award will be based on performance against
financial and/or corporate measures. The precise measures and
weighting of the measures will be determined by the Remuneration
Committee to ensure they are aligned with strategic priorities.
Performance will usually be measured over a performance period
ofat least three years.
Subject to the Remuneration Committee’s ability to adjust vesting
outturns, for achieving a “threshold” level of performance against
aperformance measure, no more than 25% of the portion of the
LTIPaward determined by that measure will vest. Vesting then
increases typically on a sliding scale to 100% for achieving a
maximum performance target.
The Remuneration Committee may adjust the vesting outturn
determined by the formulaic application of the performance
conditions if it considers it appropriate to do so, including if it
considers that the vesting level: does not reflect the underlying
performance of the Company or the Executive Director over the
vesting period; or is not appropriate in the context of circumstances
that were unexpected or unforeseen when the award was granted.
Long-term incentive continued
Directors’ remuneration report continued
75 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Directors’ Remuneration Policy continued
Policy table continued
Shareholding guidelines
Purpose and
strategiclink
To create alignment between the long-term interests of Executive
Directors and shareholders.
Operation Executive Directors are required to build and maintain a holding
of200% of salary in Company shares.
Until or unless an Executive Director is compliant with this guideline,
they are normally required to retain at least 50% of vested post-tax
shares. Unless the Remuneration Committee determines otherwise,
this guideline will continue to apply for two years after an Executive
Director ceases employment with the Group.
The Remuneration Committee retains discretion to vary the application
of the shareholding guidelines in exceptional circumstances.
Further detail on the shareholdings of the Executive Directors,
together with further detail on the operation of the shareholding
guidelines, is set out in the Annual Report on Remuneration.
Detailed provisions
The Remuneration Committee may make any remuneration payments and payments for loss
of office (including exercising any discretion available to it in connection with such payments)
notwithstanding that they are not in line with the other terms of this Policy, where the terms of
the payment were agreed either: (i) before this Policy became effective; or (ii) at a time when
the relevant individual was not a Director of the Company and the payment was not in
consideration for the individual becoming a Director of the Company. All discretions available
under share plan rules will be available under this Policy, except where explicitly limited under
this Policy. This includes that the Remuneration Committee may adjust or amend share
awards in accordance with the provisions of the relevant plan rules including to reflect one-off
corporate events, such as a change of control or a change in the Company’s capital structure.
The Remuneration Committee will make full and clear disclosure of any such adjustments
within the Annual Report on Remuneration for the relevant financial year. In accordance
withthe plan rules, share awards may be settled in cash rather than shares where the
Remuneration Committee considers this appropriate (e.g. to comply with securities law).
The Remuneration Committee may make minor amendments to the Policy to aid its operation
or implementation without seeking shareholder approvals (e.g. for regulatory, exchange
control, tax or administrative purposes or to take account of a change in legislation) provided
that any such change is not to the material advantage of the Director.
Performance measures and target setting
The annual bonus measures are reviewed and chosen to focus executive rewards on
deliveryof key targets and objectives. The Remuneration Committee sets targets taking into
account external forecasts, internal budgets and business priorities, and are designed to be
appropriately stretching. Targets and underpins may be set which provide the Remuneration
Committee judgement in assessing the extent to which they have been met.
The LTIP performance measures will be chosen to provide alignment with our longer-term
strategy. Targets are considered ahead of each grant of LTIP awards by the Remuneration
Committee taking into account relevant external and internal reference points and are
designed to be appropriately stretching.
The Remuneration Committee may adjust the targets for awards or the calculation of
performance measures and vesting outcomes where appropriate to do so, including to take
account of events not foreseen at the time the targets were set, to ensure they remain a fair
reflection of performance over the relevant period. When considering performance outcomes,
the Remuneration Committee will look beyond formulaic results and consider the use of
discretion to ensure the outcomes align with the overall business or individual performance
and the wider stakeholder experience. While the Remuneration Committee anticipates that any
such discretion would normally result in a reduction, the Remuneration Committee reserves
the right to make an upwards adjustment if considered appropriate.
Malus and clawback
Malus and clawback provisions may be operated at the discretion of the Remuneration
Committee in respect of any cash and deferred share elements of the bonus, and LTIP awards.
Under malus, unvested share awards (including any deferred bonus or LTIP awards subject to
a post-vesting holding period) can be reduced (down to zero if considered appropriate) or be
made subject to additional conditions. Clawback allows for repayment of bonuses previously
paid and/or shares previously received following vesting. Malus/clawback can be operated up
to four years following the start of the relevant bonus year for bonuses, three years from grant
for DBP awards and up to five years from the relevant date of grant for LTIP awards.
The Remuneration Committee has the discretion to apply malus and/or clawback in the event
of the following circumstances: (a) a material misstatement of financial results; (b) an error
inassessing a performance condition or in the information, calculations or assumptions on
which an award is granted, vests or is released; (c) a material failure of risk management;
(d)serious reputational damage; (e) gross misconduct, fraud or material error; (f) material
corporate failure; or (g) any other circumstances that the Board considers to be similar in their
nature or effect.
Directors’ remuneration report continued
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Directors’ Remuneration Policy continued
Application of the Remuneration Policy
The charts below provide an indication of the level of remuneration that would be received
byeach Executive Director under the four assumed performance scenarios.
Minimum performance
• Fixed elements of remuneration only – base salary, benefits
andpension for 2025.
Target performance
• Fixed elements of remuneration as set out above.
• 50% of the maximum pay-out under the annual bonus.
• 50% vesting under the LTIP.
Maximum
performance
• Fixed elements of remuneration as above.
• 100% of the maximum pay-out under the annual bonus.
• 100% vesting under the LTIP.
Maximum
performanceplus
share price growth
• Fixed elements of remuneration as above.
• As above, with 50% increase in the share price attributable
totheLTIP.
Eben Upton
Minimum
Target performance
Maximum
Maximum with 50% share
price increase
Richard Boult
Minimum
Target performance
Maximum
Maximum with 50% share
price increase
Directors’ remuneration report continued
77 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
100% £0.5m
39% 26% 35% £1.3m
24% 33% 43% £2.1m
20% 27% 53% £2.6m
100% £0.4m
39% 26% 35%
£1.0m
24% 33% 43% £1.6m
20% 27% 53% £2.0m
£k £500k £1,000k £1,500k £2,000k £2,500k £3,000k
£k £500k £1,000k £1,500k £2,000k £2,500k £3,000k

Directors’ Remuneration Policy continued
Recruitment remuneration policy
Principles
When agreeing the components of a remuneration package for a new Executive Director
(including internal promotions) the Remuneration Committee will apply the principles set out
below. The package will be competitive to attract and retain the most suitable candidate for
the role. Where possible, the Remuneration Committee will always seek to align the
remuneration package with the Policy outlined above. However, where appropriate, detailed
elements of the package may be tailored to the circumstances of the individual upon
recruitment. The Remuneration Committee will ensure that the arrangements are in the best
interests of the Company and its shareholders and remain subject to the overall variable pay
limits set out below. The Remuneration Committee will take relevant factors into account
(including the candidate’s location, the calibre of the individual, external influences, internal
relativities and the overall business context) when determining the new remuneration package
and seek to ensure that no more is paid than necessary.
Ongoing remuneration
• In determining an appropriate remuneration structure and levels, the Remuneration
Committee will take into account all relevant factors, including the experience of the
individual, market data (for the UK or international market as appropriate) and existing
arrangements for other Executive Directors, with a view that any arrangements should be
inthe best interests of both the Company and our shareholders, without paying more
thanis necessary.
• Fixed pay will be determined in line with the Policy table in this report. The Remuneration
Committee may also hire a new Executive Director at a lower salary, with more significant
increases to salary being awarded as the individual gains experience.
• The maximum level of variable remuneration which may be granted to a new Director upon
appointment (excluding any buyout awards for forfeited remuneration) will be capped in
line with the Policy table above.
• Where an Executive Director is an internal promotion, the normal policy of the Company
isthat any legacy arrangements would be honoured in line with the original terms and
conditions. Similarly, if an Executive Director is appointed following the Company’s
acquisition of or merger with another company, legacy terms and conditions would
behonoured.
Buyout awards for forfeited remuneration and other joining arrangements
• To facilitate recruitment, the Remuneration Committee may make a one-off award to buy out
compensation arrangements forfeited on leaving a previous employment or engagement.
While this would typically be share awards held by the individual, it might also include, where
the Remuneration Committee deems it appropriate, other compensation elements.
• The Remuneration Committee will typically seek to make buyout awards on a comparable
basis to those that have been forfeited, including any performance conditions attached to
incentive awards, the likelihood of those conditions being met, the proportion of the
vesting/performance period remaining and the form of the award (e.g. cash or shares).
• However, where the performance period is substantially complete, it may reflect such
conditions in some other way, such as through an appropriate discount to the face value
ofawards forfeited. Exceptionally, where necessary, this may include a guaranteed or
non‑pro-rated annual bonus in the year of joining. In exceptional circumstances, the
Remuneration Committee may grant a buyout award under a structure not included in
thePolicy but that is consistent with the principles set out above.
• The Remuneration Committee may also provide costs and additional support if the
recruitment requires relocation of the individual.
In the event of an interim appointment being made to fill an Executive Director role on a
short‑term basis or if exceptional circumstances require that the Chair or a Non-Executive
Director takes on an executive function on a short-term basis, the Remuneration Committee
retains discretion to make appropriate remuneration decisions outside the normal “go-forward”
Remuneration Policy to meet the individual circumstances of recruitment or appointment.
Directors’ remuneration report continued
78 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Directors’ Remuneration Policy continued
Service contracts and loss of office
Key terms of the current Executive Directors’ service contracts and Non-Executive Directors’
letters of appointment are summarised in the table below. It is envisaged that any future
appointments would have equivalent contractual arrangements unless otherwise stated
inthisreport.
Provision Policy
Notice period Termination of the current Executive Directors’ service agreements
would require 12 months’ notice by either the Company or the
Executive Director.
The Non-Executive Directors are appointed by letters of appointment
with the Company and do not have service agreements.
Theappointment of each of the Non-Executive Directors, other
thanDanielLabbad, is terminable byeither party on three months’
written notice. Daniel Labbad is appointed pursuant to the
Relationship Agreement and his appointment is terminable
inaccordance with the provisions of that Agreement, or by
DanielLabbad on three months notice.
Termination payment Following the serving of notice by either party, the Company may
terminate employment of an Executive Director with immediate
effect by paying a sum equal to basic salary in lieu of notice that
would have been payable during the notice period. A payment
inlieuof notice may also include a payment in respect of pension
contributions and/or benefits that would have been payable during
the notice period; alternatively, the Remuneration Committee
maycontinue to provide benefits (such as health insurance)
untilthe end of the notice period that would otherwise have
applied.Non-Executive Directors are only entitled to receive any
feeaccruing in respect of their period up to termination.
Expiry date Executive Directors have rolling 12-month notice periods so have
nofixed expiry date. Non-Executive Directors’ letters of appointment
are for an initial term to last until the first annual general meeting of
the Company in 2025. At the end of this initial term, each appointment
may be renewed for a further term subject to satisfactory
performance and re-election at future annual generalmeetings.
In accordance with the Code, each Director will retire annually and put themselves forward for
re-election at each AGM of the Company.
Annual bonus plan
If the Executive Director’s employment terminates (or notice is served to terminate their
employment) prior to the payment of an annual bonus, the Director has no contractual
entitlement to that bonus. At its discretion, the Remuneration Committee may determine
thatthe Executive Director is eligible to receive a bonus in respect of the financial year in which
they cease employment (and/or the financial year in which notice is served to terminate their
employment). This bonus would usually be time apportioned and paid at the normal time
following the end of the relevant performance period. However, the Remuneration Committee
retains discretion not to apply time pro-rating and to pay the bonus early in exceptional
circumstances. The bonus may, at the Remuneration Committee’s discretion, be settled
whollyin cash. In determining the level of bonus to be paid, the Remuneration Committee
may,at its discretion, take into account performance up to the date of cessation or over the
financial year as a whole based on appropriate performance measures as determined by
theRemuneration Committee.
The treatment of outstanding share awards held by an Executive Director upon cessation
ofemployment is governed by the relevant share plan rules as summarised below.
Deferred Bonus Plan (“DBP”) – share awards
• An unvested award will normally lapse if an individual leaves employment with the Group.
However, if the individual leaves because of disability, ill health, injury, sale of their employer
out of the Group or any other reason at the absolute discretion of the Board, their award will
generally continue and remain capable of vesting as described below.
• If an Executive Director dies, awards will usually vest immediately.
• Where an award continues, it will ordinarily vest at the normal time. An award will vest in
fullunless the Board reduces the extent of vesting to take account of the proportion of the
deferral period that had elapsed at the date of cessation. The Remuneration Committee
hasdiscretion to vest the award early.
• Awards will generally vest early on a takeover or other similar significant corporate event.
Where an award vests in these circumstances, it will vest in full, unless the Remuneration
Committee reduces the extent of vesting to take account of the proportion of the deferral
period that has elapsed. Alternatively, the Board may permit or require Executive Directors
toexchange awards for equivalent awards which relate to shares (and/or other securities)
ina different company.
• If other corporate events occur such as a winding-up of the Company, demerger, delisting,
special dividend or other event which, in the opinion of the Remuneration Committee,
mayaffect the current or future value of shares, the Remuneration Committee may
determine that awards may vest to the extent determined by the Remuneration Committee.
Directors’ remuneration report continued
79 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Directors’ Remuneration Policy continued
Annual bonus plan continued
LTIP awards
Leaving before vesting
• An unvested award will normally lapse if the Executive Director leaves employment with
theGroup. However, if the Executive Director leaves because of disability, ill health, injury,
sale of their employer out of the Group or any other reason at the absolute discretion of
theRemuneration Committee, their awards will generally continue and remain capable
ofvesting as described below.
• If an Executive Director dies, their awards will usually vest immediately.
• Where an award continues, it will ordinarily vest at the normal time subject to the
satisfaction of the original performance conditions or underpins and with the number
ofshares in respect of which it vests reduced on a pro-rata basis, based on the proportion
ofthe performance or vesting period elapsed. Any holding period will ordinarily continue to
apply. The Board will have discretion to vest the award early (and to assess any performance
condition (or underpin) accordingly), to vary or waive the pro-rata reduction and to disapply
any holding period that would otherwise have applied.
Leaving during the holding period
• If an Executive Director leaves employment with the Group while holding an award which
isin a holding period, that award will normally be retained other than in cases of gross
misconduct where the award will lapse. The holding period will ordinarily continue to apply,
but the Board will have discretion to disapply the holding period.
• Awards will generally vest and be released early on a takeover. Awards will vest taking into
account the extent to which any performance condition has been satisfied and unless the Board
determines otherwise, the proportion of the performance or vesting period that has elapsed at
the date of the relevant event. Alternatively, the Board may permit or require Executive Directors
to exchange awards for equivalent awards which relate to shares (and/or other securities) in
adifferent company. If other corporate events occur such as a winding-up of the Company,
demerger, delisting, special dividend or other event which, in the opinion of the Remuneration
Committee, may affect the current or future value of shares, the Remuneration Committee
maydetermine that awards may vest taking into account the satisfaction of any relevant
performance conditions and, unless the Remuneration Committee determines otherwise, the
proportion of the performance period that has elapsed at the date of the relevant event.
The Remuneration Committee reserves the right to make any other payments in connection
with a Director’s cessation of office or employment where the payments are made in good
faith in discharge of an existing legal obligation (or by way of damages for breach of such an
obligation) or by way of a compromise or settlement of any claim arising in connection with
the cessation of a Director’s office or employment. Any such payments may include but are
not limited to payments in relation to accrued but untaken holiday, paying any fees for
outplacement assistance and/or the Director’s legal and/or professional advice fees in
connection with his or her cessation of office or employment. The Remuneration Committee
may also agree that certain benefits (such as health benefits) may be continued for a
reasonable period following cessation of employment.
Remuneration Policy for Non-Executive Directors
Purpose and
strategiclink
To appropriately recognise responsibilities, skills and experience
byensuring fees are market competitive.
Operation The Remuneration Committee determines the fees of the
Non‑Executive Chair. The Chair and Executive Directors determine
the fees of the Non-Executive Directors, which are accepted by
theBoard. Fee levels are set at a level that is considered to be
appropriate, taking into account the size and complexity of the
business, expected time commitment and contribution of the role.
NED fees comprise payment of an annual basic fee and additional
fees for further Board responsibilities or time commitments
including but not limited to:
• Senior Independent Director;
• chairing of a Board Committee; and
• other additional responsibilities, e.g. investor relations contact.
The Chair of the Board receives an all-inclusive fee.
No NED participates in the Group’s incentive arrangements or
pension plan.
Non-Executive Directors may be provided with role-appropriate
benefits, including health and wellbeing benefits. Non-Executive
Directors are entitled to reimbursement of reasonable expenses
(including any tax thereon).
Fees are typically reviewed annually and are paid in cash or shares.
Non-Executive Directors also have the benefit of a qualifying
third‑party indemnity from the Company and directors’ and
officers’liability insurance.
Non-Executive Director fees
Directors’ remuneration report continued
80 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Directors’ Remuneration Policy continued
Remuneration Policy for Non-Executive Directors continued
Maximum opportunity Fees are set at an appropriate level that is market competitive and
reflective of the responsibilities and time commitment associated
with specific roles.
No absolute maximum has been set for individual NED fees.
Thetotal aggregate fees of the Chair and Non-Executive Directors
will not exceed the limit from time to time prescribed within
theCompany’s Articles of Association or otherwise approved
byshareholders.
Performance
conditions
No performance conditions.
Non-Executive Director fees continued
Recruitment of Non-Executive Directors
In the event of the appointment of a new Non-Executive Director, remuneration arrangements will
normally be in line with the policy table for Non-Executive Directors in this report. However,the
Remuneration Committee (or the Board as appropriate) may include any elementwithin the
broader Policy which the Remuneration Committee considers is appropriate given the particular
circumstances, with due regard to the best interests of shareholders. Inparticular, ifthe Chair
ora Non-Executive Director takes on an executive function on a shortterm basis, they would
beable to receive any of the standard elements of Executive Directorpay.
Consideration of employment conditions elsewhere in the Group
The Remuneration Committee considered the conditions of the broader workforce in the
development of this Policy to ensure fairness across the organisation. The Remuneration
Committee is also kept informed of general management decisions made in relation to
employee remuneration and has included the review of employee pay and workforce metrics
within its annual agenda.
Differences in policy from broader employee population
Raspberry Pi believes in broad participation in our equity plans, and therefore awards
“Restricted Shares” on a broad basis across the business. While this differs in structure from
the Executive Directors and senior management, who participate in Performance Shares,
itmeans there is consistency in terms of equity participation. Ultimately, a greater proportion
ofExecutive Directors’ potential wealth is “at risk”, either through their existing shareholding
orthrough LTIP awards, than for our employees generally and a greater proportion of their
remuneration is determined by performance than for our employees generally.
Consideration of shareholders’ views
Leading up to and since Admission we have maintained an active dialogue with shareholders
to ensure that their views were considered as part of the finalisation of our Directors’
Remuneration Policy. In late 2024 and early 2025, we engaged with a number of shareholders
to communicate our proposed approach to the Policy and seek their views and feedback.
Thisincluded their perspectives on our proposed update to the Policy described in the listing
Prospectus to build some additional headroom into the LTIP opportunity, as well as a potential
disapplication of annual bonus deferral into shares where an executive meets their shareholding
guideline. The responses to this consultation influenced our final approach. As set out in the
Chair’s letter, the Committee decided to retain bonus deferral into shares where an executive
meets their guideline but will keep this feature under review in the coming years. The Committee
also consulted on a higher LTIP opportunity of 300% of salary. On balance, and reflecting
someof the feedback we received, the Committee decided to proceed with a lower maximum
opportunity under the Policy of 250% of salary. Going forward we intend to maintain our
communication with shareholders as we adjust to the listed market following Admission.
Directors’ remuneration report continued
81 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Implementation of Remuneration Policy in 2025
This section provides an overview of how the Remuneration Committee is proposing to
implement our Remuneration Policy in 2025 for the Executive Directors. This will be the first
full financial year since the Company’s successful Admission to the London Stock Exchange
in2024. The Company’s first Remuneration Policy will be put forward for shareholder vote at
the Company’s AGM in May 2025, and will apply from that date if passed.
Base salary
Base salaries were set on Admission. The Remuneration Committee has applied a limited
inflationary increase for the CEO and the CFO for 2025. The level of increase is below the
average increase applicable for the wider workforce for 2025.
2025 2024 % increase
Eben Upton (CEO) £459,000 £450,000 2.0%
Richard Boult (CFO) £357,000 £350,000 2.0%
Pension
Both Executive Directors are entitled to receive a pension equivalent to 8% of their base salary,
which may be payable as a cash allowance. This rate aligns to the rate offered to the wider
workforce (based on the maximum contribution available to the UK workforce).
Benefits
Eben Upton and Richard Boult receive contractual benefits such as income protection
insurance, life assurance, private medical insurance, and cover under the directors’ and
officers’ liability insurance. They may also receive reimbursement of business-related
expenses should these arise in the year.
Annual bonus
The annual bonus plan opportunity was set at Admission at 150% of salary. The bonus opportunity
for 2025 will be unchanged. The annual bonus for 2025 will be determined by a simplified
bonusscorecard aligned with the Group’s strategic priorities to incentivise the executive team to
achieve both near-term financial performance and strategic milestones central to long term growth
and shareholder value. The areas of focus for the 2025 annual bonus are set out below:
Area of focus Weighting
Adjusted operating profit 75.0%
Strategic – unit sales 25.0%
Alignment with long-term strategy
Emphasising adjusted operating profit ensures executives prioritise sustainable growth in
profitability underpinning the Group’s capacity to invest in future innovation and maintain
competitive strength.
The strategic metric: SBC and compute module unit sales incentivises growth in key product
segments, critical for expanding the Group’s market share, maintaining technological
leadership and enhancing the resilience of revenue streams.
The target ranges and the approach to performance determination are deemed commercially
sensitive. However, it is anticipated that we will make retrospective disclosure of the guiding
targets and performance against these in next year’s Remuneration Report. The Remuneration
Committee has overriding discretion, where it believes it to be appropriate, to adjust
anyformulaic outcome. In the event of unforeseen corporate activity during the year,
theRemuneration Committee would consider whether the performance targets should
beadjusted to ensure that they remain appropriately challenging and would explain any
suchadjustments in next year’s Remuneration Report.
Bonus deferral
Under the proposed Remuneration Policy, bonus deferral applies to any earned annual bonus
for the executive directors, with one third of any annual bonus earned deferred into shares
foraperiod of three years.
Directors’ remuneration report continued
82 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Long-Term Incentive Plan (“LTIP”)
The Executive Directors will receive the first award under the LTIP during 2025 of shares worth
200% of annual salary at grant. Awards will vest three years after grant and be subject to an
additional two-year holding period. The proposed performance measures for the 2025 award
are set out below.
Performance measure
% of award based
onmeasure
Threshold
25% Vesting
Max
100% Vesting
Three-year cumulative adjusted earnings per
share ("EPS") 66.6% 42c 53c
Relative TSR vs. FTSE 250 excl. Financial Services,
Mining and Extraction and Investment Trusts 33.3% Median
Upper
quartile
Performance will be assessed over three years, being the sum of each year’s annual EPS.
TheCommittee believes these targets are stretching in the context of the Group’s strategy
andreflect its ambitious growth targets as abusiness. Vesting will be calculated on a
straight‑line basis for performance between the threshold and maximum performance
targets.TheRemuneration Committee has discretion, where it believes it to be appropriate,
tooverrideanyformulaic outcome arising from the LTIP. Typically, this will only be exercised
inanegative direction.
Non-Executive Director remuneration
The fees for the Non-Executive Directors and the Chair were set at Admission. The Company’s
Non-Executive Director fee policy is to pay a basic fee for membership of the Board, and
additional fees for the SID and chairing of a Board Committee. This reflects that these roles
require additional responsibility and time commitment. Reasonable expenses and other
benefits may also be provided. Additional fees may also be provided where additional duties
are required to be performed by any Non-Executive Director. Non-Executive Director fees are
determined by the full Board except for the fee for the Chair of the Board, which is determined
by the Remuneration Committee.
No increases to Non-Executive Director or Chair fees are proposed for 2025 from the levels
adopted at Admission. The fees are set out below.
2025 fees 2024 fees
Chair of the Board all-inclusive fee £221,000 £221,000
Base Non-Executive Director fee £58,000 £58,000
Senior Independent Director additional fee £10,000 £10,000
Committee Chair additional fee £13,000 £13,000
Investor relations contact additional fee £13,000 £13,000
Audited information
The information provided in this section of the Remuneration Report up until the “Unaudited
information” heading on page 87 is subject to audit.
Directors’ remuneration report continued
83 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Single total figure of remuneration
The following table sets out the total remuneration for Executive Directors and Non-Executive Directors for 2024. In line with regulatory requirements, the table shows the remuneration received
by the director from the point of their appointment as directors of Raspberry Pi ListCo Limited. Amounts are shown in GBP.
2024
Salary
and fees
1
Pensions
2
Benefits
Annual
bonus
3
Admission
Awards
4
Total
fixed
Total
variable Total
5
Executive Directors
Eben Upton £357,544 £28,604 £1,161 £54,260 £561,283 £387,309 £615,543 £1,002,852
Richard Boult £275,081 £22,006 £1,161 £42,202 £572,683 £298,248 £614,885 £913,133
Non-Executive Directors
Martin Hellawell £124,708 — — — — £124,708 — £124,708
Sherry Coutu £46,131 — — — — £46,131 — £46,131
David Gammon £47,792 — — — — £47,792 — £47,792
Rachel Izzard £40,592 — — — — £40,592 — £40,592
Christopher Mairs £40,592 — — — — £40,592 — £40,592
Daniel Labbad £33,392 — — — — £33,392 — £33,392
1 Salary and fees – The salary level shown is a pro-rated annual salary value based on the period of the year from the Directors’ appointment as Directors of Raspberry Pi ListCo Limited. Eben Upton received a salary of £450k from Admission, and
Richard Boult received a salary of £350k from Admission. Prior to Admission, they received annual salaries of £440k and £330k, respectively. Salaries are based on the period from 12 March 2024 when they became Directors of Raspberry Pi ListCo
Limited. Fees for the non-executive directors are in respect of their period from appointment (2 June 2024).
2 Pensions/benefits –In 2024, Eben Upton and Richard Boult received a pension allowance worth 8% of salary (equivalent to the UK wider workforce) and benefits worth £1k each.
3 Annual bonus – Bonus payments for 2024 will be paid in cash. Details of the performance measures and targets are set out in the following section. The value of the bonus shown is a pro-rated annual value based on the period of the year from
the Directors’ appointment as Directors of Raspberry Pi ListCo Limited.
4 LTIP – Admission Awards – This reflects the fair value of the Admission Awards which were granted to both Executive Directors at listing. Awards will vest on the third anniversary of grant and the details of the grant are set out on page 86.
5 Total remuneration of Directors in respect of 2024 is £2,249k with the amount attributable to the highest paid Executive Director being £1,003k.
6 Legacy arrangements– As set out on page 86, both the CEO and CFO participated in a legacy LTIP which vested on Admission. At the £2.80 offer price, these awards were worth £8,123k and £1,612k for the CEO and CFO, respectively.
Thisremuneration is not included in the above single total figure as this is a legacy arrangement that crystallised on Admission, and therefore does not relate to their ongoing responsibilities as Directors of Raspberry Pi Holdings plc.
Directors’ remuneration report continued
84 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

FY 2024 annual bonus – Summary of performance
In 2024 there was no approved Remuneration Policy for a public company in place.
However,in anticipation of the listing, the Committee opted to transition to a conventional
PLCbonus scheme for 2024.
The maximum annual bonus opportunity for the Executive Directors in 2024 was 150% of
salary for both Executive Directors. Targets were aligned with strategic priorities for the year,
and included measures based on adjusted operating profit (70%) and strategic targets
including SBC and compute module unit sales (20%) and an ESG scorecard (10%).
Performance measures and targets applying to the 2024 annual bonus, along with
performance achieved, are set out below. Where threshold to maximum target ranges have
been set for a measure, threshold vesting accrues from 0% (this is below the level available
under the proposed Policy of 20%, demonstrating Raspberry Pi’s commitment in practice to
ensuring incentive pay-outs align with outperformance). Based on the performance against the
pre-set and stretching targets, the Committee approved an out-turn of 10% for both Directors.
For the bonus earned in respect of 2024, the Committee has agreed that this will be paid in
cash. Deferral into shares will commence for bonuses earned in respect of 2025 onwards in
line with our proposed Policy.
The value shown in the single figure is a pro-rated annual bonus value reflecting the period of
the year that the Directors were in role.
Performance measure Proportion
Threshold
0% vesting
Target
33% vesting
Maximum
100%
vesting Achieved % vesting
Adjusted operating
profit ("AOP") 70% $37.5m $41.7m $50.0m $26.5m —%
SBC and compute
module unit sales 20% 8.1m 9.0m 10.8m 7.0m —%
ESG scorecard 10% See detail 100%
Overall outcome 10% of maximum for both Directors
ESG scorecard (worth 10% of overall bonus)
The ESG element of the annual bonus was based on meeting a scorecard of key sustainability
objectives. These included ensuring our products launched with an agreed CO
2
footprint
number; to fully offset the Group’s office Scope 1 and Scope 2 emissions; to have deployed a
carbon sticker scheme; to create a data collection process for verified component level CO
2
footprint per component; and to complete a TCFD materiality study. These objectives were
developed together with the ESG Committee to ensure that these aligned with the Group’s
overarching ESG priorities.
Given the achievement of the ESG objectives described above, the Committee agreed that this
element should vest in full for both Directors. This means the annual bonus has a formulaic
outcome of 10% of maximum. The Remuneration Committee considered this overall bonus
outcome in light of the Group’s overall financial, strategic and operational performance during
2024. The Committee recognises that while the AOP and unit sales targets did not meet the
pre-set thresholds, it recognised that these were set to be ambitiously stretching at the outset
of the year, and that the ESG achievements in FY 2024 were considerable, and reflect critical
progress against the Group’s long-term sustainability strategy. It therefore decided that it was
appropriate to pay out the limited element of the bonus based on ESG criteria, without any
discretionary adjustment. The Committee also considered the overall outcome in the context
of the Company’s remarkable strategic achievements in the year, including delivering a
successful Admission to the London Stock Exchange, with subsequent strong share price
growth from the offer price.
Directors’ remuneration report continued
85 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Legacy equity arrangements – LTIP scheme that crystallised on IPO
In 2020, the Board of Directors approved the Long-Term Incentive Plan (“LTIP”), which allowed
for participants who received B ordinary shares to share in the proceeds payable in respect of
an exit of Raspberry Pi Ltd above a minimum hurdle. This legacy arrangement operated on
abroad basis across the business and crystallised on Admission. The legacy LTIP no longer
operates, and going forward awards will be made under the new LTIP, which was adopted
bythe Board on Admission and the key terms of which were included within the Prospectus.
Both the CEO and the CFO participated in the legacy LTIP scheme and held 2,355 and
766Bordinary shares respectively. The number of Raspberry Pi Holdings plc ordinary shares
that they received from the conversion of their B ordinary shares at Admission is set out below.
Director
B Shares held
pre-Admission
Ordinary shares from legacy
equity arrangements
Value at Admission
at £2.80 offer price
Eben Upton 2,355 2,901,136 £8,123,181
Richard Boult 766 575,602 £1,611,686
LTIP awards made in the year – Admission Awards
As disclosed in the Prospectus, both Executive Directors were granted an Admission Award in
connection with the listing, with a one-off award of market value options granted on 11June 2024.
This was part of a broader grant of market value options that was made across the business.
The Admission Awards were put in place to recognise the contribution from colleagues in
preparing for and delivering Admission, to celebrate the milestone achievement of joining the
listed market, and to incentivise the Executive Directors and broader colleagues to deliver
outperformance in the initial period post-Admission. As the awards are market value options,
participants will only benefit if the share price increases and remains above the offer price at
the point the awards are exercised.
The Admission Awards will vest after three years and will be exercisable until the tenth
anniversary of grant, subject to the terms of the Long-Term Incentive Plan. As these awards
require share price growth on the offer price to deliver value to the participant, no further
performance conditions apply to these awards. The CEO received an award over 529,512 shares
and the CFO received an award over 540,267 shares with an exercise price aligned to the offer
price of £2.80. As disclosed in the Prospectus, the total grant size of the Admission Awards
was over 11,561,566 shares, highlighting the broad nature of theaward across the business,
and demonstrating Raspberry Pi’s ethos of expansive equity participation. These values for the
Directors have been included in the single figure table andare shown at their fairmarket value
of £1.06 per share.
The Admission Awards do not form part of the ongoing reward framework for Executive
Directors, and therefore are not included in the proposed Remuneration Policy subject to
shareholder approval at the AGM. As such, these are legacy awards.
Director Date of award Award type
Shares
under award
Fair value
of award Vesting date
Eben Upton 11 June 2024
One-off market
value option
Admission Award
529,512 £561,283 11 June 2027
Richard Boult 11 June 2024 540,267 £572,683 11 June 2027
Directors’ remuneration report continued
86 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Payments to former Directors
There have been no payments to former Directors or payments to Directors for loss of office
during 2024.
Statement of Directors’ shareholding and share interests
Executive Directors are expected to achieve a holding of shares worth 200% of salary.
The Remuneration Committee reviews ongoing individual performance against this shareholding
requirement at the end of each financial year. Both Executive Directors currently significantly
exceed their minimum guideline meaning both Directors are well aligned with our shareholders.
Inline with best practice, the Company operates post-cessation shareholding requirements,
and the Directors must continue to hold 100% of their guideline for two years post-employment.
Detail on the number of shares held by Directors as at 31December 2024 is set out below:
Number of shares held as at 31 December 2024
7
Executive Directors
Shares owned
outright
Admission Awards –
market value
options
8
Share ownership
as a percentage
of salary
Share ownership
guidelines met?
Eben Upton 3,506,728
9
529,512 4,775% Yes
Richard Boult 575,602 540,267 1,008% Yes
Number of shares held as at 31 December 2024
7
Non-Executive Directors Shares owned outright Share ownership as a percentage of Board fees
Sherry Coutu
10
54,305 419%
Martin Hellawell 75,751 214%
David Gammon 151,502
9
1,334%
Rachel Izzard 21,851 192%
Christopher Mairs
10
365 3%
Daniel Labbad
10
24,674 266%
7 For the purposes of determining the value of Director shareholdings, the individual’s 2025 annual salary/base fee and
the share price as at 31December 2024 have been used (£6.25 per share).
8 Awards are market value options granted on 11June 2024. The exercise price was set at the offer price of £2.80.
These awards are without performance conditions.
9 Note that this includes shares owned by a connected person.
10 Sherry Coutu, Christopher Mairs and Daniel Labbad were all prevented from owning shares before 11June 2024.
The Directors did not have any other share or scheme interests.
Unaudited information
The information provided in this section of the Remuneration Report is not subject to audit.
Performance graph and CEO remuneration table
The chart below compares the total shareholder return performance of the Company over the
period from Admission to 31December 2024 to the performance of the FTSE 250, as well as
against our FTSE 250 TSR peer group for further information. The FTSE 250 index has been
chosen because Raspberry Pi has been a member of this index in the year, being promoted in
September 2024. The base point in the chart for the Company equates to the offer price of
£2.80 per share. The table below summarises the CEO single figure for total remuneration,
annual bonus pay-outs and long-term incentive vesting levels as a percentage of maximum
opportunity over this period.
Performance vs. FTSE 250 Index and FTSE 250 TSR peer group
FTSE 250 FTSE 250 – TSR peers Raspberry Pi
6/10/2024
12/31/2024
0
50
100
150
200
250
300
2024
CEO single figure of remuneration £1,003k
Annual bonus pay-out (as a % of max) 10%
LTIP vesting out-turn (as a % of max) n/a
Percentage change in remuneration of the Board of Directors
All Directors were appointed to the Company in the year, and therefore this disclosure is not
relevant for this period.
Directors’ remuneration report continued
87 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

CEO pay ratio
Raspberry Pi has below 250 UK employees and is therefore exempt from the legislative
requirement to disclose a ratio between the remuneration of the CEO and UK employees,
however, the Committee has decided to publish this information as a matter of transparency.
For all employees, we have shown the pay ratio excluding the legacy LTIP arrangements that
crystallised on Admission given this does not give an accurate representation of the pay
approach across the business. This aligns with the CEO single figure.
Year Methodology
25
th
percentile
pay ratio
11
Median pay
ratio
75
th
percentile
pay ratio
2024 Option A 12:1 7:1 4:1
11 The total remuneration for employees is based on earnings between 12 March 2024 and 31 December 2024 to align
with the period the Directors were in office for and allow comparability.
This is the first year of CEO pay ratio disclosure and therefore there are no trends in the ratio,
but movement in the ratio will be reviewed and considered by the Committee over future years.
We have used Option A, which is based on calculating the total pay and benefits of the
individual at the 25
th
, 50
th
and 75
th
percentile on an FTE basis of the business, to calculate
theratio as this is the most statistically-sound approach. The reference date used is
31December 2024.
Relative importance of the spend on pay
The table below illustrates the total expenditure on remuneration in 2024 for all of the
Company’s employees compared to dividends payable to shareholders. Reflecting its business
strategy, the business does not currently pay dividends.
2024
£m
Total expenditure on remuneration 15.0
Dividends payable to shareholders/share buybacks —
Consideration by the Directors of matters relating to Directors’ remuneration
The Remuneration Committee is chaired by Sherry Coutu and comprises Christopher Mairs
and Rachel Izzard. Details of their attendance is set out on page 59. The Remuneration
Committee met two times since Admission. Other attendees present at these meetings by
invitation at various points were the CEO, the CFO, the Company Chair and the Company
Secretary. No individual took part in decision making when their own remuneration was
beingdetermined.
During the year we complied with the principles of clarity, simplicity, risk, predictability, proportionality
and alignment to culture as set out in the Corporate Governance Code 2018. As set out in the
Prospectus we took these into account in formulating the proposed Remuneration Policy:
Clarity We provide extensive disclosure of our executive remuneration
arrangements for both internal and external stakeholders through
our Directors’ Remuneration Report, as well as within our
Prospectus. We engage in shareholder engagement where changes
to remuneration are intended.
Simplicity The Committee has adopted a market conventional remuneration
approach for the Executive Directors, based on fixed pay, an
annualbonus and a long-term incentive plan linked to performance.
Ourapproach is therefore well understood by stakeholders given
itsmarket alignment.
Alignment to culture We ensure our pay approach reinforces our positive culture through
the careful selection of performance metrics and targets that drive
and reinforce our performance culture. We have a robust approach
to governance in determining and approving pay outcomes, as well
as ensuring the Committee has clarity around the approach to pay
across the business when determining the approach for pay at
Executive Director level.
Proportionality,
predictability and risk
Our operation of a mix of short and long‑term incentives with the
majority delivered in shares means Executive Directors are
encouraged to deliver long‑term sustainable shareholder returns,
aswell as mitigating the risk of short-term risk taking. Performance
targets are set to be stretching to ensure pay-outs align with strong
corporate and personal performance. Incentive opportunities are
set with clear maxima to ensure clarity around what might be
earned. The Committee retains discretion to adjust formulaic
outcomes to reflect holistic performance, while malus and
clawback provisions are in place that allow the recovery of
payments in defined circumstances.
The Remuneration Committee is responsible for determining the Company Chair’s fee and
allaspects of Executive Director remuneration as well as the determination of other senior
management’s remuneration. The Remuneration Committee also oversees the operation
ofallshare plans. Full Terms of Reference of the Remuneration Committee are available
onour website at www.raspberrypi.com.
Directors’ remuneration report continued
88 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Consideration by the Directors of matters relating to Directors’ remuneration continued
During the year, the Remuneration Committee received advice from Deloitte LLP. Advice to the
Committee included pay benchmarking, incentive design and and governance advice for which
Deloitte LLP was paid £154,700. This was charged on a time and expenses basis and was
principally related to preparation for Admission. The Committee is satisfied that the advice it
has received has been objective and independent. Deloitte was appointed following a
competitive tender process prior to Admission. Deloitte LLP is a founding member of the
Remuneration Consultants Group and as such, voluntarily operates under the code of conduct
in relation to executive remuneration consulting in the UK. Deloitte LLP also provided advice to
the Company in relation to the operation of its share plans.
Workforce remuneration and engagement
The Committee are kept aware of the approach to remuneration across the business and take
this into account when determining the approach to Executive Director pay. The overarching
reward strategy for the business is also discussed at the Committee. Raspberry Pi believes in
broad participation in our equity plans, and therefore awards ‘Restricted Shares’ on a broad
basis across the business.
Engagement with shareholders
The Remuneration Committee undertook significant engagement with shareholders which
guided the design of the proposed Remuneration Policy. This exercise was completed
pre‑Admission with the overarching details of the proposed Policy included in the Prospectus.
The full Remuneration Policy, which is set out on pages 72 to 81, will be subject to shareholder
approval at the forthcoming AGM. In late 2024, recognising that the shareholder base of the
business had evolved since Admission, the Committee sent a letter to the Company’s major
shareholders inviting feedback and commentary on the detail of the proposed Policy. As set
out on page 82, we adapted our proposals to reflect the feedback we received. Further detail
isalso provided in the Chair’s letter.
External Board appointments
Executive Directors are not normally entitled to accept a Non-Executive Director appointment
outside the Company without the prior approval of the Board. Neither of the current Executive
Directors currently holds any such appointment.
Dilution
Awards under Raspberry Pi’s share plans can be satisfied using market purchased shares or
newly issued shares. There are limits on the amount of shares that can be issued in any rolling
10-year period for the purposes of share awards. As disclosed at listing, Raspberry Pi has
elected to apply a higher dilution limit in its share plans of 14% in ten years rather than the
UKstandard 10% in ten years to reflect that it competes for talent with US and international
tech businesses where broad-based equity participation is common. Our current dilution
usage, incorporating the anticipated grants in 2025 is 1.2%, meaning we have significant
headroom of 12.8% against our dilution budget. While we principally intend to use issued
shares for the purposes of share awards, we may also use market purchase shares
whereappropriate.
Statement of voting at AGM
There is no historical voting to disclose on Directors’ remuneration as the 2025 AGM will
betheCompany’s first as a publicly listed company. AGM voting outcomes will be disclosed
infuture reports.
Sherry Coutu CBE
Chair of the Remuneration Committee
1April 2025
Directors’ remuneration report continued
89 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

The Directors have pleasure in presenting their Annual Report and audited financial statements
of the Group and the Company for the year ended 31 December 2024.
Information contained elsewhere in the Annual Report
The Directors’ Report contains certain statutory, regulatory and other information and incorporates,
by reference, the Strategic Report, Corporate Governance Report, Directors’ Remuneration
Report and financial statements included elsewhere in this document.
Additional information which is incorporated by reference into this Directors’ Report, including
information required in accordance with the Companies Act 2006 and the Listing Rule 9.8.4R
of the UK Financial Conduct Authority’s Listing Rules, can be located as follows:
Disclosure Location
Future business
development
Page 17 of the Strategic Report
People, culture and
employee engagement
Pages 24 and 43 of the Strategic Report and pages 59 and 60 of
the Corporate Governance Report
Directors who held office
during the period and
their responsibilities
Pages 54 and 55 of the Corporate Governance Report
Directors’ interests
Page 87 of the Directors’ Remuneration Report
Details of long-term
incentive schemes
Pages 83 and 86 of the Directors’ Remuneration Report
Greenhouse gas
emissions
Page 40 of the SECR disclosures
Corporate details
Raspberry Pi Holdings plc (the “Company”) is a public limited company incorporated in England
and Wales, with its registered office at 194 Cambridge Science Park, Milton Road, Cambridge,
England CB4 0AB. The company number is 15557387.
The Company’s corporate restructuring began on 12 March 2024, when Raspberry Pi ListCo
Ltd was incorporated as a private limited company. On 23 May 2024, Raspberry Pi ListCo Ltd
acquired Raspberry Pi Ltd for $288.1 million in a share-for-share exchange and subsequently,
on 3 June 2024, the Company was re-registered as Raspberry Pi Holdings plc. This process
culminated on 11 June 2024, when the ordinary share capital was listed on the
London Stock Exchange.
Annual general meeting
The 2025 annual general meeting of the Company will be held on 20 May 2025 at 8:30am in
Cambridge. The notice convening the meeting, together with details of the business to be
considered and explanatory notes for each resolution, will be published separately and is
available on the Company’s website.
Directors
The Directors of the Company who served during the year, and those appointed after the end
of the financial year, are shown on pages 54 and 55. Details of the Directors’ interests in shares
can be found in the Directors’ Remuneration Report on 87. During the year, no Director had any
material interest in any contract with the Company or a subsidiary being a contract of
significance in relation to the Company’s business.
Power of Directors
The Directors are responsible for the management of the business of the Company and may
exercise all powers of the Company subject to applicable legislation and regulation and the
Company’s Articles.
The rules governing the appointment and replacement of Directors are set out in the
Company’s Articles of Association. The Articles of Association may be amended by special
resolution of the Company’s shareholders. A copy of the Articles of Association can be found
on the Company’s website: https://investors-assets.raspberrypi.com/ipo.
Directors’ indemnities and liability insurance
The Company’s Articles of Association provide, subject to the provision of UK legislation, an
indemnity for Directors and officers of the Company in respect of liabilities they may incur in
the discharge of their duties or in the exercise of their powers.
Without prejudice, the Directors have the right to purchase and maintain insurance for the
benefit of any person who is or was at any time a Director or Secretary of the Company or any
person who is or was at any time a trustee of any pension fund or employees’ share scheme in
which employees of the Group are interested. This includes insurance against any liability
(including all costs, charges, losses and expenses in relation to such liability) incurred by or
attaching to such person in relation to such person’s duties, powers or offices in relation to the
Company, or any such pension fund or employees’ share scheme.
Directors’ report
90 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Research and development
We prioritise in-house development with a small, highly skilled engineering team, releasing
newcore hardware every three to four years and developing successors to Raspberry Pi 5 and
Raspberry Pi Pico, incorporating semiconductor products like RP2350, launched this year.
In accordance with IAS 38 “Intangible Assets”, internal development costs are capitalised when
the criteria outlined in critical judgement 2.5.1 on pages 111 and 112 are met.
Research and development costs were $17.9 million. These are the costs associated with the
Group’s efforts to develop new products and are primarily made up of the labour and related
costs remaining after capitalisation of allowable labour and related development costs, and
theamortisation of such costs capitalised in prior periods. Given the Group’s rapid growth,
foreach of the periods presented, the value of costs being capitalised to the Consolidated
Statement of Financial Position have been approximately three times the value of the
amortisation of such costs capitalised in the prior period.
Financial instruments and risk management
The Board regulates the use of free-standing derivatives (such as forward foreign exchange
contracts) in accordance with established risk management strategies. Derivatives have
beenemployed only once this year to mitigate foreign exchange exposure related to the IPO
proceeds and have never spanned a month-end reporting date. At the year end, all financial
instruments are measured at amortised cost; further information on financial instruments
andrisk management is given in Note 24 to the consolidated financial statements.
Results and dividends
The year’s results are set out in the Consolidated Statement of Comprehensive Income. The Directors
are not recommending a final dividend for the financial year ended 31 December 2024.
Share capital
As of 31 December 2024, the Company’s share capital consisted of 193,415,715 ordinary
shares in issue and 61,610,435 deferred shares, with a nominal value of 0.0025 pence.
The deferred shares have no right to receive dividends or other distributions, no right to receive
notice of, attend or vote at any general meeting of the Company and no right of redemption.
During the financial year, the Company did not purchase any of its own shares. No shareholders
have waived rights to dividends.
Major shareholders
As at 31 December 2024, the Company had been notified under the Disclosure and
Transparency Rules (“DTR 5”) of the following notifiable interests in the Company’s issued
share capital.
At 31 December 2024
Number of voting
rights
Percentage of
voting rights held
Raspberry Pi Foundation 90,326,121 46.70
Arm Technology Investments 16,252,185 8.40
Lansdowne Partners 12,211,426 6.31
Steve White Investment Management 7,120,684 3.68
Employee Benefit Trust 6,592,359 3.41
Ezrah Charitable Trust 6,430,098 3.32
Hargreaves Lansdown 5,978,981 3.09
No changes to major shareholders were disclosed to the Company between 1 January 2025
and 27 March 2025.
Shareholder and voting rights
All members who hold ordinary shares are entitled to receive notice of, attend and speak at any
general meeting of the Company. Every member who is present in person or by proxy (who has
been duly appointed) at the meeting shall have one vote, and on a poll every member who is
present in person or by proxy shall have one vote for every share of which such member is the
holder. The Notice of General Meeting specifies the deadlines for exercising voting rights and
appointing a proxy.
The Company is not aware of any agreements between shareholders that may result in
restrictions on the transfer of securities and voting rights. There are no restrictions on the
transfer of ordinary shares in the Company other than certain restrictions imposed by laws and
regulations (such as insider trading laws and market requirements relating to closed periods)
and requirements of internal rules and procedures whereby Directors and certain employees of
the Company are required to hold certain shares for a set period and also prior approval to deal
in the Company’s securities.
Directors’ report continued
91 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Controlling shareholders
A “controlling shareholder” is defined in the Listing Rules as any person who exercises or
controls, on their own or together with any person with whom they are acting in concert, 30%
or more of the votes able to be cast on all, or substantially all, matters at general meetings of
the Company.
As shown above as at 31December 2024, the Raspberry Pi Foundation through its subsidiary
Raspberry Pi Mid Co Ltd holds a 46.7% equity stake in the Group. Immediately before the
IPOon 11 June 2024, the Group formalised a Relationship Agreement with the Foundation
touphold corporate independence. This agreement remains effective until the Foundation’s
shareholding decreases below 10% or the Group’s shares are delisted. It stipulates that all
transactions must occur on arm’s length terms and prohibits the Foundation from voting on
matters affecting itself or engaging in actions that breach Listing Rules or compromise the
Group’s independence.
The Ezrah Charitable Trust holds a 3.32% shareholding as at the year-end date. As disclosed to
the takeover panel prior to the initial public offering in May 2024, the Group believes that Ezrah
acts in concert with the Foundation. With a combined shareholding of 50.02%, a parallel
Relationship Agreement with Ezrah was also executed on 11 June 2024.
The Foundation is entitled to nominate up to two Non-Executive Directors if its shareholding
exceeds 25%, or one if it is between 10% and 25%. Currently, Daniel Labbad serves as the
Director nominated by the Foundation. All other Board members were appointed without
external influence and are regarded as independent.
Change of control and loss of office
The Company is not party to any significant agreements which take effect, alter or terminate
solely upon a change of control of the Company. However, in the event of a change of control
of the Company, Raspberry Pi Holdings plc’s Revolving Credit Facility will be subject to early
repayment in full if a majority of the lending banks give written notice, or in part if a lending
bank gives written notice following a change of control.
The Company’s share option plans and its Long-Term Incentive Plan contain provisions
regarding a change of control. Outstanding options and awards may vest on a change of
control, subject to the satisfaction of any relevant performance conditions.
Directors’ service contracts are terminable by the Company on giving one year’s notice.
Thereare no agreements between the Company and its Directors or employees providing for
additional compensation for loss of office or employment (whether through resignation,
redundancy, retirement or otherwise) that occurs because of a takeover bid.
Political donations
The Group did not make any political donations during the year.
Branches
The Company has no overseas branches.
Auditor
In accordance with section 489 of the Companies Act 2006, a resolution proposing to
reappoint Grant Thornton LLP as auditor to the Group will be proposed at the AGM, with a level
of remuneration subject to the approval of the Audit and Risk Committee.
Disclosure of information to the auditor
Each of the Directors at the date of the approval of this report confirms that:
• so far as the Director is aware, there is no relevant audit information of which the Company’s
auditor is unaware; and
• the Director has taken all the reasonable 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 auditor is aware of the information.
The confirmation is given and should be interpreted in accordance with the provisions of
section 418 of the Companies Act 2006.
Events after the reporting period
Details of important events affecting Raspberry Pi since 31 December 2024 are disclosed in
Note 32 to the consolidated financial statements.
The Directors’ Report has been approved by the Board and is signed on its behalf by:
Richard Boult
Chief Financial Officer
1April 2025
Directors’ report continued
92 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

The Directors are responsible for preparing the Annual Report, the Directors’ Remuneration
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 with UK-adopted
International Accounting Standards (“IAS”), with International Financial Reporting Standards
(“IFRS”) as issued by the International Accounting Standards Board (“IASB”) and with the
requirements of the Companies Act 2006 (the “Act”). The Directors have also chosen to
prepare the standalone Company financial statements in accordance with Financial Reporting
Standard 102 (“FRS 102”) “The Financial Reporting Standard applicable in the UK and Republic
of Ireland” and with the requirements of the Companies Act 2006.
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 the
Company and of the profit or loss of the Group and Company for that period. In preparing
these financial statements, the Directors are required to:
• select suitable accounting policies and then apply them consistently;
• present information, including accounting policies, in a manner that provides relevant,
reliable, comparable and understandable information;
• make judgements and accounting estimates that are reasonable andprudent;
• provide additional disclosures when compliance with the specific requirements in IFRS is
insufficient to enable users to understand the impact of particular transactions, other events
and conditions of the entity’s financial performance;
• for the Group financial statements, state whether International Accounting Standards in
conformity with the requirements of the Companies Act 2006 and IFRS have been followed,
subject to any material departures disclosed and explained in the financial statements;
• for the standalone Company financial statements, state whether applicable UK accounting
standards have been followed, subject to any material departures disclosed and explained in
the Company financial statements; and
• prepare the financial statements on the going concern basis unless it is inappropriate to
presume that the Company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to
show and explain the transactions, and disclose with reasonable accuracy at any time the
financial position of the Group and the Company, and enable them to ensure that the financial
statements and the Directors’ Remuneration Report comply with the Companies Act 2006
and,as regards the Group financial statements, Article 4 of the IAS Regulation. They are also
responsible for safeguarding the assets of the Group and the Company and hence for taking
reasonable steps for the prevention and detection of fraud and other irregularities.
Under applicable law and regulations, the Directors are also responsible for preparing a
Strategic Report, Directors’ Report, Directors’ Remuneration Report and Corporate Governance
Statement that comply with that law and those regulations.
Each of the Directors, whose names and functions are listed in the Board of Directors section
on pages 54 and 55, confirm that, to the best of their knowledge:
• so far as the Directors are aware, there is no relevant audit information of which the Group’s
and the Company’s auditors are unaware; and
• the Directors have taken all the steps that they ought to have taken as Directors in order to
make themselves aware of any relevant audit information and to establish that the Group’s
and the Company’s auditors are aware of that information.
The Directors are responsible for preparing the Annual Report in accordance with applicable
laws and regulations. The Directors consider the Annual Report and financial statements,
taken as a whole, provides the information necessary to assess the Group and Company’s
performance, business model and strategy, and is fair, balanced and understandable.
The Directors are responsible for the maintenance and integrity of the corporate and financial
information included on the Group and Company’s website. Legislation in the United Kingdom
governing the preparation and dissemination of the financial statements may differ from
legislation in other jurisdictions.
These statements were approved by the Board on 1 April 2025 and signed on its behalf by:
Dr Eben Upton CBE FREng
Chief Executive Officer
1April 2025
Statement of Directors’ responsibilities
93 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

94 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements
Financial statements
Inside this section:
95 Independent auditor’s report
106 Consolidated statement of comprehensive income
107 Consolidated statement of financialposition
108 Consolidated statement of changes inequity
109 Consolidated statement of cash flows
110 Notes to the consolidated financialstatements
134 Company balance sheet
134 Company statement of changes inequity
135 Notes to the Company financial statements
138 Company information and contact details

Opinion
Our opinion on the financial statements is unmodified
We have audited the financial statements of Raspberry Pi Holdings plc (the “parent
company”) and its subsidiaries (the “Group”) for the period ended 31 December 2024,
which comprise the Consolidated Statement of Comprehensive Income, the
Consolidated Statement of Financial Position, the Consolidated Statement of Changes
in Equity, the Consolidated Statement of Cash Flows, the Company Balance Sheet, the
Company Statement of Changes in Equity and notes to the financial statements,
including material accounting policy information. The financial reporting framework
that has been applied in the preparation of the Group financial statements is applicable
law and UK-adopted international accounting standards. The financial reporting
framework that has been applied in the preparation of the parent company financial
statements is applicable law and United Kingdom Accounting Standards, including
Financial Reporting Standard 102 “The Financial Reporting Standard applicable in the
UK and Republic of Ireland” (United Kingdom Generally Accepted Accounting Practice).
In our opinion:
• the financial statements give a true and fair view of the state of the Group’s and of
the parent company’s affairs as at 31 December 2024 and of the Group’s profit for
the period then ended;
• the Group financial statements have been properly prepared in accordance with UK-
adopted international accounting standards;
• the parent company financial statements have been properly prepared in accordance
with United Kingdom Generally Accepted Accounting Practice; and
• the financial statements have been prepared in accordance with the requirements of
the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs
(UK)) and applicable law. Our responsibilities under those standards are further described in
the “Auditor’s responsibilities for the audit of the financial statements” section of our report.
We are independent of the Group and the parent company in accordance with the ethical
requirements that are relevant to our audit of the financial statements in the UK, including the
FRC’s Ethical Standard as applied to listed public interest entities, and we have fulfilled our
other ethical responsibilities in accordance with these requirements. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
We are responsible for concluding on the appropriateness of the Directors’ use of the going
concern basis of accounting and, based on the audit evidence obtained, whether a material
uncertainty exists related to events or conditions that may cast significant doubt on the
Group’s and the parent company’s ability to continue as a going concern. If we conclude that
amaterial uncertainty exists, we are required to draw attention in our report to the related
disclosures in the financial statements or, if such disclosures are inadequate, to modify the
auditor’s opinion. Our conclusions are based on the audit evidence obtained up to the date of
our report. However, future events or conditions may cause the Group or the parent company
to cease to continue as a going concern.
Our evaluation of the Directors’ assessment of the Group’s and the parent company’s ability
tocontinue to adopt the going concern basis of accounting included the following procedures:
• We obtained and assessed management’s assessment of going concern assumptions
andsupporting information, including budgets and cash flow forecasts for the period to
30April 2026.
• We tested the arithmetical accuracy of the model.
• We evaluated historical forecasting accuracy by comparing to the forecasts made in 2023
for the current period against the actual results in the current period.
• We reviewed the actual results of the Group post 31 December 2024 up to the date
ofsigning the audit opinion to determine whether actual results are in line with
budgetedresults.
• We challenged the key assumptions used by management in the going concern model for
adequacy and assessed whether purchase commitments for component inventory have
been appropriately included within the forecasts.
• We obtained an understanding of the revolving credit facility signed in March 2025 and the
impact of the covenants on management’s sensitivity analysis.
Independent auditor’s report
to the members of Raspberry Pi Holdings plc
95 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Conclusions relating to going concern continued
• We obtained management’s sensitivity analysis and reverse stress test forecasts,
assessedthese for reasonableness and challenged management’s plans and options
formitigating actions.
• We reviewed the disclosures concerning the going concern basis of preparation of the
financial statements and assessed these for adequacy and completeness.
• We considered and inquired whether management and those charged with governance were
aware of events and conditions beyond the period of management’s assessment that cast
significant doubt on the Group’s ability to continue as a going concern.
In our evaluation of the Directors’ conclusions, we considered the inherent risks associated
with the Group’s and the parent company’s business model including effects arising from
macro-economic uncertainties such as the cost of living crisis and threatened US tariffs, we
assessed and challenged the reasonableness of estimates made by the Directors and the
related disclosures and analysed how those risks might affect the Group’s and the parent
company’s financial resources or ability to continue operations over the going concern period.
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.
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 parent company’s ability to continue as a going concern for a period of at
least twelve months from when the financial statements are authorised for issue.
In relation to the Group’s reporting on how it has applied the UK Corporate Governance Code,
we have nothing material to add or draw attention to in relation to the Directors’ statement in
the financial statements about whether the Directors considered it appropriate to adopt the
going concern basis of accounting.
Our responsibilities and the responsibilities of the Directors with respect to going concern are
described in the relevant sections of this report.
Our approach to the audit
Overview of our audit approach
Overall materiality:
Group: $987,000, which represents approximately 5% of
the Group’s profit before tax excluding IPO-related costs.
Parent company: $836,000, which represents
approximately 0.3% of the parent company’s total assets.
Key audit matters were identified as:
• Capitalisation of development costs; and
• Net realisable value of inventory.
We performed an audit of financial information using
component materiality (full-scope audit procedures) for
Raspberry Pi Ltd and an audit of one or more classes of
transactions (specific scope procedures) for Raspberry
Pi Holdings plc (the parent company).
The components which were subject to full-scope and
specific scope audit procedures contributed 100% of the
group’s revenue, 94% of the Group’s absolute profit
before tax and 100% of the Group’s total assets.
We performed analytical procedures using group
materiality on the financial information of the remaining
group component which is based in the United States
ofAmerica.
Independent auditor’s report continued
to the members of Raspberry Pi Holdings plc
96 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most
significance in our audit of the financial statements of the current period and include the
mostsignificant assessed risks of material misstatement (whether or not due to fraud) that
weidentified. These matters included those that had the greatest effect on: the overall audit
strategy; the allocation of resources in the audit; and directing the efforts of the engagement
team. These matters were addressed in the context of our audit of the financial statements
asa whole, and in forming our opinion thereon, and we do not provide a separate opinion
onthese matters.
In the graph below, we have presented the key audit matters and significant risks relevant to
the audit. This is not a complete list of all risks identified by our audit.
Independent auditor’s report continued
to the members of Raspberry Pi Holdings plc
97 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Key audit matters continued
Key Audit Matter – Group How our scope addressed the matter – Group
Capitalisation of development costs
We identified the capitalisation of development costs as one of the most significant assessed
risks of material misstatement due to fraud and error.
Under IAS 38 “Intangible Assets”, development costs are capitalised if certain criteria have
been met. The amount of costs capitalised during the period is material. There is a risk that
the capitalised development costs do not meet the criteria for capitalisation.
There is significant risk due to fraud, particularly in the potential misallocation of costs
between projects to achieve targeted financial outcomes by increasing the proportion
ofcostscapitalised to improve profitability.
Additionally, there is judgement involved in meeting the IAS 38 criteria, which may lead to
errors resulting in inappropriate capitalisation of development expenditures during the period.
In responding to the key audit matter, we performed the following audit procedures:
• Obtained an understanding of the capitalisation process and evaluated the design and
implementation of relevant controls therein;
• Assessed the relevant projects to determine whether capitalisation had occurred in
accordance with the criteria specified by IAS 38. This included discussions with Group
management outside of the finance team;
• To assess if time had been appropriately allocated to projects, we held discussions with a
selection of engineers, gained an understanding of how they had spent their time during the
period and assessed whether this was consistent with their timesheet data, which is used to
calculate the costs to be capitalised against each project;
• Agreed a sample of relevant time costs to payroll and other supporting records, such as
timesheets, as appropriate to determine the accuracy of the costs;
• Agreed a sample of other costs capitalised in the period to external invoices to determine
the accuracy of the costs, whether the project detailed on the purchase order for the items in
our sample was consistent with the project against which the cost was capitalised, and that
the costs did not relate to maintenance of existing on-market projects; and
• Assessed the adequacy and completeness of related disclosures in the Annual Report.
Relevant disclosures in the Annual Report and Accounts
• Financial statements: Note 2.5.1 Critical Judgement: Capitalisation of internal and external
development costs, Note 11 Intangible Assets
• Audit and Risk Committee Report: Page 62
Our results
Based on our audit work, we did not identify any material errors in respect of the development
costs capitalised during the period.
Independent auditor’s report continued
to the members of Raspberry Pi Holdings plc
98 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Key audit matters continued
Key Audit Matter – Group How our scope addressed the matter – Group
Net realisable value of inventory
We identified the net realisable value of inventory as one of the most significant assessed
risks of material misstatement due to fraud and error.
The inventory balance held by the Group is material and has increased significantly during
theperiod.
There is a risk that inventory may be misstated due to improper valuation.
We pinpointed this risk to the inventory provision for finished goods and components
relatingto previous generations of product and customer-specific inventory as this is open
toheightened uncertainty as new products come to market and presents the greatest
opportunity for fraud and error. Specifically, there is an increased level of complexity and
therefore risk of error when determining the amounts to be provided against this type
ofinventory as well as increased opportunity to fraudulently understate the level of
provisionrequired.
In responding to the key audit matter, we performed the following audit procedures:
• Obtained an understanding of the inventory provisioning process and evaluated the design
and implementation of relevant controls therein;
• Performed a look back test to compare inventory write offs and actual sales with the prior
period provision;
• Assessed the stock valuation policy to test whether it is consistent with the comparative
period and in accordance with IAS 2 “Inventories”;
• Assessed the provisioning risk on a product line basis using a risk-based approach, based
on our knowledge of recent product launches and sales data;
• Performed a granular review at a stock keeping unit (SKU) level, being the level of detail
adopted by management;
• Challenged management, including both the engineering and finance teams, where specific
SKUs had historically low levels of usage or exceeded the volume of other related
components and obtained evidence to support key assumptions;
• Evaluated whether assumptions for expected usage were reasonable and consistent
withother accounting estimates such as impairment models, going concern and
viabilityforecasts;
• Reviewed the inventory provision, agreed the inputs to the period end inventory records
andreperformed management’s calculation; and
• Assessed the adequacy and completeness of related disclosures in the Annual Report.
Relevant disclosures in the Annual Report and Accounts
• Financial statements: Note 2.5.3 Critical estimate: Net realisable value of inventory,
Note15,Inventories
• Audit and Risk Committee report: Page 62
Our results
Based on our audit work, we did not identify any material errors in respect of the net realisable
value of inventory as at 31 December 2024.
We did not identify any key audit matters relating to the audit of the financial statements of the parent company only.
Independent auditor’s report continued
to the members of Raspberry Pi Holdings plc
99 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Our application of materiality
We apply the concept of materiality both in planning and performing the audit, and in evaluating the effect of identified misstatements on the audit and of uncorrected misstatements, if any, on
the financial statements and in forming the opinion in the Auditor’s Report.
Materiality was determined as follows:
Materiality measure Group Parent company
Materiality for financial statements
as a whole
We define materiality as the magnitude of misstatement in the financial statements that, individually or in the aggregate, could reasonably be
expected to influence the economic decisions of the users of these financial statements. We use materiality in determining the nature, timing and
extent of our audit work.
Materiality threshold $987,000, which represents 5% of the Group’s forecast profit before tax
excluding IPO-related costs.
$836,000, which represents approximately 0.3% of the parent
company’s net assets.
Significant judgements made by
auditor in determining materiality
In determining materiality, we made the following significant judgements:
• The Group’s profit before tax is considered the most appropriate
benchmark because it is a prominent key performance measure for
users of the financial statements; and
• IPO-related costs are material and not expected to recur. We
excluded them from our benchmark to better reflect the underlying
profitability of the Group.
In determining materiality, we made the following significant judgements:
• The parent company’s net assets is considered the most appropriate
benchmark because the largest financial statement line items are
investments and intercompany receivables, and its principle activity is
that of an investment holding company which does not trade.
Significant revisions of materiality
threshold that were made as the
auditprogressed
We calculated materiality during the planning stage of the audit and
then during the course of our audit, we re-assessed initial materiality
based on actual profit before tax for the year ended 31 December 2024
and adjusted our audit procedures accordingly.
We calculated materiality during the planning stage of the audit and
then during the course of our audit, we re-assessed initial materiality
based on the revision to group materiality.
Independent auditor’s report continued
to the members of Raspberry Pi Holdings plc
100 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Our application of materiality continued
Performance materiality used
todrive the extent of our testing
We set performance materiality at an amount less than materiality for the financial statements as a whole to reduce to an appropriately low level the
probability that the aggregate of uncorrected and undetected misstatements exceeds materiality for the financial statements as a whole.
Performance materiality threshold $690,900, which is 70% of financial statement materiality.
The range of component performance materialities used across the
Group was $654,500 to $585,200.
$585,200, which is 70% of financial statement materiality.
Parentcompany component performance materiality has been
cappedat an amount less than group performance materiality
forgroup audit purposes.
Significant judgements made
byauditor in determining
performance materiality
In determining performance materiality, we made the following
significant judgements:
• Our understanding of the Group, updated during the performance of
risk assessment procedures; and
• Our experience with auditing the financial statements of Raspberry Pi
Ltd in previous years (for example, the level of uncorrected
misstatements in the prior year).
In determining component performance materiality, we made the
following significant judgements:
• Extent of disaggregation of financial information across components.
All of the Group’s revenue and the majority of its expenses and other
income are included within a single component.
For each component in scope for our group audit, we allocated
aperformance materiality that is less than our overall group
performance materiality.
In determining performance materiality, we made the following
significant judgements:
• Our understanding of the entity, updated during the performance
ofrisk assessment procedures; and
• The fact that this is the parent company’s first set of
financialstatements.
Specific materiality We determine specific materiality for one or more particular classes of transactions, account balances or disclosures for which misstatements of
lesser amounts than materiality for the financial statements as a whole could reasonably be expected to influence the economic decisions of users
taken on the basis of the financial statements.
Specific materiality We determined a lower level of specific materiality for the following areas:
• Directors remuneration; and
• Transactions with Directors’ Related Parties external to the Group.
We determined a lower level of specific materiality for the following areas:
• Directors remuneration; and
• Transactions with Directors’ Related Parties external to the Group.
Communication of misstatements
tothe Audit and Risk Committee
We determine a threshold for reporting unadjusted differences to the Audit and Risk Committee.
Threshold for communication $49,400, which represents 5% of financial statement materiality, and
misstatements below that threshold that, in our view, warrant reporting
on qualitative grounds.
$41,800, which represents 5% of financial statement materiality, and
misstatements below that threshold that, in our view, warrant reporting
on qualitative grounds.
Materiality measure Group Parent company
Independent auditor’s report continued
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101 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Our application of materiality continued
The graph below illustrates how performance materiality and the range of component
performance materiality interacts with our overall materiality and the threshold for
communication to the Audit and Risk Committee.
Overall materiality – Group Overall materiality – Parent
FSM: Financial statement materiality, PM: Performance materiality, RoPM: range of performance materiality at
twocomponents, TfC: Threshold for communication to the Auditand Risk Committee
An overview of the scope of our audit
We performed a risk-based audit that requires an understanding of the Group’s and the parent
company’s business and in particular matters related to:
Understanding the Group, its components, their environments, and its system of internal
control including common controls
• The engagement team obtained an understanding of the Group and its components, their
environment, and its system of internal control, including the nature and extent of common
controls and centralised activities relevant to financial reporting, and assessed the risks of
material misstatement at the group level;
• The engagement team noted that accounting for all components is performed within a
central function within the United Kingdom and therefore determined that component audit
work should be performed by the group audit team.
Identifying components at which to perform audit procedures
• The group auditor determined the components at which to perform audit procedures by
considering the following:
– The Group’s trading subsidiary, Raspberry Pi Ltd, individually includes a risk of
materialmisstatement to the group financial statements as it contains all of the Group’s
external revenue.
– The Parent company was included in scope for further audit procedures to obtained
sufficient appropriate audit evidence for significant classes of transactions.
Type of work to be performed on financial information of parent and other components
(including how it addressed the key audit matters)
• Audit procedures were performed on the entire financial information of Raspberry Pi Ltd
(full-scope audit). This work included full coverage of the two key audit matters described
inthe relevant section of this report.
• In the context of the group audit, the audit of the parent company included one or
moreclasses of transactions including specified, risk focused audit procedures
(specificscope procedures).
• Analytical procedures at Group level (analytical procedures) were performed on the
group’sNorth American subsidiary. The Group’s other subsidiary has not traded and
hasnobalances.
Independent auditor’s report continued
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102 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

An overview of the scope of our audit continued
Performance of our audit
• All audit procedures were performed from a single location, being the Group’s Head Office in
the United Kingdom, with the exception of physical inventory count procedures.
• Full-scope audit and specific scope audit procedures provided coverage of 100% of Group
revenue, 100% of Group total assets, and 94% of Group absolute profit before tax; and
• Our audit work included interim testing in advance of the period end, evaluation of the
Group’s internal control environment, the consolidation process and consideration of IT
systems and assessment of the design and implementation of IT controls.
Further audit procedures performed on components subject to specific scope and specified
procedures may not have included testing of all significant account balances of such
components, but further audit procedures were performed on specific accounts within that
component that we, the group auditor, considered had the potential for the greatest impact on
the Group financial statements either due to risk, size or coverage.
The components within the scope of further audit procedures accounted for the following
percentages of the Group’s results, including the key audit matters identified:
Audit approach
No. of
components
% coverage
Group total
assets
% coverage
Group
revenue
% coverage
Group absolute
PBT
Full-scope audit 1 100 100 82
Specific scope audit 1 – – 12
Full-scope and specific scope
procedures coverage 2 100 100 94
Analytical procedures 1 – – 6
Total 3 100 100 100
Other information
The other information comprises the information included in the Annual Report and Accounts,
other than the financial statements and our Auditor’s Report thereon. The Directors are
responsible for the other information contained within the Annual Report and Accounts.
Ouropinion on the financial statements does not cover the other information and, except
tothe extent otherwise explicitly stated in our report, we do not express any form of
assuranceconclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other
information is materially inconsistent with the financial statements or our knowledge obtained
in the audit or otherwise appears to be materially misstated. If we identify such material
inconsistencies or apparent material misstatements, we are required to determine whether
there is a material misstatement in the financial statements themselves. If, based on the work
we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact.
We have nothing to report in this regard.
Our opinions on other matters prescribed by the Companies Act 2006 are unmodified
In our opinion, the part of the Directors’ Remuneration Report to be audited has been
properly prepared in accordance with the Companies Act 2006.
In our opinion, based on the work undertaken in the course of the audit:
• the information given in the Strategic Report and the Directors’ Report for the
financial period for which the financial statements are prepared is consistent with the
financial statements and those reports have been prepared in accordance with
applicable legal requirements;
• the information about internal control and risk management systems in relation to
financial reporting processes and about share capital structures, given in compliance
with rules 7.2.5 and 7.2.6 in the Disclosure Rules and Transparency Rules sourcebook
made by the Financial Conduct Authority (the FCA Rules), is consistent with the
financial statements and has been prepared in accordance with applicable legal
requirements; and
• information about the Company’s corporate governance code and practices and
about its administrative, management and supervisory bodies and their committees
complies with rules 7.2.2, 7.2.3 and 7.2.7 of the FCA Rules.
Matters on which we are required to report under the Companies Act 2006
In the light of the knowledge and understanding of the Group and the parent company and
their environment obtained in the course of the audit, we have not identified material
misstatements in:
• the Strategic Report or the Directors’ Report; or
• the information about internal control and risk management systems in relation to financial
reporting processes and about share capital structures, given in compliance with rules 7.2.5
and 7.2.6 of the FCA Rules.
Independent auditor’s report continued
to the members of Raspberry Pi Holdings plc
103 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Matters on which we are required to report by exception
We have nothing to report in respect of the following matters in relation to which the
Companies Act 2006 requires us to report to you if, in our opinion:
• adequate accounting records have not been kept by the parent company, or returns
adequate for our audit have not been received from branches not visited by us; or
• the parent company financial statements and the part of the Directors’ Remuneration Report
to be audited are not in agreement with the accounting records and returns; or
• certain disclosures of Directors’ remuneration specified by law are not made; or
• we have not received all the information and explanations we require for our audit; or
• a corporate governance statement has not been prepared by the parent company.
Corporate governance statement
We have reviewed the Directors’ statement in relation to going concern, longer-term viability
and that part of the Corporate Governance Statement relating to the Group’s compliance
withthe provisions of the UK Corporate Governance Code specified for our review by the
Listing Rules.
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 or our knowledge obtained during the audit:
• the Directors’ statement with regards to the appropriateness of adopting the going concern
basis of accounting and any material uncertainties identified set out on page 51;
• the Directors’ explanation as to their assessment of the Group’s prospects, the period this
assessment covers and why the period is appropriate as set out on page 51;
• the Director’s statement on whether they have a reasonable expectation that the Group will
be able to continue in operation and meet its liabilities set out on page 51;
• the Directors’ statement on fair, balanced and understandable set out on page 93;
• the Board’s confirmation that it has carried out a robust assessment of the emerging
andprincipal risks set out on page 42;
• the Section of the Annual Report that describes the review of the effectiveness of risk
management and internal control systems set out on page 65; and
• the section describing the work of the Audit and Risk Committee set out on page 62.
Responsibilities of directors
As explained more fully in the Directors’ responsibilities statement set out on page 93, the
Directors are responsible for the preparation of the financial statements and for being satisfied
that they give a true and fair view, and for such internal control as the Directors determine is
necessary to enable the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, the Directors are responsible for assessing the Group’s
and the parent company’s ability to continue as a going concern, disclosing, as applicable,
matters related to going concern and using the going concern basis of accounting unless the
Directors either intend to liquidate the Group or the parent company or to cease operations, or
have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an
Auditor’s Report that includes our opinion. Reasonable assurance is a high level of assurance
but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect
a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in
the aggregate, they could reasonably be expected to influence the economic decisions of users
taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations.
Theextent to which our procedures are capable of detecting irregularities, including fraud,
isdetailed below:
• The following laws and regulations were identified as the most significant: UK-adopted
International Accounting Standards (IFRS), the FCA Listing Rules, Companies Act 2006 and
the relevant tax legislation in the United Kingdom and other jurisdictions in which the group
operates. In addition, we concluded that there are certain significant laws and regulations
that may have an effect on the determination of the amounts and disclosures in the financial
statements, including data security and protection, and health and safety.
• We made enquiries with management and the Audit and Risk committee concerning the
Group’s policies and procedures relating to:
– The identification, evaluation and compliance with laws and regulations.
– The detection and response to the risks of fraud; and
– The establishment of internal controls to mitigate risks related to fraud or non-compliance
with laws and regulations.
Independent auditor’s report continued
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104 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Auditor’s responsibilities for the audit of the financial statements continued
• We corroborated our inquires through our reading of Board meeting minutes and through
our review of professional fees incurred by the parent company and full scope component
during the period.
• We assessed the susceptibility of the Group and parent company’s financial statements to
material misstatement, including how fraud might occur, by evaluating management’s
incentives and opportunities for manipulation of the financial statements. This included the
evaluation of the risk of management override of controls. Audit procedures performed by
the audit engagement team included:
– Identifying and assessing the design effectiveness of controls management has in place
to prevent and detect fraud.
– Challenging the assumptions and judgements made by management in making its
significant accounting estimates.
– Utilising valuations experts in our testing of share based payment charges and the
discount rate within impairment models.
– Identifying and testing journal entries, any large or unusual journal entries recorded
inthegeneral ledger of the parent company and full scope component and other
adjustments made in the preparation of the group and parent company financial
statements; and assessing the extent of compliance with certain significant laws
andregulations that may have an effect on the determination of the accounts
anddisclosures in the financial statements.
– Confirming that the Group and parent company’s management has not identified any
matters of non-compliance with laws and regulations or fraud.
• In addition, we completed audit procedures to conclude on the compliance of disclosures in
the Annual Report with applicable financial reporting requirements.
• These audit procedures were designed to provide reasonable assurance that the financial
statements were free from fraud or error. The risk of not detecting a material misstatement
due to fraud is higher than the risk of not detecting one resulting from error and detecting
irregularities that result from fraud is inherently more difficult than detecting those that
result from error, as fraud may involve collusion, deliberate concealment, forgery or
intentional misrepresentations. Also, the further removed non-compliance with laws and
regulations is from events and transactions reflected in the financial statements, the less
likely we would become aware of it.
• The engagement partner's assessment of the appropriateness of the collective competence
and capabilities of the engagement team included consideration of the engagement team's:
– Understanding of, and practical experience with, audit engagements of a similar nature
and complexity, through appropriate training and participation; and
– Knowledge of the industry in which the group operates.
• We communicated relevant laws and regulations and potential fraud risks to all engagement
team members, including internal specialists, and remained alert to any indications of fraud
or non-compliance with laws and regulations throughout the audit. This included the key
audit matters as described above.
• No instances of non-compliance with laws and regulations or fraud were communicated to
the engagement team.
A further description of our responsibilities for the audit of the financial statements is located
on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities.
Thisdescription forms part of our auditor’s report.
Other matters which we are required to address
We were appointed by the Board on 26 November 2024 to audit the financial statements for
the period ending 31 December 2024. Our total uninterrupted period of engagement is 1 year,
covering the period ended 31 December 2024.
The non-audit services prohibited by the FRC’s Ethical Standard were not provided to the
Group or the parent company and we remain independent of the Group and the parent
company in conducting our audit.
Our audit opinion is consistent with the additional report to the Audit and Risk committee.
Use of our report
This report is made solely to the Company’s members, as a body, in accordance with
Chapter3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so
thatwe might state to the Company’s members those matters we are required to state to
them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we
do not accept or assume responsibility to anyone other than the Company and the Company’s
members as a body, for our audit work, for this report, or for the opinions we have formed.
Andrew Hodgekins
Senior Statutory Auditor
for and on behalf of Grant Thornton UK LLP
Statutory Auditor, Chartered Accountants
Cambridge
1 April 2025
Independent auditor’s report continued
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105 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

$ million
Notes
Revenue
3
259.5
265.8
Cost of sales
(196.3)
(199.8)
Gross profit
63.2
66.0
Research and development expenses
4
(17.9)
(10.6)
Administrative expenses
5
(27.7)
(17.8)
Operating profit
17.6
37.6
Finance income
8
1.1
1.4
Finance cost
8
(2.4)
(0.8)
Profit before taxation
16.3
38.2
Taxation charge
9
(4.6)
(6.6)
Profit for the year
11.7
31.6
Operating profit
17.6
37.6
Amortisation and depreciation
7
10.7
6.2
EBITDA
28.3
43.8
Employee share schemes
29
6.0
—
Non-recurring costs
5
2.9
—
Adjusted EBITDA
37.2
43.8
Basic
10
6.48
19.50
Diluted
10
6.20
17.75
The profit for the year is attributable to the shareholders of Raspberry Pi Holdings plc and is derived from continuing operations. There are no recognised gains or losses other than those
presented above.
The accompanying notes are an integral part of these consolidated annual financial statements.
Consolidated statement of comprehensive income
For the year ended 31December 2024
106 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

$ million
Notes
Intangible assets
11
73.2
58.6
Property, plant and equipment
12
4.5
5.1
Right-of-use assets
13
6.1
6.7
Other non-current assets
14
2.3
2.7
Total non-current assets
86.1
73.1
Inventories
15
156.7
108.1
Trade and other receivables
16
36.2
39.7
Current tax receivables
16
6.6
2.2
Cash and cash equivalents
17
45.8
42.2
Total current assets
245.3
192.2
Total assets
331.4
265.3
Trade and other payables
18
(96.1)
(81.2)
Provisions
(0.7)
(0.4)
Lease liabilities
21
(1.4)
(1.3)
Total current liabilities
(98.2)
(82.9)
Provisions
19
(1.9)
(0.8)
Other non-current liabilities
20
(6.0)
(6.4)
Lease liabilities
21
(4.8)
(5.8)
Deferred tax liabilities
25
(10.1)
(10.2)
Total non-current liabilities
(22.8)
(23.2)
Total liabilities
(121.0)
(106.1)
Net assets
210.4
159.2
$ million
Notes
Share capital
26
0.8
—
Share premium
26
32.4
65.4
Merger reserve
26
(221.9)
—
Share-based payments
27
2.7
1.3
Retained earnings
26
396.4
92.5
Total shareholders’ equity
210.4
159.2
The accompanying notes are an integral part of these consolidated annual financial statements.
The financial statements were approved by the Board of Directors and authorised for issue
on 1 April 2025. They were signed on its behalf by:
Dr Eben Upton CBE FREng Richard Boult
Chief Executive Officer Chief Financial Officer
Consolidated statement of financial position
As at 31December 2024
Registration number15557387
107 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

earnings
Total
At 1 January 2023
A
—
44.9
1.3
—
60.9
107.1
Profit for the period
—
—
—
—
31.6
31.6
Shares issued
—
20.5
—
—
—
20.5
At 31 December 2023
A
—
65.4
1.3
—
92.5
159.2
Profit for the period
—
—
—
—
11.7
11.7
Share-based payments
—
—
4.7
—
1.6
6.3
Share issued
—
0.8
—
—
—
0.8
Share reorganisation
B
288.1
(66.2)
—
(221.9)
—
—
Share capital reduction
B
(287.3)
—
—
—
287.3
—
Share listing proceeds
C
—
40.0
—
—
—
40.0
Share issuance costs
C
—
(7.6)
—
—
—
(7.6)
Share scheme settlement
—
—
(3.3)
—
3.3
—
At 31 December 2024
0.8
32.4
2.7
(221.9)
396.4
210.4
A Comparative period
The comparative figures presented from 1January 2023 align with Raspberry Pi Ltd’s 2023 annual accounts on the basis that the Company was not established as the parent entityof Raspberry Pi Ltd
until 23 May 2024. The consolidated accounts are presented as a continuation of Raspberry Pi Ltd’s business from 1January 2023, as the underlying operations and ownership remained unchanged.
The reorganisation only affected the share capital structure, not the underlying business.
B Share capital reorganisation and reduction
On 23May 2024, Raspberry Pi Holdings plc acquired Raspberry Pi Ltd for $288.1 million in a share-for-share exchange. Also, on 23May 2024 a special shareholder resolution was passed
toimmediately reduce the share capital toits nominal value, supported by a Directors’ solvency statement. Together with the reorganisation, this reduced share capital with acorresponding
increase of $287.3million in distributable retained earnings.
As consideration, shares were issued to the existing share owners, the previous share capital and $66.2 million of share premium were derecognised and the difference on consolidation
wasrecorded in a merger reserve. The share capital and share premium amounts shown following the share reorganisation(and the same day capital reduction) reflectthoseof
RaspberryPiHoldings plc.
C London Stock Exchange listing
On 11June 2024, Raspberry Pi Holdings plc listed on the London Stock Exchange, issuing 11.2 million new shares at £2.80 per share, generating $40.0 million gross proceeds and net proceeds
of $32.4 million after costs of $7.6 million were deducted from equity.
The accompanying notes are an integral part of these consolidated annual financial statements.
Consolidated statement of changes in equity
For the year ended 31December 2024
108 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

$ million
Notes
Cash flows from operating activities
23
(0.1)
24.4
Interest received
1.1
1.4
Tax paid
(4.2)
(4.7)
Net cash flows (used in)/generated from operating activities
(3.2)
21.1
Investment in other assets
—
(2.7)
Purchase of intangible assets
(20.9)
(19.2)
Purchase of property, plant and equipment
(2.2)
(3.9)
Net cash used in investing activities
(23.1)
(25.8)
Cash proceeds from IPO share issues
40.0
—
Share issuance costs of IPO shares
(7.6)
—
Cash proceeds from share issues (from pre-IPO)
0.8
15.1
Repayment of principal on lease liabilities
(2.2)
(0.3)
Payment of interest on lease liabilities
(0.4)
(0.2)
Interest and other financing charges
(0.8)
(0.6)
Net cash generated from financing activities
29.8
14.0
Net increase in cash and cash equivalents
3.5
9.3
Cash and cash equivalents at beginning of period
42.2
32.8
Effect of exchange rates on cash and cash equivalents
0.1
0.1
Cash and cash equivalents
17
45.8
42.2
The accompanying notes are an integral part of the consolidated annual financial statements.
Consolidated statement of cash flows
For the year ended 31December 2024
109 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

1 General information
Raspberry Pi Holdings plc (the “Company”) is a public limited company incorporated in England
and Wales. The Company’s registered office is at 194 Cambridge Science Park, Milton Road,
Cambridge, England CB4 0AB, and the company number is 15557387.
• On 12 March 2024: Raspberry Pi ListCo Ltd was incorporated as a private limited company.
• On 23 May 2024: Raspberry Pi ListCo Ltd acquired Raspberry Pi Ltd for $288.1 million.
• On 3 June 2024: The Company was re-registered as Raspberry Pi Holdings plc.
• On 11 June 2024: The ordinary share capital was listed on the London Stock Exchange.
• On 23 September 2024: The Company was added to the FTSE 250.
2 Basis of presentation and accounting policies
Explained below are the key accounting policies of Raspberry Pi Holdings plc and all its
subsidiaries (the “Group”).
2.1 Basis of preparation
The consolidated financial statements are prepared in accordance with UK-adopted
International Accounting Standards (“IAS”) with International Financial Reporting Standards
(“IFRS”) as issued by the International Accounting Standards Board (“IASB”) and with the
requirements of the Companies Act 2006 (the “Act”).
These consolidated financial statements are the first full year report for Raspberry Pi Holdings plc,
the newly formed Group. The prior period is presented as a continuation of the former Raspberry Pi
Ltd’s UK-IFRS accounts, as though the reorganisation had taken place at the start of the earliest
period presented, except for the consolidated reserves of the Group, which were adjusted to
reflect the capital reorganisation explained opposite.
These financial statements should be read in conjunction with the annual financial statements
of Raspberry Pi Ltd for the year ended 31 December 2023 which have been prepared in
accordance with UK-adopted IFRS and the Companies Act 2006 applicable to companies
reporting under IFRS. These are available at Companies House and in the investor section
of the corporate website.
These consolidated financial statements have been prepared under the historical cost convention
unless otherwise stated. The Group’s presentation currency is US Dollars, rounded to the nearest
point million. Since all material subsidiaries have US Dollars as their functional currency, there
is no foreign exchange upon consolidation and hence any cumulative translation reserve.
The standalone entity, Raspberry Pi Holdings plc, prepares its individual financial statements
in accordance with Financial Reporting Standard 102 (“FRS 102”) “The Financial Reporting
Standard applicable in the UK and Republic of Ireland“ and with the requirements of the
Companies Act 2006. No material adjustments are needed to follow the Group’s IFRS
accounting policies, as they are the same when applied in practice.
2.2 Capital reorganisation
On 23 May 2024 Raspberry Pi Holdings plc acquired the entire shareholding of Raspberry Pi Ltd
for $288.1 million by way of a share-for-share exchange agreement. This does not constitute
a business combination under IFRS 3 “Business Combinations” as both entities were under
common control and Raspberry Pi Holdings plc as the listing vehicle did not constitute a
business as defined by IFRS 3.
The transaction is accounted for as a capital reorganisation of Raspberry Pi Ltd in the financial
statements of Raspberry Pi Holdings plc. Under a capital reorganisation, the consolidated
financial statements reflect the pre-combination book values of Raspberry Pi Ltd, with
comparative information presented for all periods.
This differs from a common control business combination using predecessor values, where an
entity could elect to account for the acquisition of the acquiree on a prospective basis rather
than retrospectively. In a capital reorganisation, the pre-combination book values of the existing
entity are transferred into the consolidated financial statements, because no substantive economic
change has occurred except that the consolidated reserves of the Group have been adjusted to
reflect the statutory share capital of Raspberry Pi Holdings plc with the difference presented in
the merger reserve.
2.3 Basis of consolidation
The consolidated financial statements incorporate the financial statements of Raspberry Pi
Holdings plc (the “Company”) and its subsidiary undertakings. Subsidiaries are entities over
which the Group has control. 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. All intra-group assets and liabilities, equity, income,
expenses and cash flows relating to transactions between members of the Group are
eliminated in full on consolidation.
Notes to the consolidated financial statements
For the year ended 31December 2024
110 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

2 Basis of presentation and accounting policies continued
2.4 Going concern
The consolidated financial statements have been prepared on a going concern basis,
assuming the Group can meet its liabilities as they fall due. This assessment is supported
by proceeds from the recent listing, access to the extended Revolving Credit Facility (“RCF”),
and strong relationships with key customers and suppliers.
Profitability and financial position: The Group reported a profit of $11.7 million for the
year. Net current assets were $147.1 million, and net current financial liabilities totalled
$14.1 million.
Cash proceeds from listing: On 11 June 2024, Raspberry Pi Holdings plc raised $32.4 million
net of transaction costs by issuing 11.2 million new shares at £2.8 per share, further strengthening
its financial position with year-end cash and cash equivalents of $45.8 million.
Extension of Revolving Credit Facility: On 5 March 2025, the RCF was extended, increasing
available funds to $80.0 million (2024: $40.0 million) and extending the term to 4 March 2029
(2024: 24 April 2027), providing additional liquidity to support operations.
Liquidity and cash flow forecasts: The Board’s cash flow forecasts and projections confirm
the Group can operate within its cash and committed facilities for the period to 30 April 2026.
Available liquidity, including both cash and committed facilities, has been considered in
this assessment. The Directors have deemed this period to be appropriate for the going
concern assessment. No plausible events or conditions beyond the assessment period
that may cast significant doubt on the Group’s ability to continue as a going concern have
been identified.
Sensitivity analysis and stress testing: Sensitivities applied to forecasts include a 20%
reduction in unit sales and a general liquidity reduction. Even under these combined scenarios,
the Group expects to meet its funding needs for 2025 and 2026, confirming its ability to
continue operations.
Reverse stress testing: A reverse stress test modelled the sales decline required to exhaust
liquidity and breach banking covenants. This scenario was deemed implausible.
Conclusion: Based on these considerations, the Board concludes the Group can operate within
its committed facilities and cash resources for the foreseeable future. Accordingly, the Directors
have adopted the going concern basis in preparing the consolidated financial statements.
2.5 Critical accounting judgements and estimates (not relating to the IPO)
In preparing these consolidated financial statements, critical judgements in the application of
accounting policies can have a significant effect on the financial results. Any changes in critical
estimates and assumptions made could materially impact the amounts of assets, liabilities,
revenue and expenses reported next year as actual amounts and results could differ from
those estimates or those estimates could change in future.
2.5.1 Critical judgement: Capitalisation of internal and external development costs
We prioritise in-house development with a small, highly skilled engineering team, releasing
new core hardware every three to four years and developing successors to Raspberry Pi 5 and
Raspberry Pi Pico, alongside semiconductor products such as the RP2350 launched this year.
The Group exercises significant judgement in determining whether internal and external
development costs for pipeline products meet the capitalisation criteria within IAS 38
“Intangible Assets”. Costs are capitalised only when they are directly attributable, reliably
measurable and relate to future new products that are considered technically feasible,
commercially viable and supported by the necessary skilled resources and internal
commitment to completion. Forecasted profit margins must exceed capitalised costs.
Management makes judgements when these capitalisation criteria are met and continue to be
met for active pipeline development projects. The costs associated with the Group’s efforts to
develop new products are made up of directly attributable internal employee costs for those
working on development, costs of external materials and services consumed in development
and amortisation of licences (software or designs) used directly in development as per below.
Total
%
Total
%
Internal costs
8.1
17.6
46%
5.5
10.9
50%
External costs
12.5
14.6
86%
8.9
11.1
80%
R&D – cash
20.6
32.2
64%
14.4
22.0
65%
Amortisation
6.0
7.4
81%
1.9
2.3
83%
attributable R&D
26.6
39.6
67%
16.3
24.3
67%
Notes to the consolidated financial statements continued
For the year ended 31December 2024
111 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

2 Basis of presentation and accounting policies continued
2.5 Critical accounting judgements and estimates (not relating to the IPO) continued
2.5.1 Critical judgement: Capitalisation of internal and external development costs continued
Overall R&D investment has increased, with total costs rising from $24.3 million in 2023 to
$39.6 million in 2024. Capitalisation of R&D costs in 2024 is 67% of total costs capitalised
(2023: 67%). Given the Group’s rapid growth, the value of costs being capitalised exceeds
amortisation by $19.2 million (2023: $14.0 million).
All costs associated with the research phase of projects are expensed as incurred.
Any development costs relating to maintaining and fixing bugs in the software are also
expensed as incurred. Capitalised employee costs of engineers exclude any share-based
payments and termination payments as they are not considered directly attributable to the
development projects.
2.5.2 Critical judgement: Identification of cash-generating units ("CGUs") for impairment
testing of pipeline development costs
Identifying CGUs is a critical step in the impairment review and can have a significant impact
on its results. The objective of identifying CGUs is to identify the smallest identifiable group
of assets that generates largely independent cash inflows. CGUs are identified at the lowest
level to minimise the possibility that impairments of one asset or group will be masked by
a high‑performing asset.
The Group has three CGUs: Pi 5, semiconductors, and cameras. The Group has assessed
that projects within each CGU reflect significant interdependencies, where designs and
outputs are shared and integrated, making individual cash flows inseparable without arbitrary
assumptions. The recoverability of intangible assets arising from pipeline development
activities are materially all part of the semiconductor cash-generating unit (“CGU”). The recoverable
amount of the semiconductor CGU is assessed based on the collective earnings of all
products in then CGU.
2.5.3 Critical estimate: Net realisable value of inventory
The valuation of inventory is a significant area of estimation uncertainty for the Group due to
the rapid pace of technological advancements and the risk of product obsolescence inherent
in the computer industry. Inventory is measured at the lower of cost and net realisable value,
which requires significant management judgement and estimation.
In determining net realisable value, the Group evaluates several factors, including market
demand and pricing trends, assessing the likelihood of future sales and the impact of declining
prices on older inventory. Technological obsolescence is also considered, with management
assessing whether inventory remains relevant in light of new product launches and
advancements. Additionally, expected selling costs, such as promotional discounts or
clearance pricing, are factored into the valuation.
The Group reviews inventory balances on a regular basis, taking into account recent sales trends,
the ageing of inventory, and the condition of items, including damaged, slow-moving or obsolete
stock. Future sales projections over a three-year period, based on management-prepared
financial budgets, are used to support these assessments. For the year ended 31 December
2024, the total inventory provision was $6.2 million (2023: $8.9 million). A 10% decrease in
estimated future demand would increase the provision by $0.5 million. Given the inherent
uncertainties, changes in market conditions, technological developments, or consumer
preferences could materially impact the carrying value of inventory.
2.5.4 Critical estimate: Taxation
Accounting for taxation requires significant judgement in determining taxable profit, tax bases,
and the recognition of deferred tax assets and liabilities. Key estimates include interpreting
complex tax regulations, assessing potential challenges from tax authorities, and evaluating
the recognition of Research & Development Expenditure Credit (“RDEC”) claims. Determining
the appropriate RDEC claim involves significant judgement in identifying qualifying R&D activities
and expenditures. Uncertainties in these areas can lead to variations between estimated and
actual credits received. The Group maintains detailed records of R&D activities and consults
with external tax advisers to ensure compliance with legislation. Additionally, changes in facts
and circumstances between the preparation of these accounts and the final tax submission,
expected in approximately nine months, may impact the final tax position. Any changes in tax
laws or interpretations thereof could materially affect future amounts recognised. Whilst there
are a variety of possible outcomes Management believes that it is reasonably plausible that
the actual tax claims submitted could vary to the accounting estimate by approximately $1.5 million
in any accounting period.
Notes to the consolidated financial statements continued
For the year ended 31December 2024
112 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

2 Basis of presentation and accounting policies continued
2.6 Critical accounting judgements and estimates (relating to the IPO)
As this is the year of the IPO there were several non-recurring accounting judgements that
have been made. These are detailed below.
2.6.1 Critical judgement: Determination of the functional currency of the parent entity
The Directors assessed the Company’s functional currency and concluded that since
Raspberry Pi Holdings plc was originally formed with the sole purpose of operating as
a holding company for its trading subsidiary, Raspberry Pi Ltd, it is appropriate that the
functional currency of the Company aligns with that of its subsidiary.
2.6.2 Critical judgement: Determination of the grant date share price and option life for
IPO share awards
On 11 June 2024, share awards for employees were approved and finalised prior to the
Company’s Admission to the London Stock Exchange. IFRS 2 prescribes that the fair valuation
of these awards should be calculated at the grant date. Management determined the
offer price of £2.80 ($3.56) as the appropriate share price for valuation on the grant date.
According to IFRS 2, the grant date is defined as the date when both the Company and the
participants have a mutual understanding of the Board-approved key terms of the award,
which was confirmed to employees prior to Admission on the morning of 11 June 2024.
Therefore, the fair value of the share-based payment awards has been measured using the
offer price on this date, in accordance with paragraph 16 of IFRS 2. Given the subsequent
increase in share price after the initial offer, using a later grant date would have significantly
altered the valuation of the awards. The value of the awards and therefore the IFRS 2 charge
depends on the grant date share price. A 20% increase in the market price at grant date would
increase the fair value of the awards by a total of $5.1 million, while a 30% rise would add
$7.7 million.
These amounts would then be charged to the Consolidated Statement of Comprehensive
Income over the three-year vesting period. Furthermore, IFRS 2 “Share-based Payment”
requires management to estimate the option life of the share-based payments which, once
the three-year service period is met, can be exercised up to ten years from the date of grant.
Having benchmarked comparable assumptions and applied the employee attrition rate evenly
through the exercise period, it is expected that the average life will be five years. If this assumption
were to move by plus or minus one year, the impact is approximately $1.7 million over the
three-year vesting period.
2.6.3 Critical judgement: Classification of transaction costs associated with the issue
of shares
The Group incurred $10.3 million in costs related to the IPO, with $7.6 million deducted from
share premium, and $2.9 million expensed as non-recurring administrative costs. Costs
were classified based on whether they directly related to new share issuance of the broader
listing process.
Directly attributable costs, such as underwriting, brokerage, and advisory fees were deducted
from equity, while expenses for wider listing requirements such as corporate finance and costs
of legal support were expensed. Of the total $6.4 million for the global primary and secondary
offer, 82% or $5.3 million related to the secondary offer and was paid by the Foundation.
As these costs were directly attributable to the equity transaction, including $7.6 million that
has been deducted from the gross proceeds of $40.0 million, the net proceeds of $32.4 million
are recognised in share premium. $2.9 million was presented as non-recurring transaction
costs in administrative expenses. Management determined that legal and finance fees
associated with upgrading policies and procedures for post-listing requirements, the costs of
internal corporate finance, legal support, and advice on share schemes and wider incentives
were not directly attributable to the issue of shares and therefore these expenses are
recognised in the Consolidated Statement of Comprehensive Income as non-recurring items.
Notes to the consolidated financial statements continued
For the year ended 31December 2024
113 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

2 Basis of presentation and accounting policies continued
2.7 Alternative performance measures ("APMs")
Alternative performance measures (“APMs”), which are used in these financial statements,
are also used by the Board and management for planning and reporting. These measures are
also used in discussions with the investors. APMs are not displayed with more prominence,
emphasis or authority than IFRS measures.
Adjusted EBITDA is a non-IFRS measure comprising operating profit adding back amortisation
and depreciation, share-based payments charges and non-recurring items.
Adjusted operating profit is a non-IFRS measure comprising operating profit adding back
share-based payments charges and non-recurring items.
Adjusted research and development expense is a non-IFRS measure comprising research
and development expense adding back amortisation and depreciation, share-based payments
charges and non-recurring items. Share-based payments are excluded as they are paid for by
shareholders dilution and the charges are not comparable due to fluctuations around the
listing process.
Adjusted administrative expense is a non-IFRS measure comprising administrative expenses
adding back amortisation and depreciation, share-based payments charges and non-recurring
items. Share-based payments are excluded as they are paid for by shareholders’ dilution and
the charges are not comparable due to fluctuations around the listing process.
Non-recurring items are presented whenever significant expenses are incurred or income is
received because of events considered to be outside the normal course of business, where the
unusual nature and expected infrequency merits separate presentation to assist comparisons
with previous years.
To arrive at adjusted results, certain adjustments are made for normalised and non-recurring
items that are individually significant, and which could, if included, distort the understanding
of the performance of the year and the comparability between periods.
2.8 Accounting policies and new and amended accounting standards
The set of consolidated financial information has been prepared using accounting policies
consistent with those in Raspberry Pi Ltd’s Annual Report and Accounts 2023 except for the
following standards, amendments and interpretations which have been adopted from
1 January 2024.
Newly adopted accounting standards
From 1 January 2024, the following standards became effective for the Group’s consolidated
financial statements:
• Amendments to IAS 1 “Non-current Liabilities with Covenants”.
• Amendments to IAS 1 “Classification of Liabilities as Current or Non-current”.
• Amendments to IFRS 16 “Leases on Sale and Leaseback”.
• Amendments to IAS 7 and IFRS 7 “Supplier Finance Arrangements”.
The following standards were in issue but were not yet effective at the balance sheet date.
These standards have not yet been early adopted by the Group:
• Amendments to IAS 21 “Lack of Exchangeability” (mandatorily effective 1 January 2025).
• IFRS 18 “Presentation and Disclosure in Financial Statements” (mandatorily 1 January 2027).
The adoption of the standards and interpretations listed above has or will not lead to any
material impact on the financial position or performance of the Group. The Group has not early
adopted other standards, amendments to standards or interpretations that have been issued
but are not yet effective.
Notes to the consolidated financial statements continued
For the year ended 31December 2024
114 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

3 Revenue
The total revenue for the Group derives from its principal activity: the development, marketing,
manufacture and sale of cost-effective programmable computing devices.
Products
181.2
212.3
Components
61.2
43.5
Royalties
15.9
8.8
Other
1.2
1.2
259.5
265.8
UK
118.4
104.8
Europe
48.1
60.3
Americas
49.9
45.3
Asia Pacific
40.8
54.3
Rest of the World
2.3
1.1
259.5
265.8
Product revenues are recognised at the point in time when single board computers, compute
modules, accessories or semiconductors are delivered to Approved Resellers or OEMs,
establishing an enforceable right to payment. Raspberry Pi generates revenue from selling
individual components, including the RP2040 microcontroller, RP1 I/O controller, and memory
chips, primarily to OEMs and for manufacturing by licensees, which also earns royalties.
Royalties are earned per unit on products organised for manufacture or sale through licensing
of designs and trademarks. Revenue is recognised on an accrual basis in accordance with the
agreement when the subsequent sale or usage (point of manufacture) event occurs, in line
with the IFRS 15 royalty exemption from estimating variable consideration.
The Group generated $69.5 million or 27% (2023: $45.5 million or 17%) of revenues from a major
electronic component distributor. Sales to the contract manufacturer accounted for $36.9 million
or 14% of total revenues (2023: $41.9 million or 16%). The Group operates as a single segment,
in accordance with IFRS 8 “Operating Segments”, aligned with its primary activity. The data
utilised by the Group’s Chief Operating Decision Makers for resource allocation and performance
evaluation is provided on a consolidated basis and therefore no segment analysis is included.
All material non-current assets are located in the United Kingdom.
4 Research and development expenses
Employee costs of internal engineers
14.4
10.9
Share-based payment charges
2.3
—
Other employee-related costs
0.9
—
Costs of external services and materials
14.6
11.1
Intangibles amortisation
12.3
4.9
Capitalised amortisation
(6.0)
(1.9)
Capitalised research and development costs
(20.6)
(14.4)
17.9
10.6
5 Administrative expenses
Employee costs
8.0
6.4
Share-based payment charges
2.4
—
Other employee-related costs
2.9
1.5
Professional fees
3.2
3.1
Depreciation
4.4
3.2
Property-related costs
1.2
0.9
Other expenses
2.7
2.7
Non-recurring costs
2.9
—
27.7
17.8
Non-recurring items are presented whenever significant expenses are incurred or income is
received because of events considered to be outside the normal course of business, where
the unusual nature and expected infrequency merits separate presentation to assist comparisons
with previous years. For the year ended 31 December 2024, non-recurring costs consist of
IPO‑related costs of $2.9 million. Professional fees include audit and interim review services
obtained from the Group auditor, Grant Thornton UK LLP. Details of its fees are provided below.
Notes to the consolidated financial statements continued
For the year ended 31December 2024
115 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

5 Administrative expenses continued
•
the audit of the parent entity and consolidated
financial statements
0.2
—
•
the audit of subsidiary pursuant to legislation
0.4
0.2
•
non-audit-related services – procedures over the rights
issue prospectus
1.2
—
•
audit-related services – review procedures over interim
accounts
0.2
—
2.0
0.2
Fees payable to the Group auditor presented above exclude VAT. Audit-related non-audit fees
in the year of $1.2 million were incurred for the auditor’s role as the reporting accountant
during the listing process. These fees were recognised at $1.4 million within the share
premium to account for the irrecoverable VAT.
6 Employee information
Wages and salaries
19.0
14.9
Social security costs
2.0
1.5
Pension costs
1.4
0.9
Share-based payments
4.7
—
Employee costs capitalised
(8.1)
(5.5)
19.0
11.8
Further details on share-based payments are provided in Note 27 and employee costs
capitalised in Note 2.5.
Engineering
66
52
Corporate and administrative
16
13
Communications and publishing
16
18
Sales and product management
26
23
Retail
10
9
134
115
Directors’ remuneration
Remuneration
2.1
2.4
Pension contributions to defined contribution pension scheme
—
0.1
Share-based payments
0.2
—
2.3
2.5
The information above includes these amounts combined with amounts paid to the Directors
for services provided to Raspberry Pi Ltd prior to the IPO. Information on Directors’ remuneration
for the year ended 31 December 2024 set out in the Directors’ Remuneration Report discloses
the amounts paid to the Directors for qualifying services provided to the Company
from March 2024 (Executive Directors) and from June 2024 Non-Executive Directors).
The comparative information relates to Directors’ remuneration for Raspberry Pi Ltd.
The pension contribution for directors in 2024 amounted to $48,700. This figure is not shown
in the table above, as the figures are presented in millions.
Total remuneration of the highest paid director in 2024 amounted to $0.7 million
(2023: $0.7 million). In both 2024 and 2023, there was one director who was a member
of the defined contribution scheme.
Notes to the consolidated financial statements continued
For the year ended 31December 2024
116 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

7 Depreciation and amortisation
Depreciation of property, plant and equipment
2.8
2.3
Depreciation of right-of-use assets
1.6
0.9
Amortisation of intangible assets
12.3
4.9
Intangible amortisation capitalised
(6.0)
(1.9)
10.7
6.2
8 Net financing items
Bank interest receivable
1.1
1.4
Bank interest payable and similar charges
(0.8)
(0.6)
Interest on lease liabilities
(0.4)
(0.2)
Unwinding of discounts
(1.2)
—
(2.4)
(0.8)
Net financing items
(1.3)
0.6
As the Group has no external debt, interest charges primarily relate to RCF arrangement and
non-utilisation fees. Interest income is generated from overnight money market deposits.
Interest on lease liabilities and unwinding of discounts on extended trade payable terms arise
in accordance with leases and financial instrument accounting rules.
9 Taxation charge
Current taxation charge
3.3
4.5
Adjustments in respect of previous periods
0.1
(0.4)
3.4
4.1
Deferred taxation charge
1.6
2.3
Adjustment in respect of previous periods
(0.4)
0.1
Effect of changes in tax rates
—
0.1
1.2
2.5
Taxation charge for the year
4.6
6.6
The charge for the year can be reconciled to the profit per the Consolidated Statement
of Comprehensive Income as follows:
Profit before taxation
16.3
38.2
Corporation tax at an effective rate of 25% (2023: 23.5%)
4.1
9.0
Adjustments in respect of prior years
(0.3)
(0.3)
Expenses not deductible for tax purposes
0.8
0.1
Tax rate changes
—
0.1
Surrender of losses
—
(2.3)
Taxation charge for the year
4.6
6.6
In 2024, the total effective tax rate was 28.2%, which exceeded the underlying rate of 25%.
This increase was primarily due to $2.7 million in non-recurring IPO-related costs, which were
largely non-deductible for tax purposes. In contrast, the 2023 effective tax rate was 17.3%,
lower than the underlying 23.5%, as a result of a $2.3 million final qualified charitable
distribution from the Controlling Shareholder before de-grouping for tax purposes which
precludes any such further loss relief. The underlying tax rate aligns with UK corporation tax
rates, which was 25% for FY 2024 and which was a blended rate of 23.5% for FY 2023 having
increased from 19% to 25% following the 1 April 2023 Spring Budget announcement.
Notes to the consolidated financial statements continued
For the year ended 31December 2024
117 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

10 Earnings per share ("EPS")
Basic EPS: Profit for the period attributable to owners divided by the weighted average number
of ordinary shares in issue, excluding unvested shares held by the Employee Benefit Trust,
unless specifically allocated or cancelled.
Diluted EPS: Adjusts the weighted average number of shares to include all potentially dilutive
shares, such as share options.
Adjusted EPS: Is a non-IFRS alternative performance measure which adjusts Basic EPS and
Diluted EPS for the non-recurring items and share-based payments applied in computing
Adjusted EBITDA.
Earnings per share
2024
2023
Profit after tax ($ million)
11.7
31.6
Number of shares in issue during the period
180,669,421
162,034,424
Unvested shares in Employee Benefit Trust
(155,226)
—
Total number of shares for basic EPS
180,514,195
162,034,424
Basic earnings per share (cents)
6.48
19.50
Dilutive effect of legacy performance shares scheme
7,638,832
15,990,754
Dilutive effect of new scheme
546,798
n/a
Weighted average dilutive number of shares during the period
188,699,825
178,025,178
Diluted earnings per share (cents)
6.20
17.75
Adjusted earnings per share
2024
2023
Profit after tax ($ million)
11.7
31.6
Non-recurring costs (disallowable for tax)
2.9
—
Share-based payments, net of tax ($ million)
4.7
—
Adjusted profit after tax ($ million)
19.3
31.6
Total number of shares for basic EPS
180,514,195
162,034,424
Adjusted basic earnings per share (cents)
10.69
19.50
Weighted average dilutive number of shares in the period
188,699,825
178,025,178
Adjusted diluted earnings per share (cents)
10.23
17.75
The 2023 EPS has been re-presented to reflect the new capital structure.
Notes to the consolidated financial statements continued
For the year ended 31December 2024
118 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

11 Intangible assets
intangibles
Total
At 1 January 2023
10.5
20.1
12.1
42.7
Additions
—
16.3
14.2
30.5
Transfers
15.2
(15.2)
—
—
Disposals
—
—
(5.2)
(5.2)
At 31 December 2023
25.7
21.2
21.1
68.0
Additions
—
26.6
0.3
26.9
Transfers
13.3
(13.3)
—
—
Disposals
—
—
—
—
At 31 December 2024
39.0
34.5
21.4
94.9
At 1 January 2023
(5.3)
—
(1.9)
(7.2)
Charge for the year
(2.6)
—
(2.3)
(4.9)
Transfers
—
—
—
—
Disposals
—
—
2.7
2.7
At 31 December 2023
(7.9)
—
(1.5)
(9.4)
Charge for the year
(4.9)
—
(7.4)
(12.3)
Transfers
—
—
—
—
Disposals
—
—
—
—
At 31 December 2024
(12.8)
—
(8.9)
(21.7)
At 31 December 2024
26.2
34.5
12.5
73.2
At 31 December 2023
17.8
21.2
19.6
58.6
To maintain market leadership and drive growth, we develop next generation technology platforms
that embody our brand values of performance, price, quality and ease of use. New core
hardware is released every three to four years, with software and documentation support
setting Raspberry Pi apart from competitors.
We prioritise in-house development with a skilled engineering team of 66 (2023: 52), focused
on successors to Raspberry Pi 5, semiconductor chips, new computer boards and accessories.
Internal and external development costs are capitalised when the criteria outlined in critical
accounting judgement Note 2.5.1 are met.
On-market development are amortised from their market launch date over a life of three years
for accessories, four years for SBCs, and six years for microcontrollers. Impairment testing is
performed only when an internal or external impairment trigger is identified.
Pipeline development in progress are not amortised but instead tested annually for impairment.
Historically, most capitalised projects have been commercialised at which point they are
transferred to on-market projects and thereafter amortised as explained above.
Other acquired intangibles category primarily relates to licences but also includes any externally
acquired intangible assets not already captured in the above categories. Licences, particularly
those related to technical designs, are amortised over the length of the licence.
Impairment triggers
On-market projects were assessed for the following impairment triggers with none identified.
External impairment triggers: Market decline, economic changes, increased competition,
technological obsolescence, interest rate shifts, legal or political factors.
Internal impairment triggers: Underperformance, asset utilisation changes, physical damage,
restructuring, reduced useful life, licensing or contractual issues.
As development projects must undertake a mandatory impairment test this is performed at the
CGU level as explained at the critical estimate on CGU determination at 2.5.2.
Management has determined that the assets associated with the Pi5 product group, the
semiconductor product group, and cameras each represent individual CGUs and, therefore,
the lowest level at which impairment can be assessed.
Additionally, various accessory items are evaluated at the project unit item level, as these products
are generally not as dependent on core technology capabilities as the core development platforms.
The projected cash flows arising from the CGU are forecast for a period of three to six years
after the launch date reflecting the assets’ estimated useful economic life (“UEL”) and
consistent with the critical estimate on CGU determination outlined in section 2.5.2 of the
2024 Annual Report.
Notes to the consolidated financial statements continued
For the year ended 31December 2024
119 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

11 Intangible assets continued
Impairment triggers continued
In accordance with IAS 36, impairment testing for projects under development includes
estimated future cash outflows required for completion, even if not yet capitalised – an
exception to the general principle. A ten-year forecast was used, as permitted for such
projects, instead of the standard five-year period. The impairment test is performed over the
length of the useful life which is between three to six years, following the planned launch date
which will not exceed 2032. A budgeted gross margin for single board computers (“SBCs”);
30% for accessories and 20% for microcontroller products has been used. The budgeted
gross margin is based on past performance for similar products and management’s
expectations for the future. In the case of semiconductors developed for use in future
products management have based their forecasts on the market prices of equivalent products
and projected manufacturing costs based on the past performance of similar products
and management’s expectations for the future.
A discount rate of 15.7% (2023: 14.0%) has been applied in determining the present value of
the cash flows anticipated. The discount rate is a pre-tax rate which reflects any specific risks
relating to the relevant products. An asset-specific rate is not available directly from the
market, and therefore the discount rate has been estimated to reflect, as far as possible, a
market assessment of the time value of money.
Management do not consider that any reasonably possible change in the discount rate or
cash flow estimates would result in an impairment.
Microcontrollers and accessories
Sensitivity analysis indicates that a decline in annual cash flows exceeding 10% or an increase
in the discount rate by 1% would, all other assumptions remaining equal, reduce headroom
but not cause impairment.
The impact of external risks, including supply chain uncertainties and market fluctuations,
has been considered. The assumptions used align with similar product lifecycles, though
uncertainties related to climate change risks, enhancement-related cash flows, and extended
forecast periods require ongoing assessment.
Given the robust development portfolio, the semiconductor CGU remains well-positioned for
future growth. However, as at the date of these financial statements, there remains a high level
of uncertainty regarding long-term market conditions, technological advancements, and
regulatory changes. The Group continues to monitor potential risks in supply chain logistics,
intellectual property regulations, and environmental compliance, ensuring that future
developments align with the Group’s strategic objectives and IAS 36 requirements.
12 Property, plant and equipment
equipment
Total
Balance at 1 January 2023
0.4
7.5
1.5
9.4
Additions
1.6
1.3
1.0
3.9
Disposals
(0.3)
—
—
(0.3)
Balance at 31 December 2023
1.7
8.8
2.5
13.0
Additions
0.5
1.2
0.5
2.2
Disposals
—
—
—
—
Balance at 31 December 2024
2.2
10.0
3.0
15.2
Balance at 1 January 2023
(0.2)
(4.5)
(1.0)
(5.7)
Charge for the year
(0.1)
(1.9)
(0.3)
(2.3)
Disposals
0.1
—
—
0.1
Balance at 31 December 2023
(0.2)
(6.4)
(1.3)
(7.9)
Charge for the year
(0.5)
(1.7)
(0.6)
(2.8)
Disposals
—
—
—
—
Balance at 31 December 2024
(0.7)
(8.1)
(1.9)
(10.7)
At 31 December 2024
1.5
1.9
1.1
4.5
At 31 December 2023
1.5
2.4
1.2
5.1
As at 31 December 2024, $1.7 million of fully depreciated property, plant and equipment was
still in use (2023: $1.5 million).
Notes to the consolidated financial statements continued
For the year ended 31December 2024
120 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

13 Right-of-use ("ROU") assets
$ million
2024
2023
At 1 January
6.7
1.4
Additions
—
6.1
Remeasurements
1.0
0.1
Depreciation
(1.6)
(0.9)
6.1
6.7
ROU assets relate to the Group’s property leases over its office buildings and retail store in
Cambridge, and its warehouse in Suffolk.
Property leases include various contractual terms, most commonly variable lease payments
and termination and extension options.
When adjustments to lease payments based on an index or rate take effect, the lease liability
is reassessed and adjusted against the ROU. Lease assets are generally depreciated over
the shorter of the asset’s useful life and the lease term on a straight-line basis.
Included in depreciation above is an impairment charge of $0.1 million in 2024 (2023 $0.3 million)
for the old office building that is not currently in use. Depreciation charges are expensed within
administrative expenses in the Consolidated Income Statement.
Details in respect of the Group’s lease liabilities are disclosed in Note 21.
14 Other non-current assets
$ million
2024
2023
Prepaid manufacturing cost
2.0
2.7
Deferred tax asset
0.3
—
2.3
2.7
The prepaid manufacturing cost represents an advance payment made by the Group to its
contract manufacturer for the production of Raspberry Pi products. This prepayment is
amortised over a period of five years. As at 31 December 2024, $0.7 million (2023: $0.7 million)
which is the portion of the prepayment that will be amortised within the next year is classified
as a current prepayment, while the remaining portion of $2.0 million (2023: $2.7 million) is
classified as non-current.
15 Inventories
$ million
2024
2023
Components
92.9
67.4
Finished goods
63.8
40.7
156.7
108.1
During the year, $191.8 million (2023: $184.7 million) of inventories were charged as cost
of sales. Write-downs of inventories to net realisable value amounted to $1.5 million
(2023: $7.9 million). These were recognised as an expense during the year ended
31 December 2024 and included in cost of goods sold. The Group recorded an amount
of $4.2 million (2023: $nil) as income resulting from reversal of inventory write-downs that
were recognised in 2023 following a change in customer circumstances and improvement
in microcontroller unit sales. The income was recognised within cost of sales to reverse the
original expense. The remaining provision within inventories of $6.2 million (2023: $8.9 million)
is for anticipated future obsolescence on specific slow-moving units.
As at 31 December 2024, $3.5 million (2023: $5.6 million) of inventories are committed
and have been purchased back after the year end as part of repurchase liabilities described
in Note 18.
Notes to the consolidated financial statements continued
For the year ended 31December 2024
121 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

16 Trade and other receivables
The Group considers that the carrying amount of trade and other receivables are a reasonable
approximation of their fair value due to their short-term nature.
$ million
2024
2023
Trade receivables
31.0
30.3
Expected credit loss allowance
—
(0.1)
Prepayments
3.6
2.6
VAT receivable
0.9
6.2
Other receivables
0.7
0.7
36.2
39.7
The Group applies the IFRS 9 simplified approach to measuring expected credit losses which
uses a lifetime expected loss allowance for all trade receivables. Any movement in expected
credit loss provision is included in administrative expenses in the Consolidated Statement of
Comprehensive Income.
$ million
2024
2023
Current tax receivable
6.6
2.2
As at 31 December 2024 the Group had a receivable from HMRC in respect of current taxation
and Research and Development Expenditure Credits of $6.6 million (2023: $2.2 million).
$3.7m of this asset was received in February 2025. Although the Group is profitable as a UK
taxpayer, a current tax asset arises at each reporting date due to the interaction between
HMRC’s Quarterly Instalment Payment regime and incentives from the Research and
Development Expenditure Credits (“RDEC”) scheme.
A current tax receivable arises as tax payments are made in advance excluding Research and
Development Expenditure Credits leading to an initial overpayment which is later recovered when
the RDEC claim is accepted, typically 12–18 months after the reporting date (e.g. $3.7 million).
Further details are available in HMRC’s Corporate Intangibles Research and Development
Manual (CIRD89870).
17 Cash and cash equivalents
$ million
2024
2023
Cash at bank
5.8
6.5
Money market deposits
40.0
35.7
45.8
42.2
Cash and cash equivalents include money market deposits, cash at bank and cash in hand.
Money market deposits are highly liquid and accessible on demand within 24 hours, and carry
minimal risk of value changes due to interest fluctuations, ensuring certain returns of investment.
The fair value of cash and cash equivalents equals their carrying amount when repayable on
demand. The Group’s cash and cash equivalents are held with Barclays Bank UK PLC with
credit ratings of A (S&P), A1 (Moody’s), and A+ (Fitch); and in a money market fund managed
by JP Morgan Chase & Co. The fund invests in short dated government and supranational
paper and deposits with banks with credit ratings of A (S&P), A1 (Moody’s) and AA (Fitch).
18 Trade and other payables
$ million
2024
2023
Trade payables
83.1
62.4
Accruals and other payables
7.1
8.5
Repurchase liabilities
4.4
8.2
Other taxation and social security
1.0
1.9
Deferred income – RDEC
0.5
0.2
96.1
81.2
During the fiscal year, the Group agreed extended payment terms from nine to twelve months
with two electronic component suppliers. These payables remain part of the normal operating
cycle. As at 31 December 2024 supplier invoices totalling $52.2 million were discounted
to $51.0 million with reference to observable market interest rates. As the remaining trade
payables are subject to standard 30–45 day terms, they are deemed to approximate to their
fair value by the Directors.
Repurchase liabilities, amounting to $4.4 million (2023: $8.2 million), relate to components sold
to contract manufacturers for producing finished products the Group has committed to buy.
When the Group sells components and orders the assembly of a single board computer using
those components, the cash from the sale is deferred as a repurchase liability. This liability is
not released until the contract manufacturer delivers the completed product to us.
Notes to the consolidated financial statements continued
For the year ended 31December 2024
122 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

19 Provisions
$ million
2024
2023
Employee
1.4
—
Property
0.5
0.8
1.9
0.8
Non-current provisions of $1.4 million (2023: $nil) relate to the estimate of future employer
National Insurance contributions where the exact timing and amount are uncertain.
These contributions will be made upon employee exercises of post-IPO share awards
between June 2027 and June 2032 providing the period for employee share-dealing purposes.
The remaining non-current provisions in the current and comparative period relate to clauses
to restore property leases to their original condition of the property at the end of the lease.
20 Other non-current liabilities
$ million
2024
2023
Deferred income – RDEC
4.7
2.2
Licence payables
1.3
4.2
6.0
6.4
Raspberry Pi Ltd is eligible to claim tax credits for qualifying expenditure under the
Research and Development Expenditure Credit scheme, which is accounted for under IAS 20
as government grants. A reconciliation of the total movement in both current of $0.5 million
and non-current of $4.7 million is presented below.
$ million
2024
2023
As at 1 January
2.2
0.7
Estimate RDEC claim for the year
3.6
1.8
Released to match incurred costs
(0.5)
(0.2)
Released to match amortisation
(0.2)
(0.1)
5.1
2.2
For RDEC related to incurred costs, the credit is recognised once receivable, and immediately
in the profit and loss as a reduction in R&D expenses, offsetting the underlying costs that the
RDEC incentives are intended to compensate.
For RDEC attributable to costs capitalised as pipeline development projects, within
intangible assets the credit is initially recorded as deferred income – RDEC on the balance
sheet (a non-current liability). It is subsequently recognised in profit and loss over the period
necessary to match the amortisation project thereby compensating for the associated
intended costs as a reduction in R&D expenses.
The RDEC is claimed in conjunction with our tax advisers each year; there are no substantive
conditions or other contingencies attaching to the claim, other than formal completion of the
approvals process.
21 Lease liabilities
$ million
2024
2023
At 1 January
7.1
1.6
Remeasurements
1.0
—
Additions
—
5.4
Interest
0.4
0.2
Principal repayment
(2.2)
(0.3)
Interest payment
(0.4)
(0.2)
Foreign exchange
0.3
0.4
6.2
7.1
Total cash payment made for leases amounted to $2.6 million (2023: $0.5 million) with $0.4 million
relating to interest (2023: $0.2 million).
Maturity analysis
$ million
2024
2023
Less than one year
1.4
1.3
Between one and five years
4.8
4.4
Over five years
—
1.4
6.2
7.1
Notes to the consolidated financial statements continued
For the year ended 31December 2024
123 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

22 Financial commitments
In July 2022, the Group entered into a commitment to purchase other licenses for intellectual
property and related tools over the period to July 2025. As at 31 December 2024, the value
of the commitment was $3.7 million (2023: $5.6 million).
To ensure the uninterrupted supply of essential components to meet projected demand, the
Group has established long-term supply agreements and placed substantial orders with key
suppliers and distributors.
As of 31 December 2024, these agreements have committed to component purchases
over a pre-defined schedule to December 2027 and are valued at $333.0 million
(2023: $466.0 million).
As both the supplier (delivery) and the Group (payment once delivered) have obligations
outstanding, they are not recognised as liabilities on the balance sheet. However, they are
disclosed as significant contractual obligations to provide clarity on the financial commitments.
In late December 2024 communication was made to applicable employees the intention to
issue new nominal-cost options subject to board approval within an open period for employee
share dealing purposes in calendar year 2025.
Furthermore, as detailed in the Annual Report on Remuneration, it is the intention of the
Remuneration Committee to grant options under a new executive scheme option in 2025
with the exact terms and performance or vesting conditions as yet to be determined.
23 Cash flows from operating activities
$ million
2024
2023
Operating profit
17.6
37.6
Amortisation and depreciation
10.7
6.2
Prepaid manufacuring charges
0.7
0.2
Loss on disposal of property, plant and equipment
—
0.2
Employee share schemes
6.0
—
Research and development tax credit
(0.8)
(0.5)
Decrease/(increase) in trade and other receivables
3.5
(13.6)
Increase in inventories
(51.1)
(60.2)
Increase in trade and other payables
13.0
54.1
Increase in provisions
0.3
0.4
Cash flows from operating activities
(0.1)
24.4
24 Financial instruments and financial risk management
All of the Group’s financial assets and liabilities were non-derivative and measured at
amortised cost in the current and comparative period comprising cash and cash equivalents,
trade receivables, trade payables, and both short-term and long-term licence payables.
The Board regulates the use of free-standing derivatives (such as forward foreign exchange
contracts) in accordance with established risk management strategies. Derivatives have been
employed only once, to mitigate foreign exchange exposure related to the IPO proceeds,
and have never spanned a month-end reporting date.
The Group is exposed to currency, liquidity, and credit risks arising from its financial
instruments. The Group’s risk management policies are designed to mitigate potential adverse
impacts on financial performance. The key risks are addressed as follows:
Notes to the consolidated financial statements continued
For the year ended 31December 2024
124 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

24 Financial instruments and financial risk management continued
24.1 Market risk analysis
$ million
2024
2023
Trade receivables
31.0
30.3
Cash and cash equivalents
45.8
42.2
Financial assets at amortised cost due within one year
76.8
72.5
Currency risk: The Group presents its consolidated financial statements in US Dollars, being the
currency that predominantly influences the sales prices; nonetheless, operations are primarily
UK based, which is where the majority of employees work and activities occur. Consequently,
the Group is exposed to foreign currency risk arising from exchange rate movements mainly
between US Dollar, British Pounds Sterling and Euro. These movements affect the value of
transactions (e.g. UK payroll) and the translation of comparative financial results.
From Q1 2025, Raspberry Pi intends to manage currency risk through derivatives, such as
forward foreign exchange contracts. These will mitigate foreign exchange exposures by fixing
the value of forecasted future transactions, including payroll expenses in the UK. In accordance with
IFRS 7, the Group is required to present sensitivity analysis illustrating hypothetical changes in
foreign exchange rates on profit or loss and shareholders’ equity.
• A 10% strengthening of the US Dollar would result in an FX gain of $0.5 million (2023: $0.4 million).
• A 10% weakening of the US Dollar would result in an FX loss of $0.4 million (2023: $0.5 million).
The impact on profit and loss and shareholders’ equity would be identical as no currency
translation reserve or difference arises on consolidation as all subsidiaries share a US Dollar
functional currency.
Interest rate risk: The Group does not have any external borrowings outside of property leases
that contain fixed rates of interest in the current or comparative periods, and therefore interest
rate risk is not considered material. Management regularly reviews forecast debt, cash and
cash equivalents and interest rates to monitor this risk and would consider hedging
instruments if the perceived risk was to increase.
24.2 Credit risk analysis
Exposure to credit risk emerges primarily through trade receivables of $31.0 million
(2023: $330.3 million) for providing credit to customers in the normal course of business.
In order to minimise credit risk, the Group has policies to check that potential customers are
demonstrably creditworthy and this, together with the aggregate financial exposure, is monitored.
Credit limits are reviewed by the credit controller on a regular basis in conjunction with debt
ageing and collection history. Commercial insurance is also obtained as deemed necessary.
There have been no material instances of actual or expected credit losses during the current
or prior financial years.
The Group applies the IFRS 9 simplified approach to measuring expected credit losses which
uses a lifetime expected loss allowance for all trade receivables. Any movement in expected
credit loss provision is included in administrative expenses in the Consolidated Statement of
Comprehensive Income.
Liquidity risk: Refers to the risk that the Group will not have sufficient financial resources
to meet its obligations as they fall due.
$ million
2024
2023
Trade payables
77.6
62.4
Other financial liabilities
3.0
—
Financial liabilities at amortised cost due within one year
80.6
62.4
Financial liabilities at amortised due over one year
1.3
4.3
Financial liabilities at amortised cost
81.9
66.7
The amounts above reflect the contractual undiscounted cash flows, which may differ to the
carrying values of the liabilities at the reporting date.
The Group mitigates this risk by:
• maintaining appropriate levels of cash and access to credit facilities;
• monitoring forecast and actual cash flows; and
• matching the maturity profiles of financial assets and liabilities.
The Group constantly reviews revenue, purchases, inventory and cash flow forecasts to ensure
that obligations can be met as they arise. Since the Group’s financial assets and liabilities arise
from operations, they all have a maturity within the one-year business operating cycle. Subsequent
to the balance sheet date, the Group has increased and replaced its access to a Revolving
Credit Facility (“RCF”) from $40.0 million to $80.0 million, with a maturity date extended to
4 March 2029. Further details are provided in Note 32.
The Group does not have any external borrowings in the current or comparative period
therefore net debt is positive as net cash being $39.6 million (2023: $35.2 million) represented
by cash and cash equivalents in Note 17 less the lease liabilities in Note 21.
As at 31 December 2024, the Group has access to a $40.0 million undrawn RCF after an updated
agreement was signed on 24 April 2024 extending its availability to the Group until 24 April 2027.
As discussed in Note 32, subsequently on 5 March 2025, the Group signed a replacement
facility with a new RCF for $80.0 million. The facility remains undrawn.
Notes to the consolidated financial statements continued
For the year ended 31December 2024
125 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

25 Deferred taxation
The principal deferred tax liabilities relate to differences between the tax and accounting
base of intangible assets relating to development costs capitalised. Deferred tax liabilities
associated with intangible assets unwind to offset the tax distortion that would otherwise
occur as the assets are amortised.
$ million
2024
2023
Development costs capitalised
(13.1)
(10.6)
Property, plant and equipment
(0.7)
(0.7)
(13.8)
(11.3)
Share-based payments
2.1
—
Deferred income – RDEC
1.3
0.9
Other timing differences
0.3
0.2
3.7
1.1
Net deferred tax liability
(10.1)
(10.2)
Development costs are capitalised and amortised over future periods for accounting profit but
are immediately deductible under Section 1308 of the Corporation Tax Act 2009 for taxable
profit. These costs have a tax base of nil, creating a temporary difference between their
carrying amount and tax base. This deferred tax liability (“DTL”) reflects future tax payable as
amortisation occurs, with the full tax deduction claimed upfront. The DTL unwinds over the
asset’s useful life, aligning tax and accounting treatments.
Deferred tax is provided on temporary differences between the tax bases of assets and
liabilities and their carrying amounts in the financial statements. It is calculated using tax
rates that have been enacted or substantively enacted by the reporting period’s end and are
expected to apply when the timing differences are resolved. As the deferred tax asset on
share-based payments exceeds 25% of the IFRS 2 charge, the excess amount of $1.6 million
is taken to the equity. All other movements in deferred tax have been accounted in the profit
and loss.
In accordance with IAS 12 rules, all deferred tax balances are presented as long term, are not
discounted and are presented net on the balance sheet to the extent that they arise with the
same tax authority.
26 Share capital and other reserves
The share capital represents the nominal value of share capital subscribed for. Raspberry Pi
Holdings plc has the following share capital upon Admission to the London Stock Exchange
and as at the reporting date.
Share capital
Number of shares
Ordinary shares of £0.0025 each
193,415,715
0.6
Deferred shares of £0.0025 each
61,610,435
0.2
255,026,150
0.8
Share capital
193,415,715 ordinary shares of £0.0025 each have been listed for trading on the London Stock
Exchange. 61,610,435 deferred shares of £0.0025 each were created as part of the share
capital reorganisation. The deferred shares have no voting rights or rights to a dividend. It is
intended for the holders of the deferred shares to transfer them to the Company otherwise
than for valuable consideration pursuant to s659(1) CA 2006 in Q2 2025. They will then be
cancelled pursuant to s662(1)(c).
Share premium account
The share premium account records the amount above the nominal value received for shares
issued, less transaction costs. The share premium account is in most circumstances not
immediately available for distribution.
Share-based payment reserve
This reserve represents the cumulative income statement charges for unvested employee
share awards. Once the awards vest this reserve is recycled to retained earnings and the issue
of equity is reflected in share capital, share premium or retained earnings as appropriate.
Merger reserve
The merger reserve and retained earnings are presented gross on consolidation such that
the Group’s retained earnings are a reasonable measure of the underlying distributable
reserves of the Company on a standalone entity basis as this is considered useful
information for investors.
Retained earnings
This reserve represents the total of all current and prior retained earnings available to facilitate
future shareholder distributions.
Notes to the consolidated financial statements continued
For the year ended 31December 2024
126 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

27 Share-based payments
All share-based payments are related to employee share schemes and are equity-settled
for shares of Raspberry Pi Holdings plc. Equity awards are a key component of the overall
remuneration package, being essential for retaining, motivating and rewarding key employees.
On 11 June 2024, upon listing onto the London Stock Exchange, all previous employee share
schemes vested and new awards were immediately granted. The share-based payment
charges are as follows:
Legacy 2020 LTIP scheme – IFRS 2 charge
0.8
—
Legacy 2020 LTIP scheme – accelerated charge on settlement
1.2
—
Market value and nil-cost options – granted on 11 June 2024
2.7
—
4.7
—
Settlement of 2020 LTIP scheme upon listing on the London Stock Exchange
In 2020, the Board approved a Long-Term Incentive Plan (“LTIP”) and up to the listing date
had awarded 19,480 B ordinary shares to employees. These shares were designed to
participate in the proceeds from an exit, defined as the Company’s sale or a stock exchange
listing. On the sale of Raspberry Pi Ltd to Raspberry Pi Holdings plc in May 2024, the B shares
were exchanged for shares with equivalent rights in Raspberry Pi Holdings plc.
Upon listing on the London Stock Exchange, all outstanding awards vested and settled by
the granting of ordinary shares in Raspberry Pi Holdings plc. When the awards vested, the
cumulative $3.3 million charged to the income statement since 2020 was transferred to
retained earnings.
New option awards granted upon on Admission to the London Stock Exchange
On 11 June 2024 immediately before the IPO, alongside the settlement of legacy share awards,
new awards were granted in the form of market value options and nominal-cost options over
shares of Raspberry Pi Holdings plc.
The market value options have an exercise price equal to the IPO share issue price of £2.80.
The nominal-cost options have a quarter pence nominal exercise price. The awards vest on the
third anniversary of the date of grant, subject to the employee remaining in Group employment.
The awards are not subject to other performance or holding conditions. The options expire on
the tenth anniversary of the date of grant or upon leaving.
Grant date fair value of new market value and nominal-cost option awards
The grant date fair value of the new awards was calculated with assistance from external
valuation expert using a Black-Scholes model with the following inputs and assumptions:
Market value options
Nil cost
Grant date
11 June 2024
11 June 2024
Number of awards granted
11,561,566
253,773
Grant date share price
£2.80
£2.80
Exercise price
£2.80
£0.00
Expected term
5 years
3 years
Expected volatility
35.0%
35.0%
Risk free rate
4.2%
4.4%
Dividend yield
0.0%
0.0%
The volatility was estimated at 35%, based on the midpoint between five-year equity volatilities
and enterprise volatilities for the FTSE 250 (excluding financials and investment trusts) and for
comparable listed technology and software companies as of the 11 June 2024 grant date.
The actual volatility experience post-IPO has been an average of 55%. Whilst this does not
change the grant date assumption under IFRS 2, it will inform the assumptions on awards
granted in the future.
The market value options were valued at £1.06 per award and the nominal-cost options valued
at £2.80. After applying an estimated 5% employee attrition assumption the combined fair
value of all awards granted is $14.1 million, which will be recognised in the Consolidated
Statement of Comprehensive Income evenly over the three-year service period resulting in
a charge of $2.7 million for the period from 11 June 2024 to 31 December 2024.
Notes to the consolidated financial statements continued
For the year ended 31December 2024
127 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

28 Material accounting policies
This note provides a list of other potentially material accounting policies adopted in the
preparation of these consolidated financial statements to the extent that they have not already
been disclosed in the notes above. These policies have been consistently applied to all of the
years presented, unless otherwise stated. The financial statements are for the Group consisting of
Raspberry Pi Holdings plc and its subsidiaries as listed in the Company financial statements.
28.1 Revenue recognition
Revenue is recognised in accordance with IFRS 15 “Revenue from Contracts with Customers”.
Revenue is recognised when control of goods or services is transferred to the customer,
reflecting the consideration expected to be received. The five-step model in IFRS 15 is applied,
except for royalties for the licence of intellectual property as explained below. Revenue is only
recognised if an enforceable right to payment can be demonstrated.
Product revenues: Generated by supplying single board computers (“SBCs”), compute modules,
accessories, and semiconductors from our contract manufacturer directly to Approved
Resellers (“ARs”) and original equipment manufacturers (“OEMs”). The Group acts as principal
in these direct distribution transactions. Revenues are recognised at the point in time when
physical possession of the product has transferred to the customer, based on fixed prices
per unit. The transfer is evidenced by receipt of an undisputed delivery note, as the sole
performance obligation is satisfied.
Royalties: Earned per unit on products that customers manufacture (e.g. Pi 5) and sell (e.g. Pi 4)
through licensing of designs and trademarks. According to IFRS 15, the sales-based or
usage‑based royalty exception (paragraph B63) applies, as the licence is the predominant
performance obligation. Royalties are recognised on an accrual basis in accordance with the
underlying agreement when the subsequent sale or usage event that triggers the royalty
occurs and are presented net of any amounts collected on behalf of third parties, regardless
of whether the licence is a right to use or right to access.
Component revenues: Recognised at the point in time when physical possession of the
product has transferred to the customer, based on fixed prices per unit, following the
accounting policy for product revenues, unless the Group has made a promise to repurchase
the component.
Sales returns provision: The Group recognises a provision for expected sales returns on SBCs,
which typically include a 12-month warranty under standard sales terms. Returns are assessed
at each reporting date, and if no significant returns are expected, no provision is recognised.
This estimate is periodically reviewed based on emerging trends and historical data. As there
has been no history of material returns, no such provision has been recognised to date.
Repurchase liabilities: These occur when the Group sells components to the contract
manufacturer and simultaneously raises an order for the manufacture of a finished product
that contains the same component. As the Group will subsequently repurchase the asset,
control has not been transferred, with the contract manufacturer limited in its ability to direct
the use of, and obtain substantially all of the remaining benefits from, the asset. Consequently,
in accordance with paragraph B66(b) of IFRS 15, the transaction is treated as a financing
arrangement. The inventory is not derecognised, and instead, the cash received from the
contract manufacturer is treated as a short-term financial liability. The difference between
the repurchase price and the cash received is associated with processing, which, owing
to the immateriality of the time value of money (within 30-day standard payment terms),
is recognised directly in cost of sales.
Principal versus agent: The Group evaluates the following indicators, among others, when
determining whether it is acting as a principal or agent in the transaction and recording
revenue on a gross or net basis:
(i) The Group is primarily responsible for fulfilling the promise to provide the product.
(ii) The Group has inventory risk before the product has been transferred to a customer.
(iii) The Group has discretion in establishing the price for the product.
We also operate a publishing business, Raspberry Pi Press, which produces magazines and
books, as well as the Raspberry Pi Store in Cambridge, England. All revenue is recognised at
the point in time that the product is transferred to the customer, except for publishing revenue,
which is recognised over the length of the magazine subscription. Furthermore, the Group
applies IFRS 15 practical expedients for significant financing components and costs or fulfil
contracts, as the Group’s sales cycles are generally short term and do not exceed 12 months.
28.2 Cost of sales
The Group recognises cost of sales at the point at which it recognises revenue as explained
above. Cost of sales predominantly relates to the cost of goods or services purchased from
suppliers and then sold to customers. The cost of sales for products sold by us through our
direct distribution channel is the price we pay for them to be manufactured, plus licence fees
paid to parties whose intellectual property is used in their design. The Group considers the cost
of shipping its products to the customer to be directly associated with generating revenue and
therefore presents these costs (2024 $1.9 million, 2023: $1.7 million) within cost of sales. Our cost
of sales for products sold through the licensee channel is the licence fees paid to parties whose
intellectual property is used in these products’ design. The manufacturing cost of the products
sold through our licensee channel is borne by the licensee.
Notes to the consolidated financial statements continued
For the year ended 31December 2024
128 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

28 Material accounting policies continued
28.3 Foreign exchange
All material entities have a US Dollar functional currency. The US Dollar primarily influences
both the sales prices for products and services and the cost of associated raw materials
and component parts.
As the Group’s presentational currency is also US Dollars no exchange reserve arises
on consolidation.
Underlying foreign currency transactions (primarily transactions in Sterling) are translated into
US Dollars using daily average exchange rates. Foreign exchange gains and losses resulting
from the settlement of such transactions, and from the translation of Sterling-denominated
working capital items, are recognised in the Consolidated Statement of Comprehensive Income.
28.4 Segmental analysis
The Group determines and presents operating segments based on the information that is
provided internally to the Board, which is the Group’s Chief Operating Decision Maker
(the “CODM”).
It is the view of the Directors that the Group has a single operating segment, as defined by
IFRS 8 “Operating Segments”, being the manufacture and sale of cost-effective programmable
computing devices.
The CODM makes operating decisions for a single operating unit and operating performance is
assessed as a single operating segment. The information used by the CODM is consistent
with, and prepared on the same basis as, that presented in the financial statements.
28.5 Current and deferred taxation
The tax expense for the period consists of the tax payable on the current period’s taxable
income, based on applicable income tax rates, adjusted for changes in deferred tax assets
and liabilities due to temporary differences. Current tax receivables and payables are
measured at the expected amount to be recovered from or paid to tax authorities, based
on the annual corporation tax return prepared with our tax advisers, in accordance with
enacted or substantively enacted UK tax rates and legislation.
Deferred tax is provided on temporary differences between the tax bases of assets and
liabilities and their carrying amounts in the financial statements. It is calculated using tax
rates that have been enacted or substantively enacted by the reporting period’s end and
are expected to apply when the timing differences are resolved. Deferred tax assets are
recognised only if it is probable that future taxable amounts will be available to utilise them.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to do so,
and they relate to the same taxation authority. Current tax assets and liabilities are similarly
offset when there is a legal right to net them, or to realise the asset and settle the liability
simultaneously. Excess tax benefits beyond IFRS 2 charges are recognised in equity.
Current and deferred tax is recognised in profit or loss, except when it relates to items
recognised in other comprehensive income or directly in equity, in which case the tax is
recognised accordingly in those areas.
The Group applies IFRIC 23 Uncertainty over Income Tax Treatments when assessing tax
positions where uncertainty exists regarding acceptance by tax authorities. Under IFRIC 23,
tax treatments are evaluated based on whether it is probable that the relevant tax authority will
accept them. If acceptance is not probable, the most likely outcome or expected value approach is
applied to determine the tax position. The Group recognises uncertain tax positions in current
or deferred tax calculations and records provisions where necessary. Changes in facts or
circumstances are monitored, and adjustments are made as required. The Group’s policy
ensures consistent application of IFRIC 23 principles, with judgements reviewed regularly
in consultation with external tax advisers.
28.6 Intangible assets
Externally acquired intangible assets predominantly relate to software licences which are
initially recognised at cost and subsequently amortised over the life of the license. All other
intangible assets are amortised straight line over a period of three to six years.
The accounting for capitalised pipeline development projects is considered to contain a critical
judgement upon initial capitalisation of the costs and a critical estimate in determining the
useful live of the projects once launched. Refer to the critical judgements and estimates
relating to these items at Note 2.5.
Capitalised development costs are amortised over the periods the Group expects to benefit
from selling the products developed. The amortisation expense is included within research
and development expenses in the Consolidated Statement of Comprehensive Income.
For capitalised pipeline developed costs that are not yet complete, these costs are not
amortised but subject to mandatory annual impairment testing in accordance with IAS 36
as described below.
Notes to the consolidated financial statements continued
For the year ended 31December 2024
129 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

28 Material accounting policies continued
28.7 Property, plant and equipment
Property, plant and equipment is stated at historical cost less depreciation and impairment.
Depreciation uses the straight-line method, with asset residual values, useful lives and
depreciation methods reviewed periodically. All PPE is depreciated over three years except
for leasehold improvements which are depreciated with reference to the life of the lease.
The estimated useful lives and depreciation method are reviewed at the end of each reporting
period, with the effect of any changes in estimate accounted for on a prospective basis.
An item of property, plant and equipment is derecognised upon disposal or when no future
economic benefits are expected to arise from the continued use of the asset. The gain or loss
arising on the disposal or retirement of an asset is determined as the difference between the
sales proceeds and the carrying amount of the asset and is recognised in profit or loss.
28.8 Leases
The Group assesses whether a contract is or contains a lease, at inception of the contract.
The Group recognises a right-of-use asset and a corresponding lease liability with respect to
all lease arrangements in which it is the lessee, except for short-term leases (defined as leases
with a lease term of 12 months or less) and leases of low value assets (defined as assets
with a value of $5,000 or less when new). For these leases, the Group recognises the lease
payments as an operating expense on a straight-line basis over the term of the lease unless
another systematic basis is more representative of the time pattern in which economic
benefits from the leased assets are consumed.
The lease liability is initially measured at the present value of the lease payments that are not
paid at the commencement date, discounted by its incremental borrowing rate. The lease
liability is subsequently measured by increasing the carrying amount to reflect interest on the
lease liability (using the effective interest method) and by reducing the carrying amount to
reflect the lease. The Group remeasures the lease liability (and makes a corresponding
adjustment to the related right-of-use asset) whenever the lease term or payments are changed.
The right-of-use assets comprise the initial measurement of the corresponding lease liability,
and any initial direct costs any dilapidation or restoration provisions measured under IAS 37
“Provisions” guidance. Right-of-use assets are depreciated over the shorter period of lease
term and useful life of the underlying asset.
28.9 Financial instruments
Financial assets and liabilities are recognised when the Group becomes a party to the
contract provisions.
They are initially measured at fair value with subsequent measurement dependent on their
classification as either amortised cost or fair value through profit and loss or other
comprehensive income.
At present all the Group’s financial assets and liabilities are measured at amortised cost
comprising trade and other receivables, trade and other payables and cash in the Consolidated
Statement of Financial Position.
• Cash and cash equivalents comprise cash at bank and in hand and short-term deposits
maturing in less than three months. For the purposes of the Consolidated Statement of
Cash Flows, cash and cash equivalents consist of cash and cash equivalents as defined
above, net of outstanding bank overdrafts.
• Trade and other receivables are recognised at fair value (which ordinarily reflects the
invoice amount) and carried at amortised cost, less an allowance for expected lifetime
losses as permitted under the simplified approach in IFRS 9.
• Trade payables and other payables are not interest bearing and are recognised at fair value
(which ordinarily reflects the invoice amount) and subsequently at amortised cost.
Trade receivables and payables are amounts due from customers or owed to suppliers in the
ordinary course of business. As they are subject to standard payment terms these balances
are considered current and are recognised at their invoice value being a reasonable
approximation of fair value due to their short-term nature, They are recognised initially at the
invoice amount, unless they contain significant financing components, in which case they are
recognised at fair value. The Group holds the trade receivables with the objective of collecting
the contractual cash flows, and it therefore measures them subsequently at amortised cost.
Interest-bearing loans and overdrafts are initially recorded at fair value, net of direct issue
costs, and subsequently measured at amortised cost using the effective interest method,
with interest expense recognised over the term of the liabilities. Since the RCF is undrawn,
the arrangement fee cannot be offset against any borrowing and is therefore recognised within
other debtors and prepayments. The arrangement fee is amortised over the term of the RCF.
Although there are currently no external borrowings drawn, the Group has access to the RCF,
necessitating the inclusion of this accounting policy.
Notes to the consolidated financial statements continued
For the year ended 31December 2024
130 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

28 Material accounting policies continued
28.9 Financial instruments continued
The Group’s activities expose it to financial risks from fluctuations in foreign exchange and
interest rates. The Board regulates the use of free-standing derivatives (such as forward
FX contracts) in line with established risk management strategies, with derivatives employed
only once to mitigate foreign exchange exposure related to IPO proceeds. Free-standing
derivatives are initially measured at fair value on the contract date and remeasured at each
reporting date. As no derivative has straddled a reporting period, a nil value for derivatives
applies across all reporting dates. The Group does not apply, nor currently intends to apply,
hedge accounting.
Derecognition of financial assets
The Group derecognises a financial asset when the contractual rights to the cash flows from
the asset expire, or it transfers the rights to receive the contractual cash flows in a transaction
in which substantially all of the risks and rewards of ownership of the financial asset are
transferred or in which the Group neither transfers nor retains substantially all of the risks and
rewards of ownership and does not retain control of the financial asset. On derecognition
of a financial asset, the difference between the carrying amount of the asset (or the carrying
amount allocated to the portion of the asset that is derecognised) and the consideration
received (including any new asset obtained less any new liability assumed) is recognised in the
Consolidated Statement of Comprehensive Income. Any interest in such transferred financial
assets that is created or retained by the Group is recognised as a separate asset or liability.
Derecognition of financial liabilities
The Group derecognises financial liabilities when the Group’s obligations are discharged,
cancelled or have expired. The difference between the carrying amount of the financial liability
derecognised and the consideration paid and payable is recognised in the Consolidated
Statement of Comprehensive Income.
28.10 Inventories
Inventories, which comprise raw materials, components and finished goods for resale, are
valued at the lower of cost and net realisable value, after making due allowance for obsolete
and slow-moving inventories. Cost comprises all costs of purchase and cost of conversion
(excluding borrowing costs). Costs are assigned to individual items of inventory on the basis
of weighted average costs. Net realisable value is the estimated selling price in the ordinary
course of business less the estimated costs necessary to make the sale.
28.11 Provisions
A provision is recorded in the Consolidated Statement of Financial Position when the Group
has a legal or constructive obligation arising from a past event, and it is likely that settling the
obligation will require an outflow of economic benefits.
If the impact is material, the provision is calculated by discounting the anticipated future cash
flows at a pre-tax rate that reflects current market views on the time value of money and,
where relevant, risks specific to the liability.
When discounting is applied, the increase in the provision over time is recognised as a finance
cost. If it is virtually certain that an insurer will reimburse part or all of the economic outflows
required to settle a provision, the reimbursement amount is recognised as an insurance
receivable asset and reported separately within other receivables, provided the receivable
amount can be measured reliably.
28.12 Employee benefits
Liabilities for wages, salaries, non-monetary benefits and annual leave expected to be settled
within 12 months are recognised and measured at the expected amounts. Defined contribution
plans are expensed as incurred on an accruals basis.
28.13 Deferred income – RDEC (government grants)
The Research and Development Expenditure Credit (“RDEC”) is accounted for as a government
grant where there is a reasonable assurance that the grant will be received, and the Group will
comply with all attached conditions. The tax credits are initially recognised once they are
receivable on accruals basis. Whilst IAS 20 Government Grants excludes tax credits from its
scope, so does IAS 12 Income Taxes and no other standard either includes it or appears
relevant therefore in the absence of any other specific guidance, we follow IAS 20 as it is
considered normal in this scenario.
To the extent that the credits relate to expenses already incurred the income is presented as
a reduction in R&D expenses, offsetting the underlying costs that the RDEC incentives are
intended to compensate.
To the extent that the credits relate to pipeline development costs that have been capitalised
within intangible assets, the income is initially deferred onto the Consolidated Statement
of Financial Position and then subsequently recognised in profit and loss to match the
amortisation of the related costs being compensated. This income is presented as a reduction
in R&D expense within operating profit as the income is taxable.
28.14 Share-based payments
The Group issue equity-settled share-based payments which are fair valued at the grant date
as described in the critical judgement Note 2.6.2 and the share-based payment Note 27.
Once determined the grant date fair value is charged to the Consolidated Statement of
Comprehensive Income on a straight-line basis over the three-year vesting period, with
adjustments for forfeitures as appropriate. The corresponding credit is to the share-based
payment reserve.
Notes to the consolidated financial statements continued
For the year ended 31December 2024
131 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

28 Material accounting policies continued
28.15 Own shares
The Group provides finance to Employee Benefit Trusts to either purchase Company shares on
the open market, or to subscribe for newly issued share capital, to meet the Group’s obligation
to provide shares when employees exercise their options or awards. Costs of running the
Trusts are charged to the Consolidated Statement of Comprehensive Income. Shares held by
the ESOP Trusts are deducted from reserves and presented in equity as an own share reserve
until such time that an employee exercises their award. At the reporting period, there were
155,226 of shares in the Trust at historical cost of approximately US 500 Dollars.
28.16 Dividends
Dividends are recognised when they become legally payable. In the case of final dividends, this
is when approved by the shareholders at the AGM. Interim dividends are recorded when paid.
29 Alternative performance measures ("APMs")
Adjusted EBITDA (as presented in the Consolidated Statement of Comprehensive Income),
adjusted operating profit, adjusted research and development expenses and adjusted
administrative expenses are non-IFRS measures used by the Board and management
to monitor the Group’s performance.
Operating profit
17.6
37.6
Amortisation and depreciation
10.7
6.2
EBITDA
28.3
43.8
Share-based payment charges
4.7
—
NI on share-based payment charges
1.3
—
Employee share schemes
6.0
—
Non-recurring costs
2.9
—
Adjusted EBITDA
37.2
43.8
Amortisation and depreciation
(10.7)
(6.2)
Adjusted operating profit
26.5
37.6
Research and development expenses
17.9
10.6
Amortisation (net of capitalised amortisation)
(6.3)
(3.0)
Share-based payment charges
(2.3)
—
NI on share-based payment charges
(0.6)
—
Adjusted research and development expenses
8.7
7.6
Administrative expenses
27.7
17.8
Depreciation
(4.4)
(3.2)
Share-based payment charges
(2.4)
—
NI on share-based payment charges
(0.7)
—
Non-recurring costs
(2.9)
—
Adjusted administrative expenses
17.3
14.6
30 Controlling shareholder(s)
Under UK Listing Rule 5.3, a controlling shareholder is any party that, alone or with others,
controls 30% or more of voting rights. No single entity holds a majority stake in the Group
or is considered its ultimate controlling party.
The Raspberry Pi Foundation (the “Foundation”) is a registered charity in England and Wales
(Charity No. 1129409), owns 90,326,121 (46.7%) ordinary shares in the Company through its
wholly owned subsidiary, Raspberry Pi Mid Co Limited (the “Controlling Shareholder”), and
is incorporated in England and Wales (Reg. No. 13603843). The address of both entities is
37 Hills Road, Cambridge CB2 1NT.
As disclosed to the takeover panel in May 2024, the Group considers Ezrah Charitable Trust
(3.32% holding) to be acting in concert with the Foundation due to its relationship with the
Foundation and its management.
After raising $180.0 million through the secondary offer at Admission, the 46.7% shareholding
has not changed. It incurred $6.6 million in transaction costs, which were directly settled as
attributable to its proceeds which consequently raised a net amount of $173.4 million to
advance its goal of helping young people realise their full potential through the power of
computing and digital technologies.
Notes to the consolidated financial statements continued
For the year ended 31December 2024
132 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

30 Controlling shareholder(s) continued
On 11 June 2024, the Group entered into Relationship Agreements with the Foundation, the
Controlling Shareholder, and the Ezrah Charitable Trust (together, the “Controlling Shareholders”)
to ensure the Group operates independently, at arm’s length and on a normal commercial
basis. These agreements prohibit the Foundation from voting on matters affecting itself
or actions that could breach Listing Rules or compromise the Group’s independence.
The Controlling Shareholder may nominate up to two Non-Executive Directors if its
shareholding exceeds 25%, or one if above 10%. Currently, Daniel Labbad, a trustee of the
Foundation until 10 June 2024, is the sole Board Director of the Company nominated by the
Foundation in this manner. All other Board members were appointed independently.
In September 2020 Raspberry Pi Ltd and the Foundation entered into to an agreement to transfer
the Raspberry Pi brand to Raspberry Pi Ltd. As a condition of that agreement Raspberry Pi Ltd
undertook to provide low costs computers to education customers. Failure to meet this would
result in trademark ownership reverting to the Foundation. On 21 February 2024, Raspberry Pi Ltd
amended its trademark agreement with the Foundation, to change the definition of low cost to
be a price of no more than $45 (or, if higher, manufactured cost plus 20%, plus applicable taxes
and fees).
Between listing and the reporting date, the Foundation purchased $27,400 in goods from the
Group. The Group had historically provided life assurance and medical insurance for employees
jointly with the Foundation. For administrative simplicity the Group paid the entire premium
and recharged the relevant share to the Foundation. Annual arrangements were in place at the
time of the listing and accordingly will continue to their expiry. Post-listing pension contributions and
life assurance costs for the Foundation, totalling $802,346, were recharged, with an amount
$47,200 outstanding as of 31 December 2024. These transactions do not relate to the main
business of the Group. All other related party transactions are disclosed in Note 31.
As required by UK Listing Rule 6.2.3, all the Independent Directors confirm that, since listing,
the Group has operated independently from the Controlling Shareholders at all times.
31 Related party transactions
The Group’s related parties include subsidiary undertakings, Board members and their close
family members, and principal shareholders holding 10% or more of voting rights. Transactions
between the parent and subsidiaries are eliminated on consolidation and are not disclosed in
this note. Key management personnel is defined as the Board. Board remuneration is detailed
in Note 6 and in the Directors’ Remuneration Report. In addition to the short-term employee
benefits, post-employment benefits, and share-based payment expenses outlined in Note 6,
a total of $0.3 million was paid for social security contributions related to key management
personnel. Related party transactions with the Controlling Shareholder are disclosed in Note 30.
During the year, a close family member of a Board member, whose employment ended
on 30 June 2024, received $255,000, comprising wages of $100,000, social security costs
of $16,000, pension contributions of $10,000, share-based payments of $85,000, and a
$44,000 severance payment. Furthermore, in January 2025, the Company was notified
that 30,000 ordinary shares were sold by the close family member at a price of £6.20
on 31 December 2024.
In February 2024, the Group issued 171 Raspberry Pi Ltd shares to Non-Executive Directors
Martin Hellawell, Rachel Izzard and David Gammon (via Rockspring Nominees Ltd) for
$0.8 million. These converted into 249,104 ordinary shares of Raspberry Pi Holdings plc
on the IPO.
32 Events after the reporting period
On 5 March 2025, the Revolving Credit Facility was replaced, increasing the available funds
to $80.0 million (2024: $40.0 million) with improved terms extended until 4 March 2029
(2024: 24 April 2027). The facility remains undrawn.
Notes to the consolidated financial statements continued
For the year ended 31December 2024
133 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

$ million Notes 2024
Non-current assets
Investment in subsidiary undertakings 4 290.6
Financial assets 5 29.1
319.7
Current assets
Other receivables 0.4
Total assets 320.1
Current liabilities
Other payables (0.1)
Net assets 320.0
Capital and reserves
Called-up share capital 7 0.8
Share premium account 7 32.4
Share-based payments 7 2.7
Profit and loss account 7 284.1
Total capital and reserves 320.0
The Company was incorporated on 12March 2024 and therefore no comparative period is
presented. As permitted by section 408 of the Companies Act 2006, the Company’s statement
of profit or loss has not been included in these financial statements. The Company recorded
aloss for the nine-month period from 12 March 2024 to 31December 2024 of $3.2 million.
The accompanying notes are an integral part of these financial statements.
The financial statements were approved by the Board of Directors and authorised for issue
on1April 2025. They were signed on its behalf by:
Dr Eben Upton CBE FREng Richard Boult
Chief Executive Officer Chief Financial Officer
$ million
Called-up
share capital
Share
premium
account
Share-based
payments
Profit and
loss account Total
Loss for the period — — — (3.2) (3.2)
Share-based payments — — 2.7 — 2.7
Share reorganisation A 288.1 — — — 288.1
Share capital reduction A (287.3) — — 287.3 —
Share listing proceeds B — 40.0 — — 40.0
Share issuance costs B — (7.6) — — (7.6)
At 31 December 2024 0.8 32.4 2.7 284.1 320.0
AShare capital reorganisation and reduction
On 23May 2024, Raspberry Pi Holdings plc acquired Raspberry Pi Ltd for $288.1 million
inashare-for-share exchange. Also, on 23May 2024 a special shareholder resolution
waspassed to immediately reduce the share capital toits nominal value, supported by a
Directors’solvency statement. Together with the reorganisation, this reduced share capital
with a corresponding increase of $287.3million in distributable retained earnings.
As consideration shares were issued to the existing share owners, the previous share capital
was derecognised. The share capital and share premium amounts shown following the share
reorganisation(and the same day capital reduction) reflectthoseof Raspberry Pi Holdings plc.
BLondon Stock Exchange listing
On 11June 2024, Raspberry Pi Holdings plc listed on the London Stock Exchange, issuing
11.2 million new shares at £2.80 per share, generating $40.0 million gross proceeds and net
proceeds of $32.4 million after costs of $7.6 million were deducted from equity.
The accompanying notes are an integral part of these financial statements.
Company balance sheet Company statement of changes in equity
As at 31 December 2024 For the period 12 March 2024 to 31 December 2024
Registration number15557387
134 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

1 General information
Raspberry Pi Holdings plc (the “Company”) is a public limited company incorporated in England
and Wales. The Company’s registered office is at 194 Cambridge Science Park, Milton Road,
Cambridge, England CB4 0AB, and the company number is 15557387. The principal activity
ofthe Company is that of a holding company.
• On 12 March 2024: Raspberry Pi ListCo Ltd was incorporated as a private limited company.
• On 23 May 2024: Raspberry Pi ListCo Ltd acquired Raspberry Pi Ltd for $288.1 million.
• On 03 June 2024: The Company was re-registered and renamed Raspberry Pi Holdings plc.
• On 11 June 2024: The ordinary share capital was listed on the London Stock Exchange.
• On 23 September 2024: The Company was added to the FTSE 250.
As the Company was incorporated on 12 March 2024 these first set of financial statements
are for the 295-day period ending 31 December 2024.
2 Basis of preparation and accounting policies
2.1 Basis of preparation
These financial statements were prepared in accordance with Financial Reporting Standard 102
(“FRS 102”) “The Financial Reporting Standard applicable in the UK and Republic of Ireland“
and with the requirements of the Companies Act 2006. These financial statements have been
prepared on a going concern basis, using the historical cost convention, and in accordance
with the Companies Act 2006. The going concern assumption is detailed in Note 2 of the
Group’s consolidated financial statements.
Critical judgements and estimates for the Company accounts are identical to those disclosed
critical accounting judgements and estimates (relating to the IPO) of the Group’s consolidated
financial statements. The presentational currency is US Dollars, rounded to the nearest million.
2.2 Capital reorganisation
On 23 May 2024, Raspberry Pi Holdings plc acquired the entire shareholding of Raspberry Pi
Ltd in exchange for shares with an aggregate nominal value of $288.1 million by way of a
share-for-share exchange agreement.
The issue of shares was subject to the provision of a merger relief in accordance with
section612 of the Companies Act 2006 which precluded the recognition of share premium on
the shares issued. The Company also elected to apply section 615 of the Companies Act 2006
resulting in the investment being originally recorded at an amount equivalent to the aggregate
nominal value of the shares issued.
2.3 Basis of accounting
Below is a summary of the main accounting policies of the Company, which have been
consistently applied. Since the Company is part of the consolidated financial statements,
itqualifies as a qualifying entity under FRS 102 and may utilise certain reduced disclosures
allowed by FRS 102, as equivalent information is already included in the consolidated
statements. As a result, the following disclosures have been omitted:
• a statement of cash flows and related disclosures under section 7, Statement of
CashFlows, and section 3, Financial Statement Presentation, paragraph 3.17(d);
• disclosures on financial instruments as required under section 11, Basic Financial
Instruments, and section 12, Other Financial Instruments Issues, paragraphs 12.26,
12.27,12.29(a), 12.29(b), and 12.29A; this exemption applies as equivalent disclosures
areintheconsolidated financial statements;
• share-based payment disclosures under section 26, Share-based Payment, paragraphs
26.18(b), 26.19 to 26.21, and 26.23; this exemption applies because the Company is the
ultimate parent, the share-based payment plans involve its own equity instruments, and
these standalone financial statements are presented alongside the consolidated financial
statements with equivalent disclosures; and
• total key management personnel compensation under section 33, Related Party Disclosures,
paragraph 33.7.
2.3.1 New standards, interpretations and amendments effective or adopted for the first time
this period
The Company has not early adopted any standards, interpretations, or amendments that have
been issued but not yet effective.
2.3.2 Foreign exchange
Raspberry Pi Holdings plc, a UK-registered Company, operates with a functional and presentational
currency of US Dollars. Monetary assets and liabilities held in foreign currencies are translated
to US Dollars at the exchange rates in effect at the balance sheet date. Transactions conducted
in foreign currencies (mainly Sterling) are translated to US Dollars at the exchange rates
prevailing at the transaction dates. Any exchange differences are recorded in the profit
andloss account.
Notes to the Company financial statements
For the period 12 March 2024 to 31 December 2024
135 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

2 Basis of preparation and accounting policies continued
2.3 Basis of accounting continued
2.3.3 Investments
Investments are recorded at cost, with deductions made for any reduction in value.
Impairments are recognised in the profit and loss account as they arise.
2.3.4 Profit and loss account
As permitted under section 408 of the Companies Act 2006, the Company does not present
aseparate profit and loss account.
2.3.5 Directors' remuneration
The details of remuneration for Executive and Non-Executive Directors, along with their
interests in Company shares and options, can be found in the audited section of the
Directors’Remuneration Report.
2.3.6 Share-based payments
The Company provides equity-settled share-based payments to certain employees and
employees of its subsidiaries. These are valued at fair market value (excluding non-market-based
vesting conditions) on the grant date and expensed evenly over the vesting period.
Fair value is calculated using the Black-Scholes model, as detailed in Note 27 of the consolidated
accounts on share-based payments. For awards made to employees of subsidiaries, the fair
value is recognised by the Company in the profit and loss account. Intra-group recharges to
the employing subsidiary, up to the fair value of the awards, subsequently reverse this charge
in the profit and loss account. Proceeds received, net of directly related transaction costs,
arecredited to share capital (nominal value) and share premium upon exercise of the options.
2.3.7 Financial instruments
The Company engages only in basic financial instrument transactions, resulting in recognition
of standard financial assets and liabilities, including trade receivables, payables, and intra-group
loans. These transactions are initially recorded at the transaction price, unless classified as
financing, in which case they are measured at the present value of future receipts discounted
at a market interest rate and subsequently recognised at amortised cost.
2.3.8 Dividends
Dividends are recognised when they become legally payable. In the case of final dividends,
thisis when approved by the shareholders at the AGM. Interim dividends are recorded
whenpaid.
3 Results for the period
The Company recorded a loss for the nine-month and nineteen-day period from 12 March 2024 to
31December 2024 of $3.2 million.
The Company reported a loss for the financial period ended 31December 2024 of $3.2 million
principally because primarily due to non-recurring IPO-related costs of $2.9 million and other
corporate expenses of $0.5 million including fees payable to the Group auditor for the audit of
these Company standalone financial statements of $0.1 million. The Company had an average
of three employees during the period their remuneration was borne by another Group
company. The Directors’ remuneration is disclosed in the Directors’ Remuneration Report.
4 Shares in subsidiary undertakings
Investments amounting to $290.6 million relate to the shares of Raspberry Pi Ltd acquired by
the Company as part of the share capital reorganisation as discussed in Note 2.2.
$ million 2024
Acquisition of Raspberry Pi Ltd 288.1
Contribution to subsidiary – share-based payments 2.5
290.6
On 23May 2024, Raspberry Pi Holdings plc acquired Raspberry Pi Ltd for $288.1 million
through a share-for-share exchange with Raspberry Mid co Limited. This acquisition was part
of a corporate reorganisation, which included several steps. as explained in Note 1 General
information and which culminated in the formation of Raspberry Pi Holdings plc, which
subsequently listed on the London Stock Exchange on 11 June 2024.
The Company also recognised an increase in its investment in the subsidiary, corresponding
tothe grant date fair value of the share awards granted to subsidiary employees, amounting
to$2.5 million, to the extent that the service conditions have been met.
Additionally, a further $0.2 million in share awards was granted to employees of the Company,
which has been recognised in the Company’s income statement.
Notes to the Company financial statements continued
For the period 12 March 2024 to 31 December 2024
136 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

5 Financial assets
A $38.4 million loan was provided by the Company to Raspberry Pi Ltd with interest-free,
perpetual repayable on-demand terms. At the end of the reporting period, the carrying value
ofthe loan was $29.1 million as a number of repayments were made.
6 Details of subsidiary undertakings
Company name Nature Parent Company number Address
Raspberry Pi Ltd Main trader Raspberry Pi
Holdings plc
(direct – 100%
ordinary shares
held)
08207441 194 Cambridge
Science Park,
Milton Road,
Cambridge
CB4 0AB
Raspberry Pi
Ireland Ltd
Non-active Raspberry Pi Ltd
(indirect – 100%
ordinary shares
held)
751640 3 Dublin
Landings, North
Wall Quay,
Dublin 1
D01 C4E
Raspberry Pi
(Trading) North
America Inc.
Employee
services
Raspberry Pi Ltd
(indirect – 100%
ordinary shares
held)
34162503 2810 N. Church
St., Wilmington,
DE, USA
7 Capital and reserves
Share capital Number of shares
Nominal capital
$ million
Ordinary shares of £0.0025 each 193,415,715 0.6
Deferred shares of £0.0025 each 61,610,435 0.2
255,026,150 0.8
Share capital
Ordinary shares carry equal voting, dividend and distribution rights with the nominal value
representing amounts subscribed for.
The deferred shares have no voting rights or rights to a dividend. It is intended for the holders of
the deferred shares to transfer them to the Company otherwise than for valuable consideration
pursuant to s659(1) CA 2006 in Q2 2025. They will then be cancelled pursuant to s662(1)(c).
Share premium account
The listing generated $40.0 million in gross proceeds, with $7.6 million in costs deducted
directly from equity. The share premium is a non-distributable reserve.
Share-based payment reserve
This reserve represents the cumulative income statement charges for unvested employee
share awards. Once the awards vest this reserve is recycled to retained earnings and the issue
of equity is reflected in share capital, share premium or retained earnings as appropriate.
Retained earnings
This reserve represents the total of all current and prior retained earnings available to facilitate
future shareholder distributions.
Distributable reserves
On 23 May 2024, a special shareholder resolution was passed to reduce the Company’s share
capital. This resulted in a reduction of share capital and a corresponding increase of $287.3 million
in retained earnings which are distributable in full.
8 Related party transactions
The Company is exempt from disclosing other related party transactions as they are with other
companies that are wholly owned within the Raspberry Pi Holdings plc Group.
Disclosures on details and transactions with Controlling Shareholders and other related party
transactions are in Notes 30 and 31 of the consolidated financial statements.
9 Events after the reporting period
On 5 March 2025, the Revolving Credit Facility was replaced, increasing the available
fundsto$80.0 million (2024: $40.0 million) with improved terms extended until 4 March 2029
(2024:24April 2027). The facility remains undrawn.
Notes to the Company financial statements continued
For the period 12 March 2024 to 31 December 2024
137 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Board of Directors
Martin Hellawell, Independent Non-Executive Chair
Dr Eben Upton CBE FREng, Chief Executive Officer
Richard Boult, Chief Financial Officer
Sherry Coutu CBE, Senior Independent Non-Executive Director
David Gammon, Independent Non-Executive Director
Rachel Izzard, Independent Non-Executive Director
Christopher Mairs CBE, Independent Non-Executive Director
Daniel Labbad, Non-Executive Director
Company Secretary
Carol Copland
Registered office of the Company
194 Cambridge Science Park
Milton Road
Cambridge CB4 0AB
Joint corporate brokers
Jefferies International Limited
100 Bishopsgate
London EC2N 4JL
Peel Hunt LLP
100 Liverpool Street
London EC2M 2AT
Investor relations contact
investors@raspberrypi.com
Legal advisers
Linklaters LLP
One Silk Street
London EC2Y 8HQ
Auditor
Grant Thornton UK LLP
101 Cambridge Science Park
Milton Road
Cambridge CB4 0FY
Registrars
Equiniti Limited
Aspect House
Spencer Road
Lancing
West Sussex BN99 3HH
Remuneration adviser
Deloitte LLP
2 New Street Square
London EC4A 3BZ
Company number
15557387
Company information and contact details
138 Raspberry Pi Holdings plc Annual Report and Accounts 2024 Strategic report – Governance – Financial statements

Raspberry Pi Holdings plc’s commitment to environmental
issues is reflected in this Annual Report, which has been printed
on Amadeus Silk, an FSC
®
certified material. This document
wasprinted by Pureprint Group using its nvironmental print
technology, with 99% of dry waste diverted from landfill,
minimising the impact of printing on the environment.
The printer is a CarbonNeutral
®
company.
Both the printer and the paper mill are registered to ISO 14001.

Raspberry Pi Holdings plc
Registered office: 194 Cambridge Science Park, Milton Road, Cambridge CB4 0AB
Company number: 15557387
investors.raspberrypi.com