Annual report
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20 25 INCLUDING THE ANNUAL FINANCIAL REPORT UNIVERSAL REGISTRATION DOCUMENT
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TABLE OF CONTENTS Important information 2 Letter to shareholders 3 Business model 4 Highlights 10 1. Presentation of the Group and its activities 13 1.1 General overview of Tikehau Capital 14 1.2 Strategy of Tikehau Capital 18 1.3 Presentation of Tikehau Capital 31 1.4 Regulatory environment 93 2. Risk and control 99 2.1 Strategy and associated tolerance and appetite levels 101 2.2 Risk factors 108 2.3 Risk management culture and compliance obligations 128 2.4 Internal control 131 2.5 Insurance and risk coverage policy 151 2.6 Legal and arbitration proceedings 152 3. Corporate governance 153 3.1 Administrative and management bodies 154 3.2 General Meetings of the Shareholders 176 3.3 Remuneration, allowances and benefits 178 3.4 Preparation and organisation of the work of the Supervisory Board 202 3.5 Related party transactions 218 4. Sustainability 221 4.1 Key sustainability insights 222 4.2 Sustainability Statement 223 5. Comments on the activities, results and financial position 325 5.1 General overview of activities, results and financial position for the 2025 financial year 326 5.2 Comments on the consolidated financial statements for the 2025 financial year 341 5.3 Annual results of the Company 349 5.4 Significant events since 31 December 2025 352 6. Annual consolidated financial statements as at 31 December 2025 353 6.1 Annual consolidated financial statements as at 31 December 2025 354 6.2 Report of the Statutory Auditors on the consolidated financial statements 411 7. Annual financial statements as at 31 December 2025 415 7.1 Annual financial statements as at 31 December 2025 416 7.2 Report of the Statutory Auditors on the annual financial statements 448 8. Information on ownership structure of the Company’s shares and capital 453 8.1 Information on control and major shareholders 454 8.2 The Tikehau Capital share 461 8.3 Information on the share capital 462 8.4 Distribution policy 486 9. Annual General Meeting of the Shareholders of 30 April 2026 487 9.1 Report of the Managers to the Combined General Meeting of the Shareholders of 30 April 2026 488 9.2 Report of the Supervisory Board (Article L.226‑9 of the French Commercial Code) 497 9.3 Resolutions to be subject to the vote of the Combined General Meeting of the Shareholders to be held on 30 April 2026 498 9.4 Reports of the Statutory Auditors 522 10. Additional information 527 10.1 Basic information about the Company 528 10.2 Main provisions of the Company's Articles of Association 529 10.3 Persons responsible for the Universal Registration Document 532 10.4 Statutory Auditors 533 10.5 Financial communication 534 10.6 Documents available to the public 534 10.7 Glossary 535 10.8 Concordance tables 538 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT
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2025 Universal Registration Document INCLUDING THE ANNUAL FINANCIAL REPORT – – The Universal Registration Document was filed on 19 March 2026 with the AMF, as the competent authority under regulation (EU) 2017/1129, without prior approval in accordance with Article 9 of that regulation. The Universal Registration Document may be used for the purposes of an offer to the public of securities or the admission of securities to trading on a regulated market if it is supplemented by a securities note and, if applicable, a summary and any amendments made to the Universal Registration Document. The whole document thus constituted was approved by the AMF in accordance with regulation (EU) 2017/1129. The English language version of this document is a free translation from the original, which was prepared in French. All possible care has been taken to ensure that the translation is an accurate presentation of the original. However, in all matters of interpretation, views or opinion expressed in the original language version of the document in French take precedence over the translation. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT1
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– – Important information DEFINED TERMS In this Universal Registration Document, the term “Company” means the company Tikehau Capital SCA, a société en commandite par actions (partnership limited by shares) whose registered office is located at 32, rue de Monceau, 75008 Paris, (France) registered with the Paris Trade and Companies Register under number 477 599 104. The expressions “Tikehau Capital” and the “Group” mean the Company, its consolidated subsidiaries and branches in their entirety. A glossary of the main defined terms used in this Universal Registration Document can be found in the “Glossary” Section of this Universal Registration Document. This Universal Registration Document describes Tikehau Capital on the basis of the Group’s structure as of the date of this Universal Registration Document. ACCOUNTING AND FINANCIAL INFORMATION This Universal Registration Document presents the consolidated financial statements of Tikehau Capital prepared in accordance with IFRS (International Financial Reporting Standards) as adopted by the European Union (“IFRS”) for the year ended 31 December 2025. These financial statements can be found in Section 6.1 (Annual consolidated financial statements as of 31 December 2025) of this Universal Registration Document. Unless otherwise stated, the figures used in this Universal Registration Document are extracted from the consolidated financial statements of the Company. Some figures (including data expressed in thousands or millions) and percentages presented in this Universal Registration Document have been rounded. If applicable, the totals presented in this Universal Registration Document may differ slightly from what would have been obtained by adding the exact (not rounded) values of these figures. FORWARD‑LOOKING INFORMATION This Universal Registration Document contains statements on the outlook and development areas of Tikehau Capital. These statements are sometimes identified by the use of the future or conditional tense and words with prospective connotations such as “consider”, “envisage”, “think”, “target”, “expect”, “intend”, “should”, “aim”, “estimate”, “believe”, “hope”, “could” or, where appropriate, the negative form of these terms, or any other variants or similar terms. This information does not constitute historical data and must not be interpreted as a guarantee that the facts and data mentioned will actually occur. This information is based on data, assumptions and estimates considered reasonable by the Company. They may change or be modified due to uncertainties related in particular to the economic, financial, competitive and regulatory environment. This information is mentioned in various sections of this Universal Registration Document and contains data relating to Tikehau Capital’s intentions, estimates and targets concerning the market, strategy, growth, results, financial position and cash of Tikehau Capital. Forward‑looking statements contained in this Universal Registration Document are presented only as of the date of this Universal Registration Document. Barring any applicable legal or regulatory obligation, the Company makes no commitment to publish updates of the forward‑looking information contained in this Universal Registration Document to reflect any changes in targets or events, conditions or circumstances on which the forward‑looking information contained in this Universal Registration Document is based. Tikehau Capital operates in a competitive and ever‑changing environment, so it may not be able to anticipate all risks, uncertainties or other factors that may affect its business, their potential impact on its business or the extent to which a risk or combination of risks might lead to significantly different results from those in any forward‑looking information, and it should be noted that such forward‑looking statements do not constitute a guarantee of results. INFORMATION ABOUT THE MARKET AND COMPETITION This Universal Registration Document notably contains information on the business segments in which Tikehau Capital operates and its competitive position (see Section 1.2.1 (Tikehau Capital and its market) of this Universal Registration Document). Certain information contained in this Universal Registration Document is information publicly available that the Company believes to be reliable but which has not been verified by an independent expert. The Company cannot guarantee that a third party using different methods to gather, analyse and calculate data on these business segments would get the same results. Given the very rapid changes that characterise Tikehau Capital’s business sector, it is possible that these details may be incorrect or no longer up to date. Tikehau Capital’s activities could consequently evolve differently from how they are described in this Universal Registration Document. Tikehau Capital makes no commitment to publish updates on this information, except as part of any legislative or regulatory obligation that may apply to it. THE GROUP AND THE GROUP’S ASSET MANAGEMENT COMPANIES This Universal Registration Document is in no circumstances a validation and/or updating of the programs of operations of each of the Group’s asset management companies. RISK FACTORS Investors are urged to consider the risk factors described in Section 2.2 (Risk factors) of this Universal Registration Document before making any investment decision. Should all or some of those risks actually occur, they would be likely to have a negative effect on Tikehau Capital’s business, financial position, financial results or targets. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 2
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– – Letter to shareholders New balances — What depends on us Tikehau Capital is approaching 2026 with a firm conviction: success depends on our ability to analyse and anticipate changes in the world around us. In an environment marked by rapid change and the growing complexity of financial, demographic and political trends, our approach is to analyse these dynamics so that we can act with clarity, precision and effectiveness. Our decisions and actions are guided by a thorough analysis of trends and a commitment to providing practical, tailored solutions to the challenges faced by our clients and partners. At Tikehau Capital, performance stems from in‑depth analysis and disciplined execution, aimed at creating sustainable value in a continuously evolving environment. Navigating instability, seizing opportunities In 2025 and early 2026, the chronic geopolitical instability that has characterised recent years was confirmed, marked by rapid and profound shifts in global capital flows. While nearly 70% of global equity and bond holdings remain concentrated in the United States – a level that bears no relation to the country’s actual economic weight – structural weaknesses are emerging, notably US public debt exceeding US$30 trillion, the servicing of which now accounts for 4% of GDP. At the same time, the extreme concentration of markets – dominated by a limited number of large tech caps – contrasts with rising tensions on private credit and debt inherited from the post‑Covid period. This restructuring can be seen in a gradual recalibration of the distribution of resources. After five years marked by a concentration of investments in the United States, geographical alternatives are being considered. Tikehau Capital deploys most of its investments in Europe, where nearly 80% of its capital is invested. This structural anchoring means that we are now in a strong position, at a time when the continent is regaining its appeal: valuations at historic lows, companies with lower debt levels, and a fiscal stimulus unprecedented since the post‑war era. At the same time, geopolitical fragmentation – European rearmament, militarisation of value chains, realignment of monetary spheres – marks the end of a linear cycle of financial integration and imposes greater discipline on investors. Solutions In 2025, Tikehau Capital continued to pursue a path guided by its mission, which consists of providing concrete solutions where they are expected. With €52.8 billion in assets under management, the Group has strengthened its presence among both growing businesses and savers seeking sustainable investment options. For companies, this means providing financing which is adapted to each situation. Tikehau Capital has thus invested €7.6 billion and now backs over 250 companies across Europe, North America and the Asia‑Pacific region with a comprehensive range of solutions. This ability to act was especially evident in 2025 with €1.2 billion raised for its special opportunities strategy, reflecting investors’ confidence in our ability to navigate complex environments. A vision In 2025, there was also a marked increase in long‑term investment, which lies at the heart of major industrial transformations. The Group continued to implement its investment strategies in sectors driven by structural trends, while remaining highly disciplined in the allocation of capital. Net inflows amounted to €8 billion in 2025, confirming the growing relevance of the Group’s strategies and the strength of its international platform. The merger with Sofidy, announced in December 2025, also marked another important milestone, with the creation of a unified real estate platform designed to bring greater clarity and stability to our Real Assets activity. Similarly, the process of making private markets accessible to a broader audience has accelerated. Traditionally reserved for institutional investors, these markets are gradually becoming accessible to retail investors, through solutions developed in collaboration with major insurance partners and via digital platforms such as Opale Capital. New funds, focusing notably on European Credit, Defence and Cybersecurity, now enable more savers to play a direct part in financing the real economy. The democratisation of private markets enabled by Tikehau Capital's solutions is being carried out with particular care to ensure that assets and liabilities are properly matched. Discipline Finally, 2025 was a year of consolidation and discipline. Tikehau Capital continued to grow in line with its high standards, carefully selecting its investments and strengthening its financial structure. Our business model continues to be driven by recurring revenues – nearly 95% of Asset Management revenues comes from management fees – and by a strong alignment of interests, with nearly 70% of the portfolio invested in our own strategies. With a financial structure that is as robust as ever (€3.1 billion in equity, an investment‑grade rating, and an average debt maturity of four years), we remain well positioned to continue creating value for all our stakeholders. In 2025, our goal was to deliver tangible results: solutions, transactions and a disciplined approach to execution, all geared towards delivering strong performance. Antoine Flamarion & Mathieu Chabran, Co‑Founders of Tikehau Capital Representatives of the Managers (1) 25% of global GDP and 4% of the world's population.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT3
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OUR STRATEGY AND OUR PURPOSE DIVIDENDS SHAREHOLDERS PORTFOLIO MANAGEMENT > Financing growth and investments > Creating jobs > Transition actions for climate and biodiversity CAPITAL DEPLOYMENT Fund investment in asset > Targeted investment themes > Integrating non-financial criteria (ESG ratchet and sustainable and impact platform) FUND INVESTMENT IN ASSETS Subscription of investor-clients in funds and bank financing DISTRIBUTION TO INVESTOR-CLIENTS Dividends, coupons and/or capital gains CREDIT REAL ASSETS CAPITAL MARKETS STRATEGIES PRIVATE EQUITY Management feesPerformance fees Management fees EXTERNAL INVESTOR-CLIENTS Institutional/Private/Consultants REALISING INVESTMENTS > Disposal, IPO > Establishing a performance track record to reinforce the relevance of the strategy and its continuation in other generations of funds REVENUES FROM ASSET MANAGEMENT ACTIVITY ASSET MANAGEMENT RIGOROUS AND HIGH-QUALITY HUMAN AND OPERATIONAL SET-UP FINANCING THE GLOBAL ECONOMY INVESTOR-CLIENTS INFLOWS TIKEHAU CAPITAL BALANCE SHEET / SHAREHOLDERS’ EQUITY Alignment of interests DIVIDENDS SHAREHOLDERS INVESTMENT ACTIVITY > Bank and bond financing > Capital increases > Reinvestment of revenues from the investment activities INVESTMENTS Cash allocation ALLOCATION OF TIKEHAU CAPITAL BALANCE SHEET > Investments in Tikehau Capital strategies alongside investor-clients > Investments in asset management firms and/or external funds > Other direct investments in Tikehau Capital’s ecosystem Integration of non-financial criteria > Sustainable bonds incorporating ESG criteria REALISATIONS Creating value > Capital gains on disposals > Capital recycling for future reinvestments REVENUES FROM INVESTMENT ACTIVITY PARTICIPATING IN SUSTAINABLE TRANSFORMATION PROMOTING INNOVATION RIGOROUS AND HIGH-QUALITY HUMAN AND OPERATIONAL SET-UP REVENUES FROM THE INVESTMENT ACTIVITIES Dividends, coupons and/or capital gains on disposals /endash.case/endash.case TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 4
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OUR STRATEGY AND OUR PURPOSE DIVIDENDS SHAREHOLDERS PORTFOLIO MANAGEMENT > Financing growth and investments > Creating jobs > Transition actions for climate and biodiversity CAPITAL DEPLOYMENT Fund investment in asset > Targeted investment themes > Integrating non-financial criteria (ESG ratchet and sustainable and impact platform) FUND INVESTMENT IN ASSETS Subscription of investor-clients in funds and bank financing DISTRIBUTION TO INVESTOR-CLIENTS Dividends, coupons and/or capital gains CREDIT REAL ASSETS CAPITAL MARKETS STRATEGIES PRIVATE EQUITY Management feesPerformance fees Management fees EXTERNAL INVESTOR-CLIENTS Institutional/Private/Consultants REALISING INVESTMENTS > Disposal, IPO > Establishing a performance track record to reinforce the relevance of the strategy and its continuation in other generations of funds REVENUES FROM ASSET MANAGEMENT ACTIVITY ASSET MANAGEMENT RIGOROUS AND HIGH-QUALITY HUMAN AND OPERATIONAL SET-UP FINANCING THE GLOBAL ECONOMY INVESTOR-CLIENTS INFLOWS TIKEHAU CAPITAL BALANCE SHEET / SHAREHOLDERS’ EQUITY Alignment of interests DIVIDENDS SHAREHOLDERS INVESTMENT ACTIVITY > Bank and bond financing > Capital increases > Reinvestment of revenues from the investment activities INVESTMENTS Cash allocation ALLOCATION OF TIKEHAU CAPITAL BALANCE SHEET > Investments in Tikehau Capital strategies alongside investor-clients > Investments in asset management firms and/or external funds > Other direct investments in Tikehau Capital’s ecosystem Integration of non-financial criteria > Sustainable bonds incorporating ESG criteria REALISATIONS Creating value > Capital gains on disposals > Capital recycling for future reinvestments REVENUES FROM INVESTMENT ACTIVITY PARTICIPATING IN SUSTAINABLE TRANSFORMATION PROMOTING INNOVATION RIGOROUS AND HIGH-QUALITY HUMAN AND OPERATIONAL SET-UP REVENUES FROM THE INVESTMENT ACTIVITIES Dividends, coupons and/or capital gains on disposals /endash.case/endash.case TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT5
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OUR CLIENTS BUSINESS MODEL OUR DIFFERENTIATING MODEL €52.8bn IN ASSETS UNDER MANAGEMENT 717 EMPLOYEES 17 COUNTRIES complementary asset classes investment portfolio supported by the Group’s balance sheet 4 €4.4 ASSET MANAGEMENT ACTIVITY INVESTMENT ACTIVITY DOUBLE EXPOSURE TO PRIVATE MARKETS Tikehau Capital France Europe North America Asia and the Middle East Rest of the world Tikehau Capital Institutional clients Private clients and private banks Family offices Others MISSIONOUR We direct global savings towards innovative and adapted financing solutions that create sustainable value for all stakeholders and accelerate positive change for society. OUR MULTI-LOCAL PLATFORM €53bn assets under management BY GEOGRAPHY BY TYPE OF CLIENT bn SALES TEAMS Tikehau Capital’s sales teams, present in 17 countries, meet the needs of institutional and private clients through the Group’s multi-local platform. A team is dedicated exclusively to institutional clients, while a Wholesale sales team provides support to multi-family offices, asset managers, independent financial advisers and other intermediaries. In addition, a third specialist team, Private Wealth Solutions, improves direct access to the Group’s funds for high net worth individuals. €3.1bn IN SHAREHOLDERS’ EQUITY, GROUP SHARE OUR STRATEGIES OUR INVESTMENT SECTORS AND REGIONS % OF ASSETS UNDER MANAGEMENT % OF MANAGEMENT FEES TIKEHAU CAPITAL 2025 Investments in real estate and infrastructure to generate long-term performance. Range of fixed income, equity and flexible funds with conviction-based and long-term management based on a rigorous financial and non-financial analysis. Investments in companies to provide support in their development and growth. Financing solutions for companies through complementary strategies that aim at building highly diversified portfolios. CREDIT 46% 27% 12% 15% 36% 28% 9% 27% REAL ASSETS CAPITAL MARKETS STRATEGIES PRIVATE EQUITY SELECTIVE AND DISCIPLINED DEPLOYMENT Tikehau Capital’s investment teams are highly selective when deploying funds, with a 98% exclusion rate for investment opportunities in 2025, reflecting a continuous focus on value creation in deployments. They focus on megatrends and long-term growth themes, while maintaining limited leverage levels for the companies and assets financed by the Group. The real estate portfolio stands out for its granularity and balanced diversification in terms of sectors and geographical areas. Tikehau Capital Institutional clients Private clients and private banks Family offices Others Dry powder France Continental Europe - outside France United Kingdom North America Rest of the world Dry powder Real Estate Top 15 sectors Others >250 companies financed by our strategies1 >9,000 Real Estate assets financed by our strategies 1 Private Equity, Direct Lending and Tactical Strategies. €53bn assets under management – – TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 6
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OUR CLIENTS BUSINESS MODEL OUR DIFFERENTIATING MODEL €52.8bn IN ASSETS UNDER MANAGEMENT 717 EMPLOYEES 17 COUNTRIES complementary asset classes investment portfolio supported by the Group’s balance sheet 4 €4.4 ASSET MANAGEMENT ACTIVITY INVESTMENT ACTIVITY DOUBLE EXPOSURE TO PRIVATE MARKETS Tikehau Capital France Europe North America Asia and the Middle East Rest of the world Tikehau Capital Institutional clients Private clients and private banks Family offices Others MISSIONOUR We direct global savings towards innovative and adapted financing solutions that create sustainable value for all stakeholders and accelerate positive change for society. OUR MULTI-LOCAL PLATFORM €53bn assets under management BY GEOGRAPHY BY TYPE OF CLIENT bn SALES TEAMS Tikehau Capital’s sales teams, present in 17 countries, meet the needs of institutional and private clients through the Group’s multi-local platform. A team is dedicated exclusively to institutional clients, while a Wholesale sales team provides support to multi-family offices, asset managers, independent financial advisers and other intermediaries. In addition, a third specialist team, Private Wealth Solutions, improves direct access to the Group’s funds for high net worth individuals. €3.1bn IN SHAREHOLDERS’ EQUITY, GROUP SHARE OUR STRATEGIES OUR INVESTMENT SECTORS AND REGIONS % OF ASSETS UNDER MANAGEMENT % OF MANAGEMENT FEES TIKEHAU CAPITAL 2025 Investments in real estate and infrastructure to generate long-term performance. Range of fixed income, equity and flexible funds with conviction-based and long-term management based on a rigorous financial and non-financial analysis. Investments in companies to provide support in their development and growth. Financing solutions for companies through complementary strategies that aim at building highly diversified portfolios. CREDIT 46% 27% 12% 15% 36% 28% 9% 27% REAL ASSETS CAPITAL MARKETS STRATEGIES PRIVATE EQUITY SELECTIVE AND DISCIPLINED DEPLOYMENT Tikehau Capital’s investment teams are highly selective when deploying funds, with a 98% exclusion rate for investment opportunities in 2025, reflecting a continuous focus on value creation in deployments. They focus on megatrends and long-term growth themes, while maintaining limited leverage levels for the companies and assets financed by the Group. The real estate portfolio stands out for its granularity and balanced diversification in terms of sectors and geographical areas. Tikehau Capital Institutional clients Private clients and private banks Family offices Others Dry powder France Continental Europe - outside France United Kingdom North America Rest of the world Dry powder Real Estate Top 15 sectors Others >250 companies financed by our strategies1 >9,000 Real Estate assets financed by our strategies 1 Private Equity, Direct Lending and Tactical Strategies. €53bn assets under management – – TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT7
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REAL ASSETSINVESTED COMPANIES Decarbonisation Resilient cities Nature & biodiversity Resilience BUSINESS MODEL TIKEHAU CAPITAL UNIVERSITY Annual programme dedicated to approximately forty young employees providing an immersion in the Group’s culture and business lines, and fostering the exchange and development of skills. PLATFORM TO CONTRIBUTE TO THE TRANSITION AND RESILIENCE TRAINING AND INITIATIVES FOR EMPLOYEES A RECOGNISED COMMITMENT WOMEN’S LEADERSHIP PROGRAM A course provided in collaboration with the SKEMA Business School and France Invest, initiated in 2022, to support certain women at the Group in their career development. TIKEHAU SUSTAINABILITY UNIVERSITY E-learning modules focusing on climate and biodiversity, presented by Axa Climate. DIVERSE AND EXPERIENCED TEAMS 717 EMPLOYEES 41% WOMEN 15 YEARS OF EXPERIENCE >40 NATIONALITIES 20% OF VARIABLE COMPENSATION LINKED TO HUMAN CAPITAL AND CLIMATE TARGETS Corporate support Investment professionals Investment support functions Sales/Marketing France North America Asia Europe and Middle East By geography By function Target for climate and biodiversity assets under management as of the end of 2025 €5> Climate and biodiversity assets under management bn bn€5.8 A SOLID FINANCIAL STRUCTURE AND DIVERSIFIED SOURCES OF REVENUE TIKEHAU CAPITAL 2025 A UNIQUE ALIGNMENT OF INTERESTS AT THREE LEVELS TIKEHAU CAPITAL’S SOURCES OF REVENUE ASSET MANAGEMENT ACTIVITY INVESTMENT ACTIVITY 1 Recurring revenues related to the Group’s Asset Management activity, which take the form of management fees and, on an occasional basis when certain financing is put in place, arrangement fees. 2 Non-recurring revenues related to the Group’s Asset Management activity, which take the form of performance fees and carried interest. 3 Recurring revenues related to balance sheet investments, which correspond to dividends/distributions, coupons and interest received on balance sheet investments. 4 Non-recurring revenues related to balance sheet investments, which correspond to capital gains and losses on disposals recognised at the time of each divestment of an asset carried on the balance sheet. 100 % of performance fees and 53% of available carried interest are allocated to the Group. 56 % of the capital controlled by the Group’s management and employees. 69% of the investment portfolio invested in the Group’s strategies, alongside its investor-clients. of the Asset Management EBIT distributed each year to shareholders 1 3 2 4 Management fees Performance fees Dividends, coupons and distributions Capital gains on disposals €3.1bn IN SHAREHOLDERS’ EQUITY, GROUP SHARE BBB- FINANCIAL RATING2 €1.2bn IN SHORT-TERM FINANCIAL RESOURCES 80%> Recurring Non-recurring SHAREHOLDERS MANAGEMENT INVESTOR- CLIENTS 2 BBB rating – stable outlook assigned by Fitch Ratings and confirmed in the second quarter of 2025, and by S&P Global Ratings in the second quarter of 2025. /endash.case/endash.case TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 8
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REAL ASSETSINVESTED COMPANIES Decarbonisation Resilient cities Nature & biodiversity Resilience BUSINESS MODEL TIKEHAU CAPITAL UNIVERSITY Annual programme dedicated to approximately forty young employees providing an immersion in the Group’s culture and business lines, and fostering the exchange and development of skills. PLATFORM TO CONTRIBUTE TO THE TRANSITION AND RESILIENCE TRAINING AND INITIATIVES FOR EMPLOYEES A RECOGNISED COMMITMENT WOMEN’S LEADERSHIP PROGRAM A course provided in collaboration with the SKEMA Business School and France Invest, initiated in 2022, to support certain women at the Group in their career development. TIKEHAU SUSTAINABILITY UNIVERSITY E-learning modules focusing on climate and biodiversity, presented by Axa Climate. DIVERSE AND EXPERIENCED TEAMS 717 EMPLOYEES 41% WOMEN 15 YEARS OF EXPERIENCE >40 NATIONALITIES 20% OF VARIABLE COMPENSATION LINKED TO HUMAN CAPITAL AND CLIMATE TARGETS Corporate support Investment professionals Investment support functions Sales/Marketing France North America Asia Europe and Middle East By geography By function Target for climate and biodiversity assets under management as of the end of 2025 €5> Climate and biodiversity assets under management bn bn€5.8 A SOLID FINANCIAL STRUCTURE AND DIVERSIFIED SOURCES OF REVENUE TIKEHAU CAPITAL 2025 A UNIQUE ALIGNMENT OF INTERESTS AT THREE LEVELS TIKEHAU CAPITAL’S SOURCES OF REVENUE ASSET MANAGEMENT ACTIVITY INVESTMENT ACTIVITY 1 Recurring revenues related to the Group’s Asset Management activity, which take the form of management fees and, on an occasional basis when certain financing is put in place, arrangement fees. 2 Non-recurring revenues related to the Group’s Asset Management activity, which take the form of performance fees and carried interest. 3 Recurring revenues related to balance sheet investments, which correspond to dividends/distributions, coupons and interest received on balance sheet investments. 4 Non-recurring revenues related to balance sheet investments, which correspond to capital gains and losses on disposals recognised at the time of each divestment of an asset carried on the balance sheet. 100 % of performance fees and 53 % of available carried interest are allocated to the Group. 56 % of the capital controlled by the Group’s management and employees. 69% of the investment portfolio invested in the Group’s strategies, alongside its investor-clients. of the Asset Management EBIT distributed each year to shareholders 1 3 2 4 Management fees Performance fees Dividends, coupons and distributions Capital gains on disposals €3.1bn IN SHAREHOLDERS’ EQUITY, GROUP SHARE BBB- FINANCIAL RATING2 €1.2bn IN SHORT-TERM FINANCIAL RESOURCES 80%> Recurring Non-recurring SHAREHOLDERS MANAGEMENT INVESTOR- CLIENTS 2 BBB rating – stable outlook assigned by Fitch Ratings and confirmed in the second quarter of 2025, and by S&P Global Ratings in the second quarter of 2025. /endash.case/endash.case TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT9
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CREATION OF A UNIFIED AND STRENGTHENED REAL ESTATE PLATFORM In December 2025, Tikehau Capital announced plans to merge its subsidiary Sofidy, an independent leader in property investment and recognised specialist in real estate investment vehicles (SCPI), with Tikehau Investment Management, its asset management company. This strategic transaction aims to bring together the expertise of its two complementary real estate teams in order to form an ambitious, multi-strategy, multi-geographical and more diversified unit. The transaction should be completed by 30 April 2026. SUCCESSFUL FUNDRAISING FOR THE THIRD GENERATION OF SPECIAL OPPORTUNITIES STRATEGY, REACHING €1.2 BILLION In February 2025, Tikehau Capital announced that it had successfully raised €1.2 billion for the third generation of its Special Opportunities strategy, confirming the growing interest in flexible Credit solutions. The fundraise includes Tikehau Special Opportunities III (TSO III), the flagship vehicle for the Group’s Special Opportunities strategy as well as bespoke mandates and side vehicles. Launch of Tikehau 2031, a new dated fund focused on European high yield In February 2025, Tikehau Capital launched Tikehau 2031, a new investment strategy maturing in 2031, thereby strengthening its existing range of six dated funds, including Tikehau 2027 and Tikehau 2029. The Tikehau 2031 strategy plans to invest at least 70% of its net assets in high yield credit, mainly through corporate bonds issued by entities located in Europe (at least 50%), including Switzerland and the United Kingdom. Execution of landmark Private Equity transactions During 2025, the Group demonstrated its ability to source and execute larger private equity transactions. In May 2025, Tikehau Capital completed the acquisition of EYSA, a Spanish provider of smart mobility solutions for urban and interurban areas, for €370 million. This transaction was carried out via the second vintage of the Group’s decarbonisation strategy. In July 2025, Tikehau Capital announced a fundraising initiative dedicated to its portfolio company Egis, reaffirming its long-term commitment to the company’s international expansion. This transaction marks the launch of Tikehau Capital’s first continuation fund, with a size of over €1 billion. The fund aims to support Egis’ growth trajectory and accelerate its global development, notably through strategic acquisitions. This investment is backed by the second vintage of Tikehau Capital’s flagship Decarbonisation strategy, as well as by a group of leading investors, acting notably as co-lead investors: a consortium comprising Apollo S3 and a wholly-owned subsidiary of the Abu Dhabi Investment Authority (ADIA) and Neuberger Berman (funds managed on behalf of clients). In December 2025, Tikehau Capital acquired ScioTeq, a Belgium-based provider of rugged, high-performance display systems for the most demanding environments. The transaction is being executed through the Group’s dedicated private equity aerospace and defense strategy, which supports the growth, modernisation, and ownership transition of high-potential industrial businesses. In December 2025, Tikehau Capital, through its dedicated Cybersecurity strategy, entered into an agreement with Revaia to acquire a majority stake in Intersec, alongside the management team, in order to back the company’s next phase of growth. Established in 2004 and based in France, Intersec is a global leader in AI-powered metadata solutions for governments and telecom operators. Value creation generated by the Group’s investment portfolio In February 2026, Tikehau Capital sold its entire stake in Schroders, an asset management, consulting and wealth management company with nearly €950 billion in assets under management as of 31 December 2025. The stake, which had reached up to 5.2% of Schroders’ capital, was sold for €586 million, generating a total gain of €239 million, including €179 million in 2026. The transaction delivered an internal rate of return (IRR) of 64% and a multiple of 1.65x. Innovation and performance Continued optimisation of Tikehau Capital’s financial structure In 2025, Tikehau Capital continued to optimise its financial structure through two major transactions: • in April, the Group issued €500 million of senior unsecured bonds, with an annual fixed coupon of 4.250%. The transaction, which was oversubscribed (x2.8), reflects the strength of the Group’s credit profile and the confidence of international institutional investors. The proceeds of this new issue will be used for Tikehau Capital’s general corporate purposes and, in an amount of €200 million, were used to purchase the existing bonds tendered to the tender offer announced on 28 March 2025 on its existing €500 million 2.250% bonds issued on 14 October 2019 and maturing on 14 October 2026; • in December, Tikehau Capital successfully renewed and upsized its Revolving Credit Facility (RCF), raising it from €800 million to €1.15 billion, exceeding its initial target of €1 billion. This new facility, which was oversubscribed and brings together a pool of 15 international banks and groups of banks, including four new lenders, has an initial maturity of five years, with two optional one-year extensions, extending the Group’s financing horizon to a minimum of 2030 and potentially up to 2032. Additional achievements in sustainable development Tikehau Capital continued to expand its processes of integrating sustainability into the core of the Group’s strategy. As of 31 December 2025, 94% of AuM applied the sustainability-by-design approach, a framework that combines three pillars: • exclusion of controversial sectors or behaviours according to a strict policy; • systematic integration of ESG factors in portfolio analysis; • active engagement with companies to promote the adoption of best practices, measure progress and encourage positive transformation. In 2021, the Group set the target of allocating €5 billion in AuM to the fight against climate change and support the preservation of biodiversity by the end of 2025. Tikehau Capital exceeded its target, reaching €5.8bn in AuM, mainly driven by its thematic and impact strategies. This progress notably reflects the momentum of the second vintage of the Decarbonisation strategy in Private Equity and the launch of climate transition initiatives within its Credit strategies. Lastly, in 2025, Tikehau Capital received the “Top Rated ESG Industry” award from Sustainalytics for the fifth consecutive year. Further achievements in the democratisation of private markets Tikehau Capital made additional progress in democratising private markets. The unit-linked Private Debt products launched with MACSF, Société Générale Assurances and Suravenir continued to benefit from strong momentum and raised a total of approximately €1.5 billion since launch. Since its inception, Opale Capital, an innovative digital platform enabling private investors to access investment products on private markets, has raised nearly €445 million, including approximately €210 million in 2025, through a wide range of alternative strategies, notably Private Equity, Secondary strategies and Opportunistic Credit. 2025 was also marked by the launch of two new initiatives: • Tikehau European Private Credit (TEPC), Tikehau Capital’s first semi-liquid Private Debt fund for private investors (excluding the United Kingdom and Switzerland) available outside of French life insurance. Labelled ELTIF 2.0, this fund finances the growth of a wide range of profitable European mid-cap companies, with the aim of offering investors an attractive risk-return profile. • Tikehau Défense et Sécurité (TDS), an innovative Private Equity fund dedicated to the strategic sectors of Defence, Cybersecurity and European security in partnership with Société Générale Assurances, CNP Assurances and the CARAC Group. This fund, structured primarily around Private Equity strategies managed by Tikehau Capital, is available in unit-linked life insurance and retirement savings contracts provided by the three partners. These efforts were reflected in inflows, as private investors represented 25% of net inflows in 2025. AuM from private investors amounted to €18 billion as at 31 December 2025, up 19% compared to 2024. HIGHLIGHTSAchievements Innovation and performance – – – – TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 10
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CREATION OF A UNIFIED AND STRENGTHENED REAL ESTATE PLATFORM In December 2025, Tikehau Capital announced plans to merge its subsidiary Sofidy, an independent leader in property investment and recognised specialist in real estate investment vehicles (SCPI), with Tikehau Investment Management, its asset management company. This strategic transaction aims to bring together the expertise of its two complementary real estate teams in order to form an ambitious, multi-strategy, multi-geographical and more diversified unit. The transaction should be completed by 30 April 2026. SUCCESSFUL FUNDRAISING FOR THE THIRD GENERATION OF SPECIAL OPPORTUNITIES STRATEGY, REACHING €1.2 BILLION In February 2025, Tikehau Capital announced that it had successfully raised €1.2 billion for the third generation of its Special Opportunities strategy, confirming the growing interest in flexible Credit solutions. The fundraise includes Tikehau Special Opportunities III (TSO III), the flagship vehicle for the Group’s Special Opportunities strategy as well as bespoke mandates and side vehicles. Launch of Tikehau 2031, a new dated fund focused on European high yield In February 2025, Tikehau Capital launched Tikehau 2031, a new investment strategy maturing in 2031, thereby strengthening its existing range of six dated funds, including Tikehau 2027 and Tikehau 2029. The Tikehau 2031 strategy plans to invest at least 70% of its net assets in high yield credit, mainly through corporate bonds issued by entities located in Europe (at least 50%), including Switzerland and the United Kingdom. Execution of landmark Private Equity transactions During 2025, the Group demonstrated its ability to source and execute larger private equity transactions. In May 2025, Tikehau Capital completed the acquisition of EYSA, a Spanish provider of smart mobility solutions for urban and interurban areas, for €370 million. This transaction was carried out via the second vintage of the Group’s decarbonisation strategy. In July 2025, Tikehau Capital announced a fundraising initiative dedicated to its portfolio company Egis, reaffirming its long-term commitment to the company’s international expansion. This transaction marks the launch of Tikehau Capital’s first continuation fund, with a size of over €1 billion. The fund aims to support Egis’ growth trajectory and accelerate its global development, notably through strategic acquisitions. This investment is backed by the second vintage of Tikehau Capital’s flagship Decarbonisation strategy, as well as by a group of leading investors, acting notably as co-lead investors: a consortium comprising Apollo S3 and a wholly-owned subsidiary of the Abu Dhabi Investment Authority (ADIA) and Neuberger Berman (funds managed on behalf of clients). In December 2025, Tikehau Capital acquired ScioTeq, a Belgium-based provider of rugged, high-performance display systems for the most demanding environments. The transaction is being executed through the Group’s dedicated private equity aerospace and defense strategy, which supports the growth, modernisation, and ownership transition of high-potential industrial businesses. In December 2025, Tikehau Capital, through its dedicated Cybersecurity strategy, entered into an agreement with Revaia to acquire a majority stake in Intersec, alongside the management team, in order to back the company’s next phase of growth. Established in 2004 and based in France, Intersec is a global leader in AI-powered metadata solutions for governments and telecom operators. Value creation generated by the Group’s investment portfolio In February 2026, Tikehau Capital sold its entire stake in Schroders, an asset management, consulting and wealth management company with nearly €950 billion in assets under management as of 31 December 2025. The stake, which had reached up to 5.2% of Schroders’ capital, was sold for €586 million, generating a total gain of €239 million, including €179 million in 2026. The transaction delivered an internal rate of return (IRR) of 64% and a multiple of 1.65x. Innovation and performance Continued optimisation of Tikehau Capital’s financial structure In 2025, Tikehau Capital continued to optimise its financial structure through two major transactions: • in April, the Group issued €500 million of senior unsecured bonds, with an annual fixed coupon of 4.250%. The transaction, which was oversubscribed (x2.8), reflects the strength of the Group’s credit profile and the confidence of international institutional investors. The proceeds of this new issue will be used for Tikehau Capital’s general corporate purposes and, in an amount of €200 million, were used to purchase the existing bonds tendered to the tender offer announced on 28 March 2025 on its existing €500 million 2.250% bonds issued on 14 October 2019 and maturing on 14 October 2026; • in December, Tikehau Capital successfully renewed and upsized its Revolving Credit Facility (RCF), raising it from €800 million to €1.15 billion, exceeding its initial target of €1 billion. This new facility, which was oversubscribed and brings together a pool of 15 international banks and groups of banks, including four new lenders, has an initial maturity of five years, with two optional one-year extensions, extending the Group’s financing horizon to a minimum of 2030 and potentially up to 2032. Additional achievements in sustainable development Tikehau Capital continued to expand its processes of integrating sustainability into the core of the Group’s strategy. As of 31 December 2025, 94% of AuM applied the sustainability-by-design approach, a framework that combines three pillars: • exclusion of controversial sectors or behaviours according to a strict policy; • systematic integration of ESG factors in portfolio analysis; • active engagement with companies to promote the adoption of best practices, measure progress and encourage positive transformation. In 2021, the Group set the target of allocating €5 billion in AuM to the fight against climate change and support the preservation of biodiversity by the end of 2025. Tikehau Capital exceeded its target, reaching €5.8bn in AuM, mainly driven by its thematic and impact strategies. This progress notably reflects the momentum of the second vintage of the Decarbonisation strategy in Private Equity and the launch of climate transition initiatives within its Credit strategies. Lastly, in 2025, Tikehau Capital received the “Top Rated ESG Industry” award from Sustainalytics for the fifth consecutive year. Further achievements in the democratisation of private markets Tikehau Capital made additional progress in democratising private markets. The unit-linked Private Debt products launched with MACSF, Société Générale Assurances and Suravenir continued to benefit from strong momentum and raised a total of approximately €1.5 billion since launch. Since its inception, Opale Capital, an innovative digital platform enabling private investors to access investment products on private markets, has raised nearly €445 million, including approximately €210 million in 2025, through a wide range of alternative strategies, notably Private Equity, Secondary strategies and Opportunistic Credit. 2025 was also marked by the launch of two new initiatives: • Tikehau European Private Credit (TEPC), Tikehau Capital’s first semi-liquid Private Debt fund for private investors (excluding the United Kingdom and Switzerland) available outside of French life insurance. Labelled ELTIF 2.0, this fund finances the growth of a wide range of profitable European mid-cap companies, with the aim of offering investors an attractive risk-return profile. • Tikehau Défense et Sécurité (TDS), an innovative Private Equity fund dedicated to the strategic sectors of Defence, Cybersecurity and European security in partnership with Société Générale Assurances, CNP Assurances and the CARAC Group. This fund, structured primarily around Private Equity strategies managed by Tikehau Capital, is available in unit-linked life insurance and retirement savings contracts provided by the three partners. These efforts were reflected in inflows, as private investors represented 25% of net inflows in 2025. AuM from private investors amounted to €18 billion as at 31 December 2025, up 19% compared to 2024. HIGHLIGHTSAchievements Innovation and performance – – – – TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT11
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01/ – – Presentation of the Group and its activities 1.1 GENERAL OVERVIEW OF TIKEHAU CAPITAL 14 1.1.1 General overview of Tikehau Capital 14 1.1.2 Activities of Tikehau Capital 15 1.1.3 History of Tikehau Capital 16 1.2 STRATEGY OF TIKEHAU CAPITAL 18 1.2.1 Tikehau Capital and its market 18 1.2.2 Positioning and differentiating assets 27 1.2.3 Strategy and outlook 28 1.3 PRESENTATION OF TIKEHAU CAPITAL 31 1.3.1 General overview 31 1.3.2 Asset Management activity 44 1.3.3 Investment activity 90 1.4 REGULATORY ENVIRONMENT 93 1.4.1 Regulations relating to the Asset Management activity 93 1.4.2 Other notable regulations 96 13 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT
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1. – – Presentation of the Group and its activities General overview of Tikehau Capital 1.1 General overview of Tikehau Capital 1.1.1 GENERAL OVERVIEW OF TIKEHAU CAPITAL Tikehau Capital is a global alternative asset management group which was set up in Paris in 2004, with shareholders' equity of €4 million, by Mr Antoine Flamarion and Mr Mathieu Chabran. Twenty‑two years later, Tikehau Capital manages €52.8 billion in assets and has €3.1 billion in equity. The Group has expanded dynamically firstly, in its Asset Management activity comprising four business lines: Credit, Real Assets, Capital Markets Strategies (fixed‑income management/diversified and equities management) and Private Equity, and secondly, in its Investment activity with the Group investing significantly in and alongside its asset management strategies but also within its ecosystem. Tikehau Capital is committed to managing the savings entrusted to it by financial institutions, public bodies, private companies and individuals all over the world in a sustainable, efficient and responsible manner. These savings are invested by Tikehau Capital through tailor‑made and innovative business financing solutions for companies. The aim of creating long‑term value, the cornerstone of the Group’s strategy, leads the Tikehau Capital teams to provide financing and investment solutions, using equity or debt, that are tailored to the sustainability needs of companies, the lifeblood of the economy. Companies are selected on the basis of financial and operational data, as well as environmental, social and governance criteria. The consideration of the impacts of portfolio companies on society is an integral part of Tikehau Capital’s approach and that of its employees, across all of the Group’s business lines. Tikehau Capital’s independent positioning has consolidated its value and reputation within the alternative asset management industry year after year. Its independence has enabled the Group to develop a distinctive business model through its flexible approach, allocating capital primarily across all four business lines. By allocating its equity to support the Group’s various investment strategies, Tikehau Capital creates the conditions for a clear alignment of interests between the Group’s balance sheet and the investments made by its investor‑clients. The Company is controlled by its management, which relies on leading institutional partners and operates under the oversight of a Supervisory Board 50% composed of independent members . Alignment of interests is at the heart of the Group’s culture, which, since its creation, has favoured entrepreneurial values of independence, excellence and commitment, combined with acknowledged investment skills. Across all of its strategies, Tikehau Capital’s unique approach focuses primarily on fundamental analysis and highly selective investments. Furthermore, Tikehau Capital has always focused on tailor‑made solutions adapted to the needs of its investor‑clients. Created in Paris, Tikehau Capital has continued its development abroad in recent years by opening offices in London, Brussels, Madrid, Milan, Seoul, Singapore, New York, Tokyo, Luxembourg, Amsterdam, Frankfurt, Tel Aviv, Zurich, Abu Dhabi, Montreal and Hong Kong. (1) (2) Assets under management as of 31 December 2025. See Section 1.3.1.2 (Tikehau Capital’s business model) of this Universal Registration Document. As of the date of this Universal Registration Document. The percentage of independent members will decrease to 40% if the General Meeting of the Shareholders of 30 April 2026 approves the appointment of Mr Jean‑Pierre Denis, who would be non‑independent, to replace Mr François Pauly. (1) (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 14
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities General overview of Tikehau Capital 1.1.2 ACTIVITIES OF TIKEHAU CAPITAL Asset Management Within its Asset Management activity, the Group operates through four business lines: Investment activity As part of its Investment activity made from its balance sheet, the Group makes diversified investments in asset management strategies developed and managed by Tikehau Capital or by third parties, notably in its ecosystem, or in listed and unlisted companies. As of 31 December 2025, the Group’s investment portfolio amounted €4.4 billion (see Section 1.3.3 (Investment activity) of this Universal Registration Document). Credit – This business line comprises several segments: (i) the Direct Lending activity, to back the financing of business acquisitions in Europe, North America and Asia, (ii) the Corporate Lending activity, to provide support in the form of additional loans, notably, to those issued by banks or to Euro Private Placements, (iii) the CLO (Collateralised Loan Obligations) activity in Europe and the United States, a specialised product based on a securitisation structure corresponding to obligations backed by a highly diversified portfolio of leveraged loans, (iv) Secondary Private Debt activity to provide liquidity solutions to investors (LPs) who wish to regain a form of liquidity, (v) tailor‑made capital solutions in situations characterised by a lack of liquidity in the primary and secondary markets, known as Tactical Strategies and (vi) Real Estate Debt activity, which may include mezzanine debt to meet financing needs related to real estate transactions. As of 31 December 2025, the assets under management in Tikehau Capital’s Credit activity amounted to €24.5 billion, representing 46% of the Group's assets under management (see Section 1.3.2.1 (Credit activity) of this Universal Registration Document). P Real Assets – Tikehau Capital’s Real Assets activity focuses, on one hand, on commercial and office property through investment vehicles managed by Tikehau IM or Sofidy (see Section 1.3.2.2 (Real Assets activity) of this Universal Registration Document), which act as purchasers of high‑quality assets with a yield‑generating potential as well as a potential capital gain on resale, and, on the other hand, on Infrastructure through Tikehau Capital North America in North America. Tikehau Capital’s Real Estate Investment activity covers the establishment of dedicated acquisition vehicles for each transaction and of diversified funds, while Sofidy’s Real Estate activity has been in development since 1987, primarily through the establishment of Real Estate Investment Companies ("SCPI" - société civile de placement immobilier). Since the acquisition of Star America Infrastructure Partners in July 2020, Tikehau Capital has been present in the management and development of Infrastructure in North America. As of 31 December 2025, the assets under management in Tikehau Capital’s Real Assets activity amounted to €14.3 billion, representing 27% of the Group’s assets under management (see Section 1.3.2.2 (Real Assets activity) of this Universal Registration Document). P Capital Markets Strategies – This business line comprises two activities: fixed‑income management and diversified and equities management, and has the particular characteristic of being carried out through what are known as open‑ended funds, where investors may decide to request the redemption of their units at any time. As part of its fixed‑income management activity, Tikehau Capital invests in bonds whether or not issued by private companies (corporate bonds), as well as investment grade securities (i.e. corresponding to companies with a high rating) or high yield securities. As part of its diversified and equities management business, Tikehau Capital manages open‑ended funds offering access to a flexible balanced management in the equity and credit markets. As of 31 December 2025, assets under management in Tikehau Capital’s Capital Markets Strategies activity amounted €6.2 billion, representing 12% of the Group’s assets under management (see Section 1.3.2.3 (Capital Markets Strategies activity) of this Universal Registration Document). P Private Equity – As part of this activity, the Group invests in the equity capital (equity and hybrid instruments giving access to equity) of primarily non‑listed companies. The Group is continuing to develop its Private Equity activity on behalf of its investor‑clients and as of 31 December 2025, managed €7.9 billion, representing 15% of the Group’s assets under management (see Section 1.3.2.4 (Private Equity activity) of this Universal Registration Document). P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT15
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1. – – Presentation of the Group and its activities General overview of Tikehau Capital 1.1.3 HISTORY OF TIKEHAU CAPITAL 2004 Tikehau Capital was founded by Mr Antoine Flamarion and Mr Mathieu Chabran with the aim of developing a proprietary investment business. 2006 Tikehau Capital created Tikehau Investment Management, an independent asset management company. 2009 Crédit Mutuel Arkéa acquired equity in the Company. 2010 Tikehau Capital entered into a strategic partnership with Crédit Mutuel Arkéa, which took a 15% interest in Tikehau IM. 2013 Tikehau Capital continued to strengthen its shareholders’ equity, notably with the support of MACSF. The Group opened an office in London. 2014 Tikehau Capital further strengthened its shareholders’ equity and opened its first Asian office in Singapore as part of its international development strategy. The Group signed the United Nations Principles for Responsible Investment (UN PRI). 2015 Tikehau Capital continued its strategy of international growth and increased its presence in Europe with the opening of offices in Brussels and Milan. Tikehau Capital Europe launched its first Collateralised Loan Obligations. 2016 The Company carried out a capital increase for an amount of €416 million and includes as its shareholder the Singaporean investment company Temasek. Tikehau Capital acquired a stake in the asset management company IREIT Global, a Singapore‑listed Real Estate investment vehicle. 2017 The Company launched a stock‑for‑stock and cash tender offer for the securities of its listed subsidiary Salvepar and carried out capital increases in shareholders for a total amount of €200 million in anticipation of the Company’s IPO, and in connection with the investment by the Fonds Stratégique de Participations in the Company. On 7 March 2017, Tikehau Capital shares were listed on the regulated market of Euronext Paris. The Company completed a capital increase of €702 million in July, and continued to increase its shareholder base. 2018 TotalEnergies participated alongside Tikehau Capital in the creation of an investment fund dedicated to energy transition (T2 Energy Transition Fund). The Group opened an office in New York. Tikehau Capital acquired Sofidy, a major player on the French market for Real Estate asset management. Tikehau Capital acquired ACE Management, a dedicated asset management company specialising in aerospace, defence and cybersecurity. 2019 Tikehau Capital obtained an Investment Grade rating (BBB-, stable outlook) from the financial rating agency Fitch Ratings and issued a €500 million seven‑year bond. The Company completed a €715 million capital increase to finance the next phase of its development in alternative asset management. 2020 Tikehau Real Estate Opportunity 2018 (TREO 2018), the Group’s European value‑added strategy Real Estate fund, completed its final closing at the end of February 2020 with a final round of fundraising of €560 million, bringing the fund’s assets under management to €729 million. Tikehau Capital acquired Star America Infrastructure Partners, an independent American asset management company active in the development and management of medium‑sized Infrastructure projects in North America. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 16
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities General overview of Tikehau Capital 2021 Tikehau Capital raised more than €1 billion for its Private Equity Energy Transition strategy (T2 Energy Transition Fund). Tikehau Capital strengthened its presence in Germany by opening an office in Frankfurt. Tikehau Capital finalised the reorganisation of the Group’s structure and its shareholding structure announced on 20 May 2021. Tikehau Capital to exceed €5 billion in climate dedicated assets under management by 2025 and launch Climate Action Centre. In the United States, the Group launched its first securitised bonds backed by loans (Collateralised Loan Obligations) in US dollars. 2022 Tikehau Capital receives an Investment Grade rating (BBB-, stable outlook) from the financial rating agency Standard & Poor’s. Tikehau Capital successfully launched its first sustainable US Private Placement for €180 million with an average maturity above 10 years. Tikehau Capital announces the success of fundraising for the fifth generation of its Direct Lending strategy in the amount of €3.3 billion. Tikehau Capital strengthens its impact platform with the launch of its new regenerative agriculture fund, launched in partnership with AXA and Unilever. Tikehau Capital completes an inaugural Collateralised Fund Obligation of US$300 million. 2023 Tikehau Capital and Société Générale Assurances launched a unit‑linked product offering individual investors the opportunity to finance unlisted French and European companies while supporting the reduction of their greenhouse gas emissions. Tikehau Capital expanded its international presence with the opening of its first Gulf Region office in Abu Dhabi. Tikehau Capital once again partners with TotalEnergies for the launch of the second vintage of its flagship private equity strategy dedicated to decarbonisation. Tikehau Capital launched a new vintage of its private equity cybersecurity strategy with €200 million raised for the first closing, making it the largest investment vehicle dedicated to digital security in Europe. 2024 Tikehau Capital, and Amova Asset Management announced the signing and launch of their strategic partnership. Tikehau Capital opened its 16 office by establishing operations in Montreal in order to continue to strengthen its strong local presence in Quebec, while accelerating its expansion in Canada. Tikehau Capital obtained an approval to operate in Hong Kong, thus marking the opening of the Group’s 17 office worldwide and reaffirming its commitment to grow its presence in Asia. In February 2024, Tikehau Capital entered into a regional partnership with UOB‑Kay Hian, Southeast Asia's largest real estate broker based in Singapore, to launch a new private debt strategy in Asia‑Pacific, with a view to capturing opportunities in a rapidly expanding market. Tikehau Capital launched the second vintage of its private equity strategy dedicated to aerospace. Tikehau Capital announced that it had raised a record €1.2 billion for the third generation of its special opportunities strategy, confirming the growing interest in flexible credit solutions. 2025 Tikehau Capital launchec Tikehau European Private Credit (TEPC), its first semi‑liquid private debt fund, and Tikehau Defence and Security (TDS), an innovative private equity fund dedicated to the strategic sectors of defence, cybersecurity and European security, in partnership with Société Générale Assurances, CNP Assurances and the CARAC Group. Tikehau Capital issued €500 million of senior unsecured bonds, with an annual fixed coupon of 4.250%. Tikehau Capital successfully renewed and upsized its revolving credit facility (RCF), raising it from €800 million to €1.15 billion. Tikehau Capital announced that it had successfully raised €1.2 billion for the third generation of its special opportunities strategy. Tikehau Capital launched Tikehau 2031, a new investment strategy maturing in 2031, thereby strengthening its existing range of six dated funds, including Tikehau 2027 and Tikehau 2029. Tikehau Capital announced a fundraising initiative dedicated to its portfolio company Egis, marking the launch of Tikehau Capital’s first continuation fund, with a size of over €1 billion. Tikehau Capital announced plans to merge its subsidiary Sofidy, an independent leader in property investment and recognised specialist in real estate investment vehicles (SCPI), with Tikehau Investment Management, its asset management company. Tikehau Capital reached a 5.2% stake in Schroders, an asset management, consulting and wealth management company with £823.7 billion under management as of 31 December 2025. Tikehau Capital is recognised as “Top‑Rated ESG Industry” by Sustainalytics for the fifth consecutive year. Tikehau Capital achieved an S&P Global ESG score of 50/100, exceeding the industry average of 30/100. th th TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT17
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1. – – Presentation of the Group and its activities Strategy of Tikehau Capital 1.2 Strategy of Tikehau Capital 1.2.1 1.2.1.1 TIKEHAU CAPITAL AND ITS MARKET Alternative asset management: a growth market Tikehau Capital is positioned in the global asset management market, which is a growth market. For two decades, the asset management market has benefited from promising structural trends and has experienced sustained growth. At the end of 2024, the global asset management market accounted for US$128,000 billion , representing over three times the assets under management in 2005. In Europe, which is historically Tikehau Capital’s main investment area, assets under management have grown by more than 80% since 2010, peaking at US$25,000 billion at the end of 2024. This trend is expected to continue, with assets anticipated to reach around US$184,000 billion globally in 2029. Within the asset management universe, Tikehau Capital is essentially positioned on the asset class known as alternative assets, as opposed to traditional asset management which is mainly comprised of active equities and fixed income management. The Private Equity and Private Debt segments have outperformed public markets in recent years, confirming the higher return of these asset classes and, equally, demonstrating their resilience. Some alternative asset classes, such as Private Debt or some Real Estate segments, have characteristics that offer investors a certain degree of protection against inflation and rising interest rates. Moreover, the new regulations put in place for greater transparency and control (the MiFID II directive, the UCITS V directive, the AIFM directive and the EMIR regulation – see Section 1.4 (Regulatory environment) of this Universal Registration Document) are causing players in the asset management industry to diversify into non‑conventional assets with higher fee levels, thus offsetting the rise in regulatory costs. Alternative asset classes have therefore demonstrated their strong momentum, with assets under management increasing sixfold between 2005 and 2024. At the end of 2024, these asset classes accounted for 18% of all managed assets, around US$24,000 billion compared to just US$4,000 billion in 2005 (11% of the total at the time). The alternative asset management market should continue to grow until 2029, to reach 20% of global assets under management in 2029, i.e. close to US$37,000 billion. Breakdown of assets under management by major asset classes 2005 Alternative assets $36Tn $128Tn $184Tn 2024 48 53 22 2029E Specialty products Solutions/diversified products Active Management Passive Management 11% 20 3 6 4 24 17 17 41 30 23 37 3 16% 7% 56% 9% 23% 26% 12% 20% 29% 13% 32% 13% 13% 18% (1) Alternative assets: includes alternative funds, Private Equity, Real Estate, Infrastructure and commodity funds. 1. Speciality products: includes specialist equity products (non‑domestic, global equities, emerging markets, small and mid‑cap and sector) and specialist fixed‑income products (credit, emerging markets, global rates, high yield and convertible bonds). 2. Diversified solutions/products: includes liability‑driven management and multi‑asset allocation. 3. Active management: includes actively managed domestic large‑cap equity, actively managed government bonds, cash management and structured products. 4. Unless otherwise indicated, all market information and projections for future years are taken from the BCG study, Global Asset Management 2025. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 18
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Strategy of Tikehau Capital Demand is strong from institutional investors, who continue to seek more diversification, controlled volatility, higher long‑term returns and more stable revenues. Thus, a Preqin study published in 2025 on the allocation intentions of global institutional investors showed that the vast majority of them wish to maintain or increase their allocation to alternative assets. The most attractive asset classes are Private Equity, Private Debt and Infrastructure, with over 80% of investors wishing to maintain or increase their allocation to these assets. The asset classes on which Tikehau Capital is positioned (notably Private Debt, Private Equity, Real Estate and Infrastructure) present a favourable outlook. Private equity Venture Capital Private Debt Hedge funds Real Estate Infrastructure 49 %34 % 40 % 24 % 14 % 27 % 54 % 46 % 46 % 40 % 54 % 44 % 17 % 13 % 14 % 22 % 19 % 40 % Increase Maintain Decrease It should be noted that investors increasingly tend to reduce and rationalise the number of asset managers in which they allocate their capital and seek to establish relationships with “one‑stop‑shops”, i.e. global platforms exposed to diversified and complementary asset classes. Tikehau Capital believes it is well positioned to seize opportunities linked to this trend thanks to its exposure to four complementary asset classes, each positioned in differentiating market segments. Since its creation, Tikehau Capital has also endeavoured to develop investment vehicles with a varied profile, meeting the different needs of its investor‑clients: closed‑end funds, open‑ended funds, permanent capital vehicles, SCPI and dedicated mandates. Private clients also represent an increasingly prominent opportunity in terms of demand for alternative asset managers. The volatility of public markets and the low attractiveness of traditional savings products in terms of returns are driving private investors to seek investment solutions that let them tap into the performance of private markets through appropriate investment vehicles. For several years, Tikehau Capital has expanded its range of products for private clients and provides products accessible to private investors across all its asset classes. These investors can benefit from ranges of equity and fixed income UCITS and SICAVs or SCPI managed by Sofidy with over €9 billion in assets under management as of 31 December 2025. The Group also benefited from robust momentum for its unit‑linked Private Debt products launched with MACSF, Société Générale Assurances and Suravenir, which have raised a total amount of approximately €1.5 billion since their creation. To further meet the demand from individual investors for access private markets, Tikehau Capital launched two new initiatives in 2025: Lastly, since its creation in 2022, Opale Capital, an innovative digital platform developed by Tikehau Capital and giving private investors access to investment products on private markets, has raised around €445 million thanks to a wide range of alternative strategies including Private Equity, secondaries strategies and opportunistic credit. From the point of view of asset managers, the attractiveness of taking positions on alternative assets is also demonstrated, both in terms of margins (with significantly higher management fees than other asset classes) and in terms of investment opportunities (in particular in the backdrop of forced withdrawal by banks and insurance companies from a number of asset classes). Consequently, while alternative asset management represented 18% of overall assets in 2024, the revenue it generated represented 53% of total revenue in the asset management sector, a proportion that should continue to grow to reach more than 56% by 2029 . (1) Tikehau European Private Credit (TEPC), Tikehau Capital's first semi‑liquid Private Debt fund for private investors (excluding the United Kingdom and Switzerland) available outside of French life insurance; P Tikehau Défense et Sécurité (TDS), an innovative private equity fund dedicated to the strategic sectors of defence, cybersecurity and European security in partnership with Société Générale Assurances, CNP Assurances and the CARAC Group. P (2) Preqin study, Investor Outlook (H2 2025). BCG study, Global Asset Management 2025. (1) (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT19
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1. – – Presentation of the Group and its activities Strategy of Tikehau Capital Asset management revenue by major asset classes 2005 Alternative assets $130Mds $435Mds $623Mds 2024 34 108 74 2029E Specialty products Solutions/diversified products Active Management Passive Management 31% 57 6 24 40 229 57 43 85 20 59 348 3 18% 5% 44% 2% 5% 5% 12% 56% 17% 9% 20% 10% 13% 53% 1.2.1.2 Market trends for Tikehau Capital’s various asset classes Tikehau Capital considers that the most attractive segment for alternative investments is that of medium‑sized companies and assets, as it offers a better risk/return balance. Tikehau Capital mainly positioned itself on this specific segment with the aim of actively participating in the financing of companies and the real economy. Through all the asset classes in which it operates (described below), the Group believes it has demonstrated, since its creation, a strong investment discipline, focused on risk mitigation and offering downside protection. Thus, Tikehau Capital has built a resilient and defensive portfolio of companies and assets and believes it is well positioned to navigate through economic cycles. Alternative assets: includes alternative funds, Private Equity, Real Estate, Infrastructure and commodity funds.1. Speciality products: includes specialist equity products (non‑domestic, global equities, emerging markets, small and mid‑cap and sector) and specialist fixed‑income products (credit, emerging markets, global rates, high yield and convertible bonds). 2. Diversified solutions/products: includes liability‑driven management and multi‑asset allocation.3. Active management: includes actively managed domestic large‑cap equity, actively managed government bonds, cash management and structured products. 4. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 20
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Strategy of Tikehau Capital Private Debt Evolution for Private Debt assets under management (2010‑2030) 0 Investors’ appetite for Private Debt is the result, on the one hand, of the increased regulation of the banking sector since the financial crisis of 2008, which has enabled non‑bank players to emerge and take on a more important role in financing the real economy and, on the other hand, investors looking out for yield against a backdrop of low attractiveness of conventional debt products in terms of yield or risk profile, compared to pre‑crisis years. For companies, Private Debt offers a complementary means of financing to traditional bank financing, which is generally more expensive, but also closer to their needs depending on the situation to be financed. Private Debt currently represents around 11% of the private markets and offers attractive outlook. According to a Preqin study , this asset class should continue to grow over the next six years to reach nearly US$4,500 billion in assets under management by 2030, representing an average annual growth rate of 14%. Since the end of the nineties, debt has distinguished itself by a relative stability in terms of returns, in particular compared to the equity and debt markets, and regardless of market cycles. Private Debt funds played a crucial role in the crisis related to the Covid‑19 pandemic by supporting their portfolio companies in preserving their level of liquidity by granting, for example, the deferral of interest payments or the extension of their maturity. In this context, debt funds have demonstrated agility and flexibility and confirmed their major role in financing companies and the real economy. As interest rates stabilise after a period of sharp increases and liquidity continues to dry up, investor appetite for private debt remains strong. Direct lending strategies remain particularly attractive because they offer an exposure to floating interest rates and provide protection against inflation. Thus, these strategies offer better returns, and represent a source of the diversification sought by investors. As a pioneer in Private Debt in France and other markets, Tikehau Capital offers a wide range of complementary solutions, including direct lending, corporate lending, loan fund and CLO activities (see Section 1.3.2.1 (Credit activity) of this Universal Registration Document). With a team of close to 60 professionals, the Group is able to structure, finance and take part in a wide range of financing transactions on the mid‑market for amounts ranging from €30 to €300 million, notably in senior and stretched senior debt, unitranche financing, mezzanine debt and preferred equity. The financing put in place by Tikehau Capital is mainly composed of floating rate instruments (in its direct lending strategy), which offers investors an attractive investment opportunity, with a balanced risk‑reward approach in the current context. Furthermore, the strong investment discipline of Tikehau Capital’s Private Debt funds is illustrated by the low leverage of the companies in the portfolio (approximately 4.2x average leverage for the sixth generation of the direct lending strategy as of the end of September 2025). As of 31 December 2025, Tikehau Capital had €24.5 billion in assets under management for its Credit activity. (1) (1) Source: Preqin, Private Markets in 2030 (October 2025).(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT21
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1. – – Presentation of the Group and its activities Strategy of Tikehau Capital Private Equity Evolution of Private Equity assets under management (2010‑2030) 0 Private Equity assets under management have grown by an average of 13% per year over the last decade. According to a Preqin study , assets under management in this asset class are expected to reach nearly US$12,000 billion by 2030, i.e. an average annual growth rate of 11%. The attractiveness of this asset class is due in particular to its performance, which is far superior to that of the equity markets. While some Private Equity segments may be perceived to be threatened by the current market turbulence (for example, LBO transactions), the segment in which Tikehau Capital is positioned remains very resilient. Tikehau Capital has specialised in mid‑market Private Equity (see Section 1.3.2.4 (Private Equity activity) of this Universal Registration Document). The Group invests in particular, through capital increases and by acquiring equity stakes, in profitable high‑growth companies alongside entrepreneurs and founders to support them over time and enable them to benefit from the Group’s global platform. Tikehau Capital has always stayed away from highly leveraged transactions while maintaining strong investment discipline, as evidenced by the low level of leverage at the level of portfolio companies, amounting to 3.2x on average. Moreover, the Group’s Private Equity activity is focused on verticals with strong structural growth, such as the energy transition, regenerative agriculture, cybersecurity and aerospace and defence. 2025 was marked by the final close of the first vintage of the Group's regenerative agriculture strategy, raising approximately €560 million, as well as the final close of the fourth vintage of the Group's cybersecurity strategy, raising €335 million, representing an increase of approximately 90% compared to the previous vintage, making it the largest European fund dedicated to cybersecurity to date. In 2025, the Group continued to collect funds for its flagship decarbonisation and aerospace and defence strategies, notably including co‑investment vehicles within these strategies. As of 31 December 2025, Tikehau Capital had €7.9 billion in assets under management for its Private Equity activity. (1) (1) Source: Preqin, Private Markets in 2030 (October 2025).(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 22
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Strategy of Tikehau Capital Real Estate Evolution of Real Estate assets under management by region (2010‑2030) 0 Despite its strong ability to hedge against inflation, the Real Estate asset class has been impacted by the rise in interest rates since 2024. It has exerted pressure on the global Real Estate market and led to increased caution from investors. Nevertheless, the outlook for the sector remains very positive and Real Estate continues to be a preferred way for investors to diversify their portfolios. Overall, investor confidence in Real Estate is improving, driven by the rate cuts initiated by certain central banks, such as those in the European Union and Canada. Nearly 40% of investors polled expect the sector to deliver better results in the coming year. Assets under management in this asset class are expected to grow by more than 7% per year by 2030 to reach nearly US$2,800 billion. One of the Real Estate market trends for the post‑Covid era is based on the development and reconversion of assets towards residential, offices or retail located in city centres. High‑quality assets are likely to outperform in this environment, while assets of lower quality or located in remote areas may face a more difficult outlook. Tikehau Capital has endeavoured to develop a Real Estate platform in order to meet the appetite of diversified categories of investors (both institutional and private). Accordingly, the Group offers a wide range of investment solutions including closed‑end funds, SCPI managed by Sofidy, liquid funds (UCITS, OPCI, etc.) as well as permanent capital vehicles. The portfolio of Real Estate assets managed by the Group is very granular, with more than 9,000 assets in several regions where Tikehau Capital considers that it has strong expertise. The Group’s investment discipline within its Real Estate strategies is illustrated notably by its very conservative use of leverage. The loan‑to‑value ratio amounts on average to approximately 25% (see Section 1.3.2.2 (Real Assets activity) of this Universal Registration Document). As of 31 December 2025, Tikehau Capital had €13.6 billion in assets under management for its Real Estate activity. (1) Source: Preqin, Private Markets in 2030 (October 2025).(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT23
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1. – – Presentation of the Group and its activities Strategy of Tikehau Capital Infrastructure Evolution of Infrastructure assets under management by region (2010‑2030) 0 The Infrastructure market was impacted, like other asset classes, by the rise in interest rates. However, demand remains solid, in line with the level seen in previous years. The Infrastructure market is benefiting from structurally strong growth trends, with a significant need for investment in the energy, transport and digitisation sectors, in a context of increasingly constrained public spending, notably following the Covid‑19 pandemic, the cost of public debt and defence spending. According to a report by McKinsey Global Institute published in 2017, nearly US$4,000 billion of annual investments in Infrastructure will be needed by 2035 to support growth. However, the scarcity of capital from traditional players such as governments creates an investment gap that offers opportunities for private capital. Furthermore, the “World Investment Report 2024” of the United Nations Conference on Trade and Development (UNCTAD) estimates that an additional US$500 billion in public funding and US$500 billion per year in private financing is essential in order to achieve the Sustainable Development Goals and fight against climate change. This estimate highlights the scale of investment needs, notably in essential infrastructure such as energy, transport and digitisation. Investors wishing to gain exposure to alternative assets while benefiting from low volatility and consistent and attractive returns have gradually increased their allocations to this asset class, which is relatively less mature than other alternative asset classes. According to Preqin , the "Infrastructure" asset class should continue to grow over the next five years to reach over US$2,900 billion in assets under management in 2030, representing an average annual growth rate of nearly 13%. The crisis related to the Covid‑19 pandemic has placed Infrastructure issues at the heart of priorities. Investments in telecommunications and sustainable Infrastructure are in particular key to the recovery. Tikehau Capital’s exposure to the "Infrastructure" asset class results from its acquisition in July 2020 of Star America Infrastructure Partners, an asset management company specialising in medium‑sized Infrastructure projects (transport, telecommunications, environment and social sectors) in North America (see Section 1.3.2.2 (Real Assets activity) of this Universal Registration Document), which was merged into Tikehau Capital North America in July 2023 (see Section 1.3.1.4 (Tikehau Capital’s legal structure)). As of 31 December 2025, Tikehau Capital had €0.7 billion in assets under management for its Infrastructure activity. (1) (1) Source: Preqin, Private Markets in 2030 (October 2025).(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 24
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Strategy of Tikehau Capital 1.2.1.3 Capital Markets Strategies In 2024, equity and fixed income remained the asset classes that represented the largest portion of assets under management worldwide, with 32% of overall assets under management and 20% of revenue generated, despite a gradual decrease observed since 2005. Through its Capital Markets Strategies activity, Tikehau Capital manages open‑ended funds offering access to diversified flexible management in the equity and bond markets. These funds benefit from a conviction‑based management, i.e. they are invested in a flexible and dynamic manner without any benchmark constraints. The investment analysis approach that is applied for the private markets is replicated for the equity and bond markets. Accordingly, for each investment, the Group’s research and management teams carry out a comprehensive analysis combining a top‑down view (directional analysis of the market leading to a sector filter) and a bottom‑up view (fundamental analysis of each issuer leading to a selection of securities to be included in the portfolio) (see Section 1.3.2.3 (Capital Markets Strategies activity) of this Universal Registration Document). In 2025, Tikehau Capital’s Capital Markets Strategies continued to perform well. As of 31 December 2025, Tikehau Capital had €6.2 billion in assets under management for its Capital Markets Strategies activity. Competitive landscape Alternative asset management was first developed in North America by players initially focusing on their domestic market before European players positioned themselves in this type of asset class on the European continent. As a result, the global sector is dominated by long‑standing US Private Equity players who have diversified into other asset classes such as Private Debt, Real Estate and Infrastructure. Among these North American players, the main ones are Blackstone, Brookfield, KKR, Apollo, Ares, Carlyle, and TPG. In Europe, the main listed groups specialising in alternative asset management are: Partners Group (Switzerland), EQT (Sweden), CVC Capital Partners (United Kingdom), Intermediate Capital Group (United Kingdom), Antin Infrastructure Partners (France), Bridgepoint (United Kingdom) and Tikehau Capital (France). A key differentiating factor for Tikehau Capital is its model based on a substantial equity base, which not only clearly aligns the interests of management, shareholders and investor‑clients, but also allows it to navigate economic cycles with confidence. As far as European players are concerned, please note: Any analysis of the competition must take into account the business mix specific to each player (Private Debt, Real Estate, Private Equity, Infrastructure, etc.) and should consider the performance of each player business line by business line, which makes it difficult to compare Tikehau Capital to the other European players, who derive a significant portion of their business from alternative assets. EQT is a Swedish group mainly active in Private Equity, Infrastructure and Real Estate, which went public in the third quarter of 2019; P Partners Group is a group listed in Switzerland since 2006 that invests primarily in Private Equity, but also in Real Estate, Private Debt and Infrastructure; P CVC Capital Partners is an English group listed since 2024 in Amsterdam that invests mainly in Private Equity, Credit, Infrastructure and secondary debt; P Intermediate Capital Group (ICG) is a group listed in London since 1994 that invests mainly in Private Debt (Mezzanine and CLO notably), Private Equity and Real Estate. ICG operates with a significant balance sheet and shareholders' equity; P Bridgepoint is a group listed in London, mainly active in Private Equity and Private Debt, which went public in 2021; P Antin Infrastructure Partners is a French Private Equity group specialising in infrastructure investments and which went public in 2021. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT25
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1. – – Presentation of the Group and its activities Strategy of Tikehau Capital Market capitalisation of Tikehau Capital’s listed European peers (in billions of €) as of 31 December 2025 41.6 28.2 15.2 6.8 2.8 2.8 2.0 Market capitalisation of Tikehau Capital’s listed North American peers (in billions of US$) as of 31 December 2025 190.6 113.6 85.8 53.0 84.0 24.5 24.0 21.3 Asset Management TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 26
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Strategy of Tikehau Capital 1.2.2 POSITIONING AND DIFFERENTIATING ASSETS Strong positioning on promising megatrends Major, often unforeseen events have had profound repercussions recently. These events are of various kinds, with climate disasters, geopolitical crises (United States/ China tensions, war in Ukraine, conflicts in the Middle East), health (Covid‑19) and economic crises (inflation, volatility) or, more broadly, political and social instability. Tikehau Capital believes that this accumulation of events will profoundly and lastingly change lifestyles and economies. These developments are thus giving rise to new long‑term megatrends that will drive future growth. These trends represent opportunities for investors who, like Tikehau Capital, have invested in resources and built the infrastructure to seize them. These trends notably include: The economic consequences of the Covid‑19 pandemic and the war in Ukraine have highlighted the signs of vulnerability in our economic system. Faced with this new paradigm that combines globalisation with vulnerability, companies must generate resilience: bringing production closer to the consumer instead of localising it in the countries where the costs are the lowest, paying their taxes in the jurisdictions where they operate, operating with more shareholder's equity and less leverage. The “relocation” and return of local ecosystems make it possible to move towards a more sustainable but less optimised growth model. For companies, reducing costs by improving the energy efficiency of buildings, production processes and vehicle fleets represents a considerable element of competitiveness. In order to achieve carbon neutrality by 2050, global annual investment in clean energy will need to more than triple by 2030, reaching around US$4 trillion . This megatrend will ensure sustained growth for the best companies in this sector. The need to build resilience is also reflected in cybersecurity, aerospace and defence. Technology is everywhere in the everyday life of modern and developing societies. The stakes are considerable, and the risks related to cybersecurity are probably, along with public health and climate change, among those that concern the greatest number of human beings on the planet. Other megatrends that will shape the economies and societies of tomorrow include the digitisation of industrial processes and the transformation of Real Estate assets, in which Tikehau Capital is increasingly present. Tikehau Capital believes that these megatrends will shape the “world of tomorrow”. They promote dispersion, opening the way to new investment opportunities that are already materialising in the financial markets. A relevant multilocal platform Since its creation in 2004, Tikehau Capital has focused on building a multilocal platform to grow its asset management business. As of 31 December 2025, the Group was present in 17 countries in Europe, Asia, North America and the Middle East. Tikehau Capital’s multilocal presence is a key success factor because it allows the Group to be as close as possible to its investor‑clients, in order to identify their needs and constraints and to offer them adapted solutions. It also allows it to position itself as close as possible to investment opportunities, this being all the more important as Tikehau Capital has developed its expertise in the mid‑market segment, focusing on medium‑sized companies or assets, for which a precise and in‑depth knowledge of local economies and ecosystems is fundamental in order to be able to seize the best investment opportunities. A robust balance sheet, providing strong alignment of interests Tikehau Capital’s growth model is based on a solid balance sheet of €3.1 billion in shareholders' equity, Group share, as of 31 December 2025, which is a differentiating asset for the Group in its sector. Tikehau Capital also has €1.2 billion in short‑term resources that can be mobilised with, on the one hand, a consolidated cash level of €167 million as of 31 December 2025 and, on the other, a revolving credit facility amounting to €1.15 billion since December 2025. Moreover, in January 2019, Fitch Ratings assigned Tikehau Capital an Investment Grade credit rating (BBB-) with a stable outlook. This rating was confirmed in the second quarter of 2025. In March 2022, Tikehau Capital was assigned an Investment Grade credit rating by S&P Global Ratings. This BBB- rating, confirmed in the second quarter of 2025, is also accompanied by a stable outlook and confirms the solidity of Tikehau Capital’s financial profile. By allocating its equity to support the Group’s various investment strategies, Tikehau Capital creates the conditions for a clear alignment of interests between the Group’s balance sheet and the investments made by its investor‑clients. This approach is key to building a relationship of trust with its shareholders and investor‑clients. Alignment of interests is thus at the heart of the Group’s culture, which, since its creation, has favoured entrepreneurial values of independence, excellence and commitment, combined with acknowledged investment skills. A model driven by two distinct and complementary growth engines Tikehau Capital has two distinct and complementary growth engines that enable it to be strategically positioned to seize future opportunities: DeglobalisationP Energy efficiencyP (1) Cybersecurity, aerospace and defenceP The Group has unified all of its asset management activities into a single integrated platform, enabling it to fully leverage scale, drive efficiency and accelerate value creation; P Source: International Energy Agency.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT27
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1. – – Presentation of the Group and its activities Strategy of Tikehau Capital 1.2.3 Together, these two engines create a meaningful optionality and reinforce the relevance of Tikehau Capital's model, positioning it to capture long‑term growth. Top‑notch industrial partners Throughout its development, Tikehau Capital has focused on innovation and its ability to anticipate. One of the Group’s characteristics is that it has succeeded in attracting industrial partners who have come to support these innovations, notably by investing financial resources in the Group’s funds and by making skills and employees available for these same strategies. This approach has already been implemented in several Private Equity funds, with TotalEnergies as a central partner in the field of the energy transition, with Airbus, Safran, Dassault Aviation and Thales in funds dedicated to the aerospace industry, and with AXA and Unilever who are committed alongside Tikehau Capital in its fund dedicated to regenerative agriculture. In 2023, Tikehau Capital joined forces with Altarea to launch a European Real Estate Debt platform that capitalises on the two groups’ complementary expertise in Real Estate and Private Debt. This ability to work collectively with industrial partners who bring in‑depth sector knowledge and skills is a key differentiating factor for Tikehau Capital. Highly diverse teams driven by a strong corporate culture Tikehau Capital’s history is above all an entrepreneurial adventure, and the Group’s DNA is marked by a culture of innovation, agility and high standards, shared by all of its 717 employees (as of 31 December 2025). The Group believes in a critical and original way of thinking. Thus, promoting a culture of diversity is at the heart of its success and recruitment strategy. The teams have over 40 nationalities around the world, and include a high proportion of women, at 41%. Lastly, the Group’s management, employees and founders are the Company’s largest shareholders, with 56% of the share capital held (as of 31 December 2025), and Tikehau Capital implements a proactive share and free performance share allocation policy, thus strengthening the alignment of interests among employees, shareholders and investor‑clients. STRATEGY AND OUTLOOK Tikehau Capital's growth model is based on its two value‑creation engines: on the one hand, its Asset Management activity, which is growing strongly and steadily increasing its profitability, and, on the other, its Investment activity, driven by a portfolio of assets invested mostly in the Group's asset management strategies. Tikehau Capital’s growth model in asset management has been based on four main pillars: The Group's principal Investment arm acts as a powerful driver, supporting further expansion and strategic partnerships. P Diversity of asset classes with complementary characteristics, making it possible to address the various needs of the Group’s investor‑clients. Thus, as of 31 December 2025, Tikehau Capital’s assets under management were split between Credit, Private Equity, Real Assets and Capital Markets Strategies. The goal of these various strategies is to meet the different needs of investor‑clients with “yield” strategies, which have the particularity of offering regular returns of a predictable nature and providing protection against inflation and rising interest rates. These strategies also benefit from significant operational leverage and a wide scope for developing adjacent initiatives. In addition, since its IPO, Tikehau Capital has focused on developing “value‑add” strategies that generate higher returns, which stem from asset transformation. The returns from these strategies are typically made up of capital gains realised on asset disposals after their transformation or on the growth of their income and profitability. These strategies also enable Tikehau Capital to generate higher management fees, while offering strong growth potential. P Tikehau Capital’s second area of growth is to diversify its investor‑clients base through the expansion of its geographical platform. As of 31 December 2025, Tikehau Capital’s assets under management from international clients amounted to close to €24 billion, compared to €2 billion in 2017. These non‑French investor‑clients thus represented 46% of the Group’s assets under management at the end of 2025, a proportion that is constantly increasing. In terms of inflows, around 80% of net inflows from third‑party investors (excluding Sofidy) in 2025 came from international investors. These successes illustrate the relevance of Tikehau Capital’s development model, as well as the robust performance of its various strategies. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 28
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Strategy of Tikehau Capital Tikehau Capital's balance sheet investments have meaningfully contributed to the expansion and globalisation of the Group's asset management platform. They have also allowed it to complement its expertise and forge strategic partnerships across its ecosystem, through external fund investments, GP stakes or co‑investment alongside external funds. Looking ahead, Tikehau Capital intends to adapt the use of its balance sheet from a growth enabler to a more strategic allocator. Its revised allocation framework is guided by the following priorities: For Tikehau Capital's strategies: For ecosystem investments: This revised allocation framework is designed to improve portfolio velocity, support profitability and generate increased returns for shareholders. The third area of development and growth for Tikehau Capital in asset management is to diversify the types of clients that can access its investment solutions. Tikehau Capital has forged long‑term relationships of trust with French and foreign institutional investors, for whom unlisted asset classes have traditionally been reserved. The Group has also developed a growing number of investment solutions accessible to private investors, who increasingly want to access alternative asset classes. The democratisation of alternative asset classes is an important growth driver for Tikehau Capital, and the Group has already demonstrated its capacity for innovation by launching a variety of investment solutions adapted to such clients. The Group approaches these private clients with ambition, but also with prudence, by adopting an educational approach and relying on solid partners in terms of distribution, but also by maintaining great vigilance on the consistency between the assets and liabilities and the associated risks in each of its funds. In 2025, building on innovations launched in recent years, 25% of net third‑party investor inflows came from private clients. Assets under management from private clients thus amounted to €18 billion at the end of 2025, an increase of 19% compared with the end of 2024. P Tikehau Capital is backed by its solid balance sheet, with €3.1 billion in shareholders' equity, Group share, as of 31 December 2025, which is invested mainly in the strategies developed by the Group. P As of 31 December 2025, the investment portfolio carried by Tikehau Capital’s balance sheet, which amounts to €4.4 billion, is nearly 69% invested in the funds and strategies developed and managed by Tikehau Capital to its investor‑clients. This capital allocation is a source of a strong alignment of interests of the Company and those of its investor‑clients, which is a dual value‑creation driver for the Group. The use of the Group’s balance sheet in each fund makes it possible to instil increased confidence among its investor‑clients and prospective clients, and therefore to maintain a solid inflow momentum. This approach also enables the Company’s shareholders to benefit from the performance of each of the asset classes in which the Group deploys its shareholders' equity. Moreover, the strength of Tikehau Capital's balance sheet allows it to seize co‑investment opportunities alongside its funds, thus facilitating the completion of larger‑scale transactions with an international dimension. P Tikehau Capital’s balance sheet also allows it to benefit from resources that are invested in the alternative asset management ecosystem. These investments are intended to serve the Group's asset management franchise by offering complementarities in terms of skills and geographic location while diversifying the Group's exposure and fostering the development of long‑term strategic partnerships. P Tikehau Capital demonstrated its ability to actively manage its balance sheet, which allowed it to have additional resources to continue to invest. Tikehau Capital is convinced that its balance sheet remains a major asset, which has successfully backed the growth of its asset management platform. P Ensure continued alignment of interest with our clients;P Reduce capital intensity in flagship and mature strategies;P Make more selective commitments in the Group's funds, with a focus on value‑add strategies and Credit strategies with an expected return above 15%; P Preserve greater flexibility for co‑investment opportunities alongside the Group's funds, accelerating returns generation. P Target strategic transactions with a double‑digit capital‑mobilisation multiplier; P Focus on high‑performance investments with increased velocity potential; P Focus on investments that generate ancillary business, such as co‑investments alongside external funds and business partners, etc. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT29
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1. – – Presentation of the Group and its activities Strategy of Tikehau Capital Based on the management accounts , Tikehau Capital has defined a new 2026 milestone, an intermediary step in its journey towards future profitable growth, focused on reaching: Aligned with its 2026‑2029 roadmap, Tikehau Capital has retained the two following objectives to measure its performance going forward: Given the Group's conservative recognition policy in the P&L and the relative youth of its flagship funds, performance‑related earnings (PRE) have not been a material contributor to Asset Management profitability since IPO. As these funds mature, PRE are expected to represent a growing share of the operating income of Asset Management activity. As of 30 September 2025, unrealised PRE reached €220 million, with approximately €160 million expected to mature by 2029. In addition, Tikehau Capital remains committed to: (1) at least €60 billion in assets under management, i.e. growth of 14% compared to 2025 and 3% above market expectations ; P (2) between €175 million and €225 million in Fee‑Related Earnings (FRE), i.e. growth between 37‑76% compared to 2025 and around 20‑50% above market expectations; P between €420 million and €520 million of Net result, Group share , compared to €136 million in 2025, i.e. around 50‑80% above market expectations; P (3) between 13% and 16% of return on equity , compared to market expectations of 8% . P (4) (5) Cumulative net inflows to exceed €34 billion over the 2026‑2029 period (+22% compared to the €28 billion raised between 2022 and 2025), supported by scaling its flagships funds, selectively launching and growing new initiatives, P deepening institutional relationships and broadening distribution channels to capture private wealth opportunities; Core FRE margin to reach between 45‑50% by 2029 (compared to 41% in 2025), driven by an enhanced business mix, stronger operating leverage and continued disciplined cost management. P (6) maintaining its Investment Grade rating, illustrating the Group's solid financial structure; P distributing more than 80% of the operating income of its Asset Management activity to its shareholders. P The reconciliation between the IFRS financial statements and the Management Accounts is presented in the (Segment information) Note to Chapter 6 (Annual consolidated financial statements as of 31 December 2025) of this Universal Registration Document. "Market expectations" refers to the average of estimates by financial analysts. Net result, Group share, based on Management Accounts, on a comparable basis to previous years. Excluding foreign currency translation effect. Return on equity, based on Management Accounts, on a comparable basis to previous years. Excluding currency effects. As of 18 February 2026. Provisioned within the Group's funds. (1) (2) (3) (4) (5) (6) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 30
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital 1.3 Presentation of Tikehau Capital 1.3.1 GENERAL OVERVIEW 1.3.1.1 Introduction Tikehau Capital has been built up over the years to become a leading global player in alternative asset management. At its inception in 2004, the Company was set up with a view to being an independent investment company whose purpose would be to invest in all types of asset classes without restrictions in terms of geographic region or holding period. At the same time, the Company has developed or acquired specialised Asset Management platforms in specific business sectors accommodated within its subsidiaries, which allow it to create added value and generate performance‑linked revenue, from which the Company also benefits as sponsor (see Section 1.3.1.4 (The legal structure of Tikehau Capital) of this Universal Registration Document). By funding the development of its platforms and acting as a sponsor for their strategies (either by investing in vehicles created by these platforms or by co‑investing with these vehicles), the Company benefits from (i) the results produced by the Group’s management and research teams (through revenues from its Asset Management activity: management fees, performance fees, carried interest, etc.) and (ii) the performance of its investments in the underlying asset classes (in the form of distributions, interest and capital gains). With €52.8 billion in assets under management as of 31 December 2025 , Tikehau Capital operates both within its Asset Management activity, comprised of four business lines: Credit (see Section 1.3.2.1 (Credit activity) of this Universal Registration Document), Real Assets (see Section 1.3.2.2 (Real Assets activity) of this Universal Registration Document), Capital Markets Strategies (fixed‑income management/ diversified management and equities) (see Section 1.3.2.3 (Capital Markets Strategies activity) of this Universal Registration Document), and Private Equity (see Section 1.3.2.4 (Private Equity activity) of this Universal Registration Document), and within its Investment activity (see Section 1.3.3 (Investment activity) of this Universal Registration Document). The Group provides its investor‑clients with alternative investment opportunities targeting long‑term value creation. Distribution of the Group’s assets under management between its Asset Management activity, comprising its four business lines, is as shown below as of 31 December 2024 and as of 31 December 2025 : Breakdown of the Group’s assets under management as of 31 December 2024 Breakdown of the Group’s assets under management as of 31 December 2025 (1) (1) See Section 1.3.1.2 (Tikehau Capital’s business model) of this Universal Registration Document.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT31
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital The following table shows the evolution of the Group’s assets under management between 31 December 2024 and 31 December 2025: (in millions of €) 31 December 2025 31 December 2024 Annual growth rate Credit 24,453 23,208 5% Real Assets 14,281 13,605 5% Capital Markets Strategies 6,166 5,742 7% Private Equity 7,908 6,458 22% TOTAL ASSET MANAGEMENT ACTIVITY 52,808 49,013 8% Asset Management activity Credit Real Assets Capital Markets Strategies Private Equity Assets under management €24.5bn (i.e. 46% of assets under management) €14.3bn (i.e. 27% of assets under management, of which 17% from Sofidy and 1% from Tikehau Capital North America) €6.2bn (i.e. 12% of assets under management) €7.9bn (i.e. 15% of assets under management) Yield strategy Yield or value‑add strategy Yield or value‑add strategy Value‑add strategy Office coverage Europe / Middle East North America Asia Europe North America Asia Europe North America Asia Europe North America Asia Investment universe At all levels of capital structure Senior loans, stretched senior, unitranche, mezzanine, PIK, preferred equity All classes of Real Estate assets (offices, retail, logistics, hospitality, residential), existing or to be redeveloped based on Core, Core+ or Value Add strategies Credit High yield, Investment Grade Corporate and subordinated instruments mainly European and Asian Minority or majority investor Takeover or non‑takeover situations in an extensive sector and geographic universe and with limiting leveraging Target companies Revenues (€30m – €2bn) Value (€50m – €2bn) All sectors in Europe Infrastructure in the social, telecommunications, environmental and transport sectors Equity Selection of “Value” stocks Special Situations Type of investor‑clients Institutional and private Institutional and private Institutional and private Institutional and private Key differentiation factors A pioneer in alternative financing P Solid partnerships with banks and Private Equity funds P Capacity for flexible and innovative structuring P Flexible and innovative approach P Solid track recordP Capacity for customised financing P Cross‑sourcing, local sourcing and European platform P Allocation and selection based on conviction management P Fundamental top‑down and bottom‑up analysis P An entrepreneurial spirit shared with portfolio companies P Capacity for structuring ability and flexible investment P Strong origination capacity P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 32
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital Breakdown of assets by sector as of 31 December 2025 14 % Dry Powder 26 % Real Estate 11 % Others 49 % Top 15 Assets under management €52.8bn Tikehau Capital’s investment strategies are deployed across a wide range of business sectors. The top 10 sectors represented 39% of assets under management as of 31 December 2025. The Group’s sector exposure is very granular and does not depend on any particular sector. While real estate represented 26% of assets under management as of 31 December 2025, the Group’s exposure to this sector is very granular. Indeed, the portfolio of real estate assets managed by the Group consists of more than 9,000 assets in different regions. In addition, the investments made by Tikehau Capital in real estate (as in each asset class) are characterised by strong discipline, as evidenced by the very conservative use of leverage. Breakdown of assets by region as of 31 December 2025 Tikehau Capital’s investment strategies are deployed in different regions. France and continental Europe account for nearly 65% of invested assets. The United Kingdom only represents a limited share while North America represents an increasingly significant share thanks to the initiatives launched in this region. Breakdown of assets under management by investor‑client type as of 31 December 2025 Tikehau Capital has forged long‑term relationships of trust with French and foreign institutional investors. Moreover, the Company has developed a growing number of investment solutions accessible to private investors, who increasingly want to access alternative asset classes. As of 31 December 2025, 34% of Tikehau Capital’s assets under management came from private investors. Breakdown of assets under management by investor‑client nationality as of 31 December 2025 As of 31 December 2025, Tikehau Capital’s assets under management from international clients amounted to €24 billion, compared to €2 billion at the time of the Company’s IPO in 2017. These international investor‑clients thus represented 46% of the Tikehau Capital’s assets under management at the end of 2025, a proportion that is constantly growing. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT33
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital 1.3.1.2 Tikehau Capital's business model A bridge between global savings and the financing of the real economy Tikehau Capital has positioned itself as a key player in the financing of the economy by channelling global savings, driven by demographic growth, the ageing of the population and the need to generate returns for savers, towards companies and the real economy. To meet growing financing needs (there are close to 23 million SMEs in Europe ), Tikehau Capital offers a wide range of debt and equity financing solutions as well as solutions adapted to the financing of Real Assets (real estate and infrastructure). Tikehau Capital’s business model is based on two pillars: FUND PERFORMANCE INVESTMENT ACTIVITY ASSET MANAGEMENT ACTIVITY Balance sheet returns Investments in Tikehau Capital fundsStrong fundraising Selective deployment A strong alignment of interests Increasingly scalable platform Asset Management activity The performance of the strategies developed and managed by the Group is at the heart of a virtuous circle that supports the growth of Tikehau Capital’s Asset Management activity. It is the solid performance of its funds that enables Tikehau Capital to accelerate fundraising from its investor‑clients (pension funds, insurers, family offices, individual customers). By way of example, the performance of the Group’s funds can be measured in the value created by portfolio companies or, for Real Assets, in the high level of rent collection. The three pillars of Tikehau Capital’s Asset Management activity DYNAMIC FUNDRAISING SELECTIVE DEPLOYMENT SOLID PERFORMANCE Tikehau Capital invests the savings that it is entrusted with on the basis of a selective approach with a view to generating returns for its investor‑clients and for itself. The Group invests a significant amount of its capital in its own funds (see paragraph on “Investments in Tikehau Capital strategies”), thereby fostering a strong alignment of interests. Tikehau Capital’s know‑how and multilocal platform, with 17 locations worldwide, are essential assets to source relevant and value‑creating investment opportunities, enabling the Group to support future fundraising. (1) the Asset Management activity, comprising four complementary business lines (Credit, Real Assets, Private Equity and Capital Markets Strategies); P the Investment activity, through the Group’s investment portfolio, which is invested primarily in the asset management strategies developed and managed by Tikehau Capital. P Small and Medium‑sized Enterprises – Fact Sheets on the European Union (2021).(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 34
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital In 2025, the Group accelerated on the three priority areas of its operating model: As a result, assets under management in the Group’s Asset Management activity amounted to €52.8 billion as of 31 December 2025, up 8% compared to 31 December 2024. The virtuous circle model of Tikehau Capital's Asset Management activity, based on the performance of its funds, has enabled the Group to increase its assets under management by an average of 22% per year since 2016. Investment activity Change in the investment portfolio from Tikehau Capital’s balance sheet (in millions of €) 2018 20192017 2020 2021 2022 2023 2024 2025 33% 43% 61% 68% 79% 79% 74% 3,017 (69%) 1,565 2,083 2,336 2,410 2,686 3,527 79% 3,858 4,001 4,359 Tikehau Capital Strategies Ecosystem & Direct investments Tikehau Capital’s investment portfolio amounted to €4.4 billion as of 31 December 2025. It is composed of: the funds managed by Tikehau Capital deployed a total of €7.6 billion. The investment teams remained highly selective, as evidenced by an investment exclusion rate of 98% (corresponding to the number of declined deals compared to the total number of screened deals). The selectivity rate has remained high (over 95%) since the Company’s IPO; P realizations by Tikehau Capital funds amounted to €4.0 billion, driven by record levels of realizations in Private Equity and Credit activities, resulting in €4.1 billion in distributions to clients. Moreover, the performance of all Tikehau Capital funds remained strong and will support future fundraising; P Tikehau Capital benefited from robust inflows momentum, reaching record levels of gross and net inflows of €10.5 billion and €8.0 billion, respectively. The record level of net inflows reflects the Group’s sustained commercial activity, driven by its multi‑local and diversified platform. The Group’s ability to offer a diverse range of investment strategies adapted to the needs of its investor‑clients has played a crucial role, enabling it to successfully adapt to changes in client allocation within asset classes and to generate sustained growth. P €3.0 billion (or 69%) in investments in the Group’s strategies, including the asset management strategies developed and managed by Tikehau Capital, the co‑investments made alongside the asset management strategies developed and managed by Tikehau Capital; P €1.4 billion (or 31%) in investments, mainly including direct investments in Private Equity as well as investments in the Group’s ecosystem. These investments aim to diversify the Group's investment portfolio and contribute to the development of Tikehau Capital’s asset management franchise worldwide by opening up investment opportunities. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT35
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital Investments in Tikehau Capital strategies Tikehau Capital’s model is based on a solid balance sheet, with €3.1 billion of shareholders' equity, Group share, as of 31 December 2025. Tikehau Capital’s robust financial structure constitutes a competitive advantage in the asset management sector since it enables the Group to invest in priority, alongside its investor‑clients, in the investment strategies (funds and vehicles) that it manages. This contributes to the Group’s threefold objective of: Committing Tikehau Capital’s balance sheet to its own strategies enables the Group to scale up the growth of its Asset Management activity and improve the visibility of its revenues and the profitability of its equity, through the growing share of the performance of its own strategies in the investment portfolio revenues. Accordingly, the Company can invest in the new investment strategies or the Group’s new products to facilitate their launch. In 2025, this mainly resulted in subscription commitments to several new initiatives, including: Ecosystem investments and other direct investments In addition to the Group’s strategies, Tikehau Capital invests in its ecosystem and makes direct investments. The Group's ecosystem investments amounted to €1,147 million as of 31 December 2025 (compared to €841 million as of 31 December 2024). As of 31 December 2025, the Group’s main investment in its ecosystem is a 5.2% stake in Schroders, an asset management, advisory and wealth management firm with £823.7 billion in assets under management at the end of 2025. The Group’s direct investments, for their part, amounted to €195 million as of 31 December 2025 (compared to €211 million as of 31 December 2024) and are composed of Private Equity investments carried out with Tikehau Capital’s balance sheet prior to the Group developing its dedicated Private Equity strategies (launched in 2018). The Group’s main direct investments represent 64% of the value of this category of investments as of the end of December 2025 and is in Claranet. Founded in 1996, and based in London, Claranet is a leading European company hosting and outsourcing services for critical applications. The table below shows a breakdown of the assets under management of the four business lines of Tikehau Capital, split between balance sheet assets and third‑party investor‑client assets, as of 31 December 2025: (in millions of €) Total assets under management Assets under management from Tikehau Capital % Third‑party assets under management % Credit 24,453 1,688 42% 22,765 47% Real Assets 14,281 959 24% 13,322 27% Capital Markets Strategies 6,166 43 1% 6,123 13% Private Equity 7,908 1,355 33% 6,553 13% TOTAL ASSET MANAGEMENT ACTIVITY 52,808 4,045 100% 48,763 100% sponsoring new investment strategies or vehicles to facilitate their launch and marketing; P fostering a clear alignment of interests between Tikehau Capital and its investor‑clients; P benefiting from the returns on these investment strategies, which provide a source of recurring revenue. P the launch of Tikehau European Private Credit ("TEPC"), Tikehau Capital's first semi‑liquid Private Debt fund for private investors (excluding the United Kingdom and Switzerland) available outside of French life insurance; P the launch of a continuation fund to support Egis' growth trajectory and accelerate its global development; P financing for the retention piece of the CLOs launched by Tikehau Capital in Europe and North America (namely the retention rate of 5% of the securitised assets which in Europe apply to the originating entities pursuant to regulatory requirements (see Section 1.4.3.4 (Other regulations – Capital requirements) of this Universal Registration Document). P (1) Corresponding to the Group’s investment commitments (called and uncalled) in the strategies managed and developed by the Group. The amount of these investments, and the proportion of called and uncalled amounts, is set out under Section 5.1.2 (Activities during the year in 2024) of this Universal Registration Document. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 36
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital The scope of the Group's asset management business is made up of (i) assets under management generating management fees, (ii) assets under management which will generate management fees in the future, and (iii) assets under management not generating management fees (see definitions in Section 5.1 (General overview of activities, results and financial position for 2025) of this Universal Registration Document), the breakdown of which was as follows as of 31 December 2025: Breakdown of assets by type of fees generated as of 31 December 2025 (Asset Management activity scope) Tikehau Capital’s sources of revenue As an asset management and investment group, the Group recognises four types of revenue (in the consolidated financial statements under IFRS): Growing assets under management Performance of Tikehau Capital funds Balance sheet deployment: Asset Management activity Investment activity DIVIDENDS, COUPONS /slash.case CAPITAL GAINS MANAGEMENT FEES PERFORMANCE FEES /slash.case CARRIED INTEREST /parenleft.case/one.case/parenright.case Asset Management activity Investments in Tikehau Capital funds Investments in the alternatives' ecosystem recurring revenues related to its Asset Management activity, which take the form of management fees (see below) and, on an occasional basis for certain arrangement fee transactions (see below); P non‑recurring revenues related to its Asset Management activity, which take the form of performance fees and carried interest (see below); P recurring revenues related to investments made through the balance sheet, corresponding, firstly, to dividends/ distributions, coupons and interest received on investments carried on the balance sheet and, secondly, the result of accounting changes in fair value, i.e. the adjustment of the fair value of portfolio investments recorded at each balance sheet date; and P non‑recurring revenues related to balance sheet investments, corresponding to capital gains and losses on disposals recognised at the time of each divestment of an asset carried on the balance sheet. P 100% of performance fees and 53.3% of available carried interest allocated to Tikehau Capital or its subsidiaries.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT37
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital 1.3.1.3 Tikehau Capital's operational structure Tikehau Capital’s organisation is structured around its Asset Management activity, operated through four business lines, on the one hand, and its Investment activity, on the other. Asset Management activity and Investment activity Tikehau Capital’s Asset Management activity comprises four business lines: Credit (see Section 1.3.2.1 (Credit activity) of this Universal Registration Document), Real Assets (see Section 1.3.2.2 (Real Assets activity) of this Universal Registration Document), Capital Markets Strategies (fixed‑income management/diversified and equities management) (see Section 1.3.2.3 (Capital Markets Strategies activity) of this Universal Registration Document) and Private Equity (see Section 1.3.2.4 (Private Equity activity) of this Universal Registration Document), and also its Investment activity (see Section 1.3.3 (Investment activity) of this Universal Registration Document). Geographical presence Over the years, the acceleration of Tikehau Capital’s Asset Management and Investment activities has been accompanied by an increase in its international presence with the opening of offices in London, United Kingdom (2013), in Singapore (2014), then in Brussels, Belgium and in Milan, Italy (2015). In 2017, the Group continued to expand its international operations with the opening of offices in Madrid, Spain, and in Seoul, South Korea, then, in 2018, in New York, USA, in 2019, in Tokyo, Japan, in Luxembourg and in Amsterdam, Netherlands. In 2021, it continued its development in Frankfurt, Germany; in 2022, in Tel Aviv, Israel, and in Zurich, Switzerland; in 2023, in Abu Dhabi, United Arab Emirates; and, in 2024, in Montreal, Canada, and in Hong Kong. Thus, as of the date of this Universal Registration Document, the Group has offices in 17 countries. Countries concerned Belgium (Brussels), Canada (Montreal), France (Paris), Germany (Frankfurt), Hong Kong, Israel (Tel Aviv), Italy (Milan), Japan (Tokyo), Luxembourg, Netherlands (Amsterdam), Singapore, South Korea (Seoul), Spain (Madrid), Switzerland (Zurich), United Arab Emirates (Abu Dhabi), United Kingdom (London), United States (New York) All of Tikehau Capital’s offices, within the regulatory framework, are intended to coordinate the marketing of the Group’s products, and, in most cases, to identify investment opportunities, analyse and carry out investment transactions and monitor them to maturity. Tikehau Capital is established in Belgium, Italy, Spain, Luxembourg, the Netherlands and Germany through branches of Tikehau IM that have benefited from the passporting of the authorisations of Tikehau IM, regulated in France. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 38
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital The Group also has a presence in the United Kingdom through Tikehau Capital Europe and a branch of Tikehau IM (“TIM UK”). Tikehau Capital Europe is authorised and regulated by the UK supervisory authority, the Financial Conduct Authority ("FCA") to, among other things, provide investment management services on behalf of structured credit vehicles established and registered in Ireland. Tikehau Capital operates in Singapore through a wholly‑owned subsidiary of Tikehau IM (Tikehau Investment Management Asia Pte. Ltd.), which has been approved by the Singaporean Financial Supervisory Authority (Monetary Authority of Singapore, "MAS"), as well as through the asset management company IREIT Global Group, in which Tikehau Capital directly held 50.00% (see Section 1.3.2.2 (c) (Real Estate companies managed by the Group) of this Universal Registration Document for more information). Since 2018, the Group has had a presence in the United States through its subsidiary Tikehau Capital North America, which is registered with the US regulator, the Securities and Exchange Commission (SEC). Since 2019, the Group has been present in Japan through a subsidiary wholly‑owned by Tikehau IM (Tikehau Investment Management Japan), which has been approved by the local financial supervisory authority (Financial Services Authority). In 2022, Tikehau Capital created Tikehau Capital Korea Inc. (“TC Korea”), a company wholly‑owned by Tikehau IM, to establish a subsidiary for its local activities. TC Korea obtained an authorisation from the local financial supervisory authority (Financial Supervisory Service). The Group also established a presence in Israel through a wholly‑owned subsidiary of Tikehau IM, Tikehau Capital Israel Ltd. (“TC Israel”), which is a non‑regulated entity. Tikehau Capital opened Tikehau Capital Switzerland AG ("TC Switzerland"), a wholly‑owned subsidiary of Tikehau IM, a non‑regulated entity. In 2023, Tikehau Capital opened Tikehau Capital Middle East Limited (“TC Middle East”) in Abu Dhabi Global Market, Abu Dhabi’s financial centre, in order to strengthen Tikehau Capital’s geographical footprint in the United Arab Emirates. The opening of Tikehau Capital's first office in the Gulf Cooperation Council (GCC) is the first step, for Tikehau Capital, in its development in the region. In 2024, in North America, six years after establishing a presence in New York and launching four complementary strategies, the Group opened an office in Montreal in order to continue to reinforce its strong local presence in Quebec, while accelerating its expansion in Canada. The local subsidiary is approved by the Quebec regulator, the Autorité des marchés financiers. The Group also indicated that, in early July, it had obtained an approval to operate in Hong Kong, thus marking the opening of the Group’s 17 office worldwide and reaffirming its commitment to growth and its commitment in Asia. International Advisory Board Tikehau Capital has set up an advisory body, the International Advisory Board, whose members include: Mr Stéphane Abrial (former Chief of Staff of the French Air Force and NATO Strategic Commander), Sir Peter Westmacott, former Ambassador of the United Kingdom (to the United States, France and Turkey), Mr Jason Lamin (Founder and CEO of Lenox Park Solutions), Mr Davide Elli (Head of Multimanager and Alternative Investments, Fideuram Investmenti SGR), Ms Miriam Maes (non‑executive director of several boards in France, the United Kingdom and the Netherlands; Co‑Chairman of the Energy Transition Forum), Ms Natacha Valla (Dean of the School of Management and Innovation at Sciences Po and former Deputy Director General for Monetary Policy at the European Central Bank), Mr Rob Williams (Director, Temasek, member of the Temasek Investment Group and member of the board of directors of several Temasek portfolio companies), Mr Mark Pensaert (member of the Supervisory Board of Rabobank and Chairman of the Supervisory Board of DLL), Mr Eckart Windhagen (Professor at the Frankfurt School of Finance & Management and Co‑Director of the Centre for European Transformation) and Mr Adrien Dassault (member of the Supervisory Board of the Marcel Dassault Industrial Group, director of Figeac Aéro, non‑executive Chairman of La Maison NextGen and Co‑founder of the MAD Foundation). The International Advisory Board meets several times a year to exchange views on global economic and geopolitical trends and analyse their potential impacts on the markets in which Tikehau Capital operates. Stemming from a variety of political and economic spheres, these highly experienced figures from diverse geographical regions provide Tikehau Capital with informed perspectives and recommendations to support its strategies and boost its international development. Cross‑divisional functions Group operational activities receive support from joint functions: finance, treasury, tax and legal, compliance, middle office, internal audit, IT, human resources, communication and general services. These teams are accommodated within the subsidiaries in respect of the teams that are dedicated to specific business lines. The central corporate functions are housed at Tikehau Capital. th TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT39
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital The management team The role and operation of the Managers is described in Section 3.1.1 (The Managers) of this Universal Registration Document. As of the date of this Universal Registration Document, the main persons involved in the management of the Company in France or abroad are as follows: (i) Group management (ii) Heads of business lines and operational functions (iii) Heads of country The management teams of the Group’s other subsidiaries and activities are available on the websites of these companies: In addition, in the context of its decisions, the Company’s management team operates under the supervision of a Supervisory Board composed of 50% independent members (see Section 3.4.1 (Supervisory Board) of this Universal Registration Document). Thomas Friedberger – Group Deputy Chief Executive Officer, Co‑Chief Investment Officer and Chief Executive Officer of Tikehau IM P Maxime Laurent‑Bellue – Group Deputy Chief Executive Officer, Co‑Head of the Credit activity, Head of Tactical Strategies P Henri Marcoux – Group Deputy Chief Executive Officer, Chairman of Tikehau IM, member of the Private Equity Executive Committee P Emmanuelle Costa – Head of Human Capital and Deputy Chief Executive Officer of Tikehau IM P Bertrand Honoré – Head of Information TechnologiesP Anne Le Stanguennec – Head of Internal AuditP Vincent Picot – Chief Financial OfficerP Geoffroy Renard – General CounselP Valerie Sueur – Head of Corporate and Internal Communications P Pierre Abadie – Head of Group Climate, member of the Private Equity Executive Committee activity P Arnaud Attia – Chief Operating Officer of Tikehau IMP Margaux Buridant – Co‑Head of the Private Wealth Solutions activity and Head of Capital Formation, North America P Rodolfo Caceres – Head of Credit ResearchP Peter Cirenza – Co‑Chief Investment officer, Chairman of Tactical Strategies P Jean‑Baptiste Feat – Co‑Head of Investment & Capital Solutions, Co‑Chief Investment Officer and Co‑Head of the United Kingdom Office P John Fraser – Chairman of the Global Structured Credit Strategy P Célia Hamoum – Co‑Head of the Private Wealth Solutions activity P Frédéric Jariel – Head of Real Estate activityP Emmanuel Laillier – Chief Investment Officer and member of the Private Equity Executive Committee P Cécile Mayer‑Lévi – Co‑Head of the Credit activity, Head of the Private Debt activity P Rudy Neuhof – Co‑Head of Investment & Capital Solutions, Co‑Head of the Israel office P Benjamin Prior – Head of Risk for Tikehau IMP Raphaël Thuin – Head of Capital Markets StrategiesP Christoph Zens – Global Head of CLOsP Chiara De Simone – Co‑Head of the Belgium OfficeP Sergei Diakov – Business development JapanP Louis d'Estienne d'Orves – Asia‑PacificP Dominik P. Felsmann – GermanyP Asaf Gherman – Co‑Head of the Israel Office, Co‑Chief Investment Officer P Victoria Gillam – Co‑Head of the United Kingdom officeP Jérémy Le Jan – CanadaP David Martín – Co‑Head of the Spain Office, member of the Private Equity Executive Committee P Bart Mathijssen – Co‑Head of the Belgium OfficeP Young Joon Moon – Business development Asia‑PacificP Jean Odendall – Middle East, Deputy Head of Tactical Strategies P Roberto Quagliuolo – Italy, member of the Private Equity Executive Committee P Christian Rouquerol – Co‑Head of the Spain Office, Head of Capital Formation, Europe P Tikehau Investment Management: www.tikehaucapital.com/ en/our‑group/our‑people/management‑team P Homunity: www.homunity.comP IREIT: www.ireitglobal.comP Sofidy: www.sofidy.comP Tikehau Star Infra: www.tikehaustarinfra.comP Opale Capital: www.opalecapital.comP (1) As of the date of this Universal Registration Document. The percentage of independent members will decrease to 40% if the General Meeting of the Shareholders of 30 April 2026 approves the appointment of Mr Jean‑Pierre Denis, who would be non‑independent, to replace Mr François Pauly. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 40
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital 1.3.1.4 Tikehau Capital’s legal structure As of 31 December 2025, the Group’s organisational chart is as follows: 100% 50%(3) 100% Founders and Management 100% 54.81% Associé commandité Gérants 68.81%31.19% 100% 100%100% 100% 15.27%(5) 37.45%(6) 100% 100%(5)100%(5)100%(4) Other shareholders45.19% Tikehau Capital Advisors SAS Tikehau Capital Commandité SAS Tikehau Capital SCA Tikehau Capital North America LLC (USA) Tikehau Capital UK Ltd. (GB) Tikehau Capital UK II Ltd. (GB) Sofidy SAS Homunity SAS Opale Capital SAS Tikehau Capital Europe Ltd. (GB) Tikehau Capital Americas Holdings LLC (USA) IREIT Global Group Pte. Ltd. (SG) 100% 100% Selectirente SCA Tikehau Investment Management SAS SFI(1) MACSF North Haven Tactical Value(2) AF&Co Management SAS MCH Management SAS 100% Tikehau Amova Investment Management Pte. Ltd. (SG) 50.10% TIM Asia Pte. Ltd. (SG) TIM Japan K.K. (JP) Tikehau Capital Korea Inc. (Corée du Sud) Tikehau Capital Israel Ltd. (Israël) 100% Tikehau Capital Switzerland AG (Suisse) Tikehau Capital Canada Inc. (Canada) Tikehau Capital Hong Kong Ltd. (HKG) Tikehau Capital MiddleEast Ltd. (UAE) 100% 100% 100% Through one of its affiliates, Legacy Participations, Société Familiale d’Investissement (SFI) is linked to one of the reference shareholders of the AB InBev group and is developing a diversification portfolio mainly composed of significant investments through a long‑term shareholder and private equity approach. (1) A North Haven Tactical Value investment vehicle managed by a Morgan Stanley Investment Management team.(2) The Company holds 50.50% of the voting rights of IREIT Global Group Pte. Ltd.(3) The proposed merger and absorption of Sofidy by Tikehau IM was announced on 1 December 2025 and is expected to be completed by the end of the first half of 2026. (4) Directly or indirectly.(5) The Company jointly holds 54.69% of the share capital and voting rights of Selectirente with the companies Sofidy, Sofidiane, Makemo Capital, AF&Co, and Mr Antoine Flamarion and Mr Christian Flamarion (see Section 1.3.2.2(c) of this Universal Registration Document for further details). (6) NB: In this organisational chart, shareholding percentages are equivalent to voting rights percentages, unless otherwise stated. The companies are governed by French law unless otherwise stated. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT41
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital The main entities of the Group, shown in this chart, are as follows: The main limited and unlimited liability partnerships in the Group are: The companies dedicated to Asset Management Tikehau Investment Management (Tikehau IM) Set up by Tikehau Capital in late 2006, Tikehau IM is the main platform of Tikehau Capital dedicated to Asset Management. As of 31 December 2025, Tikehau IM had a presence in all Tikehau Capital’s Asset Management activity, including Credit, Real Assets, Capital Markets Strategies (fixed‑income management/diversified management and equities) and Private Equity. Tikehau IM has been approved by the AMF as an investment asset management company since January 2007 (under number GP‑07000006). As Tikehau IM has grown, it has broadened the scope of its activities, expanding into new asset classes. Tikehau IM, which is the main asset management company of the Group, intends to continue its development in other asset classes (see Section 1.2 (Strategy of Tikehau Capital) of this Universal Registration Document). The approval granted to Tikehau IM by the AMF authorises it (i) to manage UCITS in accordance with directive No. 2009/65/EC of 13 July 2009; (ii) to manage Alternative Investment Funds ("AIFs") in accordance with directive No. 2011/61/EU of 8 June 2011, regarding types of funds such as OPCI (French real estate investment vehicles), FPS (French specialised professional funds), and FPCI (French professional Private Equity funds) (see the Glossary in Section 10.7 of this Universal Registration Document); (iii) to market UCITS/AIFs managed by another asset manager and to conduct an investment advisory activity. Through its various investment strategies, Tikehau IM, intends to be able to offer the best risk/return balance to its investor‑clients, presenting a wide range of products in various formats and at every level of the capital structure. This aim is based on the Group’s ability (i) to identify investment opportunities due to its knowledge of the markets and its network of relationships and to perform in‑depth and independent analysis of the different issuers and (ii) to identify the best risk/return balance within each asset class considered. In all its business lines, Tikehau IM relies on a conviction‑based management approach (i.e. based on strong convictions regarding its investment projects) and seeks to be reactive and opportunistic for its investor‑clients, ensuring a cross‑functional approach in its management through an operational platform and solid, in‑house fundamental research. The Tikehau IM teams, staffed by professionals with varied and complementary profiles, aim to promote optimal execution and monitoring of investments, as well as the most efficient access possible to the market. These teams follow an investment universe that is characterised by great diversity in terms of size (including a large number of SMEs and intermediate‑sized companies (see the Glossary in Section 10.7 of this Universal Registration Document), business sector, financial performance (growth, profitability, debt, capital structure), geographic location, underlying market, type of instrument, maturity, legal structure, seniority, covenants, and guarantee or collateral. Tikehau Capital SCA is the Group’s parent company whose securities are listed on the regulated market of Euronext Paris. The Company’s Managers are AF&Co Management and MCH Management and its general partner is Tikehau Capital Commandité. The purpose of the Company is to invest, directly or indirectly, in the Group’s investment platforms to support their growth. It is also a major investor in the funds and vehicles managed by the Group or as a co‑investor alongside them. Lastly, it may make opportunistic investments outside its platforms and its business lines to seek out the best sources of value creation; P AF&Co Management and MCH Management are the two Managers of the Company (see Section 3.1.1 (The Managers) of this Universal Registration Document). Their main activity is to provide advice and assistance, notably in financial and strategic matters. Information on AF&Co Management and MCH Management is provided respectively in Section 3.1.1 (The Managers – Information concerning AF&Co Management and Mr Antoine Flamarion) and (The Managers – Information concerning MCH Management and Mr Mathieu Chabran) of this Universal Registration Document; P Tikehau Capital Europe (see detailed paragraph below);P Tikehau Investment Management (see detailed paragraph below); P IREIT Global Group (see detailed paragraph below);P Tikehau Amova Asset Management (see detailed paragraph below); P Sofidy (see detailed paragraph below);P Tikehau Capital North America (see detailed paragraph below). P Tikehau Capital Commandité is the Company’s sole general partner. The Chairman of Tikehau Capital Commandité is AF&Co and its CEO is MCH. Tikehau Capital Commandité is wholly‑owned by Tikehau Capital Advisors; P Tikehau Capital Advisors is the main shareholder of the Company which, as of 31 December 2025, held the entire share capital and voting rights of the sole general partner, Tikehau Capital Commandité. Its main activity is the acquisition, holding and management of any type of equity interests and securities. The Chairman of Tikehau Capital Advisors is AF&Co and its CEO is MCH. As of 31 December 2025, the capital of Tikehau Capital Advisors was divided among Tikehau Capital's founders and management, who together hold 68.81% of the capital and voting rights of Tikehau Capital Advisors, and a group of institutional shareholders, Société Familiale d'Investissement (SFI), MACSF and North Haven Tactical Value, which share the balance of 31.19%. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 42
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital As of 31 December 2025, Tikehau IM managed €30.9 billion, i.e. about 59% of Tikehau Capital’s Asset Management activity’s assets under management (€52.8 billion) . As part of its goals, Tikehau IM works continuously to adapt its product lines and improve its methods of distribution and its presence in each of its markets. Tikehau IM is set to become the parent company for all of the Group’s asset management activities. Tikehau Capital Europe Tikehau Capital Europe is a UK subsidiary of the Group which manages securitisation vehicles dedicated to CLOs (Collateralised Loan Obligations), a specialised product consisting of debt securities backed by a portfolio of leveraged loans. This activity comes under the Group’s Credit activity. Since 2007, Tikehau Capital has invested in the credit markets, in particular high‑yield credit, as part of its Capital Markets Strategies and its Credit activity, through Tikehau IM. On the strength of its expertise in these markets, the Group entered the debt securitisation market in 2015 by setting up securitisation vehicles dedicated to CLOs, a specialised product consisting of debt securities collateralised by a portfolio of leveraged loans. Tikehau Capital’s European CLO vehicles are structured by Tikehau Capital Europe and placed under its management. In 2015, Tikehau Capital Europe was approved by the FCA in the United Kingdom, mainly for investment advisory, arrangement of investment transactions and investment management. In line with Tikehau Capital's announced objective of establishing a long‑term presence in the CLO market through Tikehau Capital Europe, the Group has completed two to three CLO deals per year in the order of €300 to €500 million, with cumulative amount of assets under management of €5.8 billion as of 31 December 2025, representing around 11% of Tikehau Capital's assets under management. Tikehau Capital Europe is wholly‑owned by the Company. More information about Tikehau Capital Europe and the CLO transactions completed by this subsidiary can be found in Section 1.3.2.1(c) (CLO activity) of this Universal Registration Document. Sofidy Sofidy is an asset management company, a specialist in the management of Real Estate funds for private investors, and was acquired by the Company in December 2018. Sofidy was founded in 1987 and has been approved by the AMF as an investment management company since January 2007. As of 31 December 2025, Sofidy managed €9.1 billion i.e. about 17% of Tikehau Capital’s assets under management (see Section 1.3.2.2(b) (Real estate funds managed by Sofidy) of this Universal Registration Document) (see website for more information: www.sofidy.com). The proposed merger and absorption of Sofidy by Tikehau IM was announced on 1 December 2025 and is expected to be completed by the end of the first half of 2026. This strategic transaction aims to bring together the expertise of its two complementary real estate teams, in order to form an ambitious, multi‑strategy, multi‑geographical and more diversified whole. IREIT Global Group IREIT Global Group (“IGG”) is the Singapore asset management company of a real estate firm listed in Singapore: IREIT Global. Tikehau Capital holds a 50.00% stake in IGG following the sale of part of its holding to City Developments Limited in April 2019. IGG is approved as an asset management company by the Monetary Authority of Singapore (MAS, the Singaporean financial regulator). IREIT Global was the first Singapore‑listed property company whose strategy is to invest in Real Estate assets located in Europe. As of 31 December 2025, based on the annual report of IREIT Global, the value of the Real Estate assets held by IREIT Global was €0.8 billion, i.e. about 2% of Tikehau Capital’s assets under management (see Section 1.3.2.2(c) (Real Estate companies managed by the Group) of this Universal Registration Document) (see website for more information: www.ireitglobal.com). Tikehau Amova Asset Management Tikehau‑Amova Investment Management Pte. Ltd ("TAIMPL") is the Singapore‑based management company implementing the strategic partnership between Tikehau Capital and Amova Asset Management, in which Tikehau Capital holds a 50.10% stake. TAIMPL is set to be formally authorised as an asset management company by the Monetary Authority of Singapore (MAS, Singapore’s financial regulator) during the first half of 2026. The purpose of TAIMPL is to manage investment funds locally in Asia. Tikehau Capital North America Tikehau Capital North America is an American subsidiary of the Company, which houses a part of the Group’s teams based in the United States. It is registered as a Registered Investment Advisor by the US Securities and Exchange Commission (SEC). The purpose of this company is to develop asset management activity and contribute to the development of the Group’s strategies in the United States. Tikehau Capital North America manages securitisation vehicles dedicated to CLOs (Collateralised Loan Obligations), a specialised product corresponding to bonds backed by a portfolio of leveraged loans. The objective is to launch several CLOs per year in the region over the next few years, taking advantage of attractive market conditions. Tikehau Capital North America is also active in the development and management of medium‑sized infrastructure projects in North America, particularly through public‑private partnerships in four asset categories: transportation, social infrastructure, the environment and communication. As of 31 December 2025, Tikehau Capital North America managed €6.2 billion, i.e. about 12% of Tikehau Capital’s assets under management. (1) See Section 1.3.1.2 (Tikehau Capital’s business model) of this Universal Registration Document.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT43
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital Homunity In January 2019, the Group acquired full control of Homunity SAS. Homunity is one of the leading specialist real estate crowdfunding platform in France, enabling the Group to strengthen its position in the crowdfunding segment, accelerate its growth and diversify its offering in the buoyant crowdfunding market. Homunity has been certified by the AMF as a crowdfunding service provider (prestataire de services de financement participatif) since November 2023 (see website for more information: www.homunity.com). Opale Capital In September 2022, the Group launched Opale Capital, a 100% digital investment platform. The latter was created to facilitate access for financial advisors working on behalf of their private clients to investment in the unlisted sector. Investment funds are traditionally reserved for institutional clients. Opale Capital selects the most relevant strategies in view of its analysis of the macroeconomic context and proposes investment vehicles grouping funds that meet its selection criteria (see website for more information: www.opalecapital.com). Opale Capital SAS has been authorised as an asset management company by the AMF since 29 May 2024. 1.3.2 ASSET MANAGEMENT ACTIVITY 1.3.2.1 Credit activity As of 31 December 2025 Assets under management for the Credit activity €24.5 billion Share of the activity in the Group’s total assets under management 46% Change compared to the previous financial year 5% Employees of the Credit activity 58 (excluding Homunity) 18 Homunity Tikehau Capital’s Credit activity focuses, on the one hand, on private debt transactions in Europe and Asia and, on the other, on securitisation activities dedicated to CLOs, and tailor‑made capital solutions in situations characterised by a lack of liquidity in the primary and secondary markets, called Tactical Strategies. Tikehau Capital is one of the pioneers of private debt transactions in Europe. The Group’s Private Debt teams are involved in debt financing deals in general worth between €3 million and €300 million as arranger or participant. In general, "private debt" refers to an asset class in its own right in the credit market and includes all business lines known as "alternative financing" in the form of loans and bonds subscribed by non‑banking institutions. These financings are generally non‑listed and illiquid, and are not actively traded on organised exchanges. Rather, it is “buy and hold” financing, held to maturity through investment vehicles structured accordingly with long‑term liabilities. On the syndicated loans market (i.e. the most liquid segment of Private Debt), trading takes place on over‑the‑counter markets that are characterised by high volumes and led by investment banks and other market players (market‑makers and broker‑dealers). Insofar as these funds are private, the corresponding documentation (prospectus, loan agreement, etc.) is not made public. The Private Debt activity completed the lending activity of the traditional investment banks and is growing very rapidly in Europe in general and in France in particular, which is the second largest European market after the United Kingdom (see Section 1.2.1 (Tikehau Capital and its market) of this Universal Registration Document). Following the partnership with UOB‑Kay Hian, Tikehau Capital began financing companies in Asia through a dedicated fund. In this context of disintermediation, a number of asset managers have designed mechanisms and structured funds so as to be able to lend directly to corporates by offering them an alternative to traditional banking channels. Apart from “syndicated” loan funds arranged by banks, institutional investors are subscribing more and more to loan funds arranged by “direct” or “alternative” lenders such as Tikehau Capital in order to channel an increasing portion of their savings into the real economy. Some of these investors may also make selective co‑investments in financing deals alongside these lenders, in order to increase the latter’s financing capacity. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 44
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital In the context of this activity, Tikehau Capital offers businesses a range of tailor‑made solutions in order to achieve the best possible alignment of the needs of the companies, of their management teams and of their shareholders with those of institutional investors (insurance companies, mutual funds, pension funds, sovereign wealth funds, etc.). A single company may thus be financed by pure debt, debt securities, debt securities convertible into equity (bonds with equity warrants, convertible bonds, equity notes, etc.), by equity capital, or a combination of several of these instruments. These instruments can supplement another financing (bank or non‑bank) of the borrower and can benefit from guarantees equivalent to the latter. Their varied formats (loans and bonds, redeemable or repayable at maturity, at fixed or variable rates) can be employed to best meet the business’ need of flexibility in financing. The Tikehau Capital teams have developed their expertise, which is recognised in the industry, to arrange, set up or invest in various financing transactions, notably in the following structures: The financing put in place is based mainly on the projected generation of future cashflows and the preservation of the ensuing value of the company in question. The Tikehau Capital teams have also developed expertise in arranging customised financing which offers a wide range of solutions in a context of business succession, reorganisation of the shareholding structure or support for a company’s organic or external growth (see Section 1.3.2.1(a) (Direct Lending activity) (direct financing) of this Universal Registration Document). In synergy with the rest of the Private Debt team (including the Direct Lending and Senior Debt (Leveraged Loans)) activities, the teams of Tikehau Capital Europe and Tikehau Capital North America provide additional expertise in their CLO activities, active respectively in the syndications of large European and American bank loans, as well as on bond markets (see Section 1.3.2.1(c) (CLO activity) of this Universal Registration Document). In 2006, having identified the development potential of the Private Debt activity, Tikehau Capital specialised in primary and secondary market LBO acquisition financing (see the Glossary in Section 10.7 of this Universal Registration Document). Against a background of market dislocation between 2007 and 2009, Tikehau Capital was able to seize opportunities that allowed it to accelerate its development and thus take part in the emergence of alternative private debt financing, which in the early days was mainly spurred by the expansion of Anglo‑Saxon asset managers in Europe and especially in France. In 2020, Tikehau Capital launched a Private Debt Secondaries strategy managed from its New York office, in a market that was relatively immature at the time and where the Group sought to leverage its recognised expertise in private debt (see Section 1.3.2.1(d) (Private Debt Secondaries activity) of this Universal Registration Document). In November 2021, Tikehau Capital was entrusted with the management of €300 million of the “Obligations Relance” fund, endowed with a total of €1.7 billion. The “Obligations Relance” bonds are intended to finance organic or external growth as well as the transformation and innovation of SMEs and intermediate‑sized companies, notably those engaged in an ecological transition. Tikehau Capital is steering a consortium bringing together the asset management companies Audacia, Epopée Gestion and M Capital. The success of the program led investors to set up a second €1 billion sub‑fund, of which €162 million was entrusted to Tikehau Capital. In Belgium, Tikehau Capital was selected by the Belgian federal authorities to manage the Belgian Resilience Fund, in September 2021, to finance Belgian companies impacted by the Covid‑19 pandemic crisis. The launch of the Belgian Resilience Fund is part of the post‑Covid economic recovery in Belgium and aims to support the Belgian economy and companies. Senior Debt, namely first‑rate financing with guarantees whose repayment takes priority over subordinated debt and capital (“Senior Debt”). Senior Debt, with an average maturity of 4 to 7 years, is generally accompanied by covenants (contractually agreed and mainly requiring the borrower to comply with certain financial ratios) that enable the lenders to regularly check‑up on the evolution of the borrower’s financial situation. The characteristics of these funding structures help to limit the defaults and offer creditors favourable prospects of recovery in the event of non‑compliance with the ratios or of a considerable drop in performance. In general, the remuneration rates on Senior Debt are variable, consisting in a reference rate (Euribor, SOFR or SONIA, usually accompanied by a floor typically ranging between 0.5 and 1.0%) plus a margin (spread) which depends on the risk assessment of the borrower’s credit. Accordingly, Senior Debt offers its holder a natural protection against interest rate risk; P Stretched Senior Debt, i.e. customised senior debt financing, usually arranged by debt funds, with a more substantial redemption at maturity component and higher potential leverage than classic Senior Debt (“Stretched Senior”), whilst remaining a Senior Debt with its collateral and covenants, which allows the anticipation of any discrepancy against initial projections; P Unitranche Financing, i.e. financing that combines a Senior Debt component with subordinated/Mezzanine debt in a single instrument to simplify the financing structure and its legal documentation, and therefore offer greater flexibility. This type of financing, which is fully interest‑only, is a key element of the company’s continued development, whether organic or through acquisitions, and of its investment plans. Such unitranche financing is, depending on geographic jurisdiction, usually structured as bonds or loans (“Unitranche”), also collateralised, senior and subject to a set of covenants; P Mezzanine and PIK Financing, i.e. subordinated debt financing backed by 2 tier collateral, which ranks between Senior Debt and equity (“Mezzanine”), and which is also subject to covenants and governed by an intercreditor agreement of subordination to Senior Debt lenders, most often remunerated through capitalised interest. P nd TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT45
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital Tikehau Capital is also a pioneer in impact debt, with the launch in 2021 of Tikehau Impact Lending (TIL), a corporate Senior Debt fund dedicated to financing the sustainable growth of medium‑sized European companies that are committed to contributing to a transition towards a more sustainable economy, centred on three themes: climate, social inclusion and innovative growth. As of 2021, Tikehau Capital launched several initiatives to develop eligible unit‑linked products enabling individuals to invest in unlisted securities and diversify their portfolios, notably towards private debt. With its partners, including MACSF (through the “MACSF Invest” fund), Société Générale Assurances (through “SG Tikehau Dette Privée”) and Suravenir (through “Tikehau Financement Décarbonation”), Tikehau Capital contributes to the democratisation of private debt. In addition, innovation is twofold for the SG Tikehau Dette Privée and Tikehau Financement Décarbonation funds, whose objective is to contribute to the achievement of the objectives set by the Paris Agreement by financing European SMEs and intermediate‑sized companies. In 2023, Tikehau Capital launched the second vintage of the Private Debt Secondaries strategy, Tikehau Private Debt Secondaries II (TPDS II), to capitalise on the positive performance of the first vintage of the Private Debt Secondaries (TPDS) strategy. As of 31 December 2025, the assets under management of TPDS II and its associated vehicles amounted to €866 million (see Section 1.3.2.1(d) (Private Debt Secondaries activity) of this Universal Registration Document). More broadly, as part of the Net Zero Asset Managers ("NZAM") initiative, the Group has defined a decarbonisation path in line with the Paris Agreement for its Credit business line. The goal is to reduce the weighted average carbon intensity per million euros of revenue (WACI), on Scopes 1 and 2 , of the assets under management in the scope of application by 50% by 2030, compared with the 2021 baseline. The financing in which the Group invests is placed in vehicles which are managed by its subsidiaries Tikehau IM and Tikehau Capital Europe, who receive management and arrangement fees, and carried interest revenues (see Section 1.3.1.4 (The legal structure of Tikehau Capital) of this Universal Registration Document). Dedicated co‑investment vehicles can also be set up for specific transactions. The Group also provides tailor‑made capital solutions in situations characterised by a lack of liquidity on the primary and secondary markets, known as Tactical Strategies. As of 31 December 2025, the assets under management in Tikehau Capital’s Credit funds amounted to approximately €24.5 billion, representing 46% of the Group’s assets under management. The following charts show the breakdown of the Credit assets under management by asset class as of 31 December 2024 and 31 December 2025 (as a %): Breakdown of Credit activity as of 31 December 2024 Breakdown of Credit activity as of 31 December 2025 (1) (2) Scope 1: Greenhouse gases directly emitted by companies from their fixed or mobile installations. Scope 2: Indirect greenhouse gas emissions linked to energy consumption. The scope currently includes the latest vintages of the flagship Credit strategies. Historical debt funds and CLOs are excluded from the scope. (1) (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 46
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital The following table shows the distribution of the assets under management between the main Credit funds and companies managed by Tikehau Capital: Assets under management as of 31 December 2025 Assets under management as of 31 December 2024 Tikehau Direct Lending VI (TDL VI) 2,676 1,443 Tikehau Direct Lending 6L (TDL 6L) 88 69 Tikehau Direct Lending First Lien Evergreen 366 101 Tikehau Direct Lending V (TDL V) 1,619 2,010 Tikehau Direct Lending 5L (TDL 5L) 292 296 Tikehau Direct Lending IV (TDL IV) 470 586 Tikehau Direct Lending FL (TDL FL) 161 170 Tikehau Direct Lending 4L (TDL 4L) 151 183 Tikehau Impact Lending 346 346 Tikehau Financement Entreprises 981 917 SG Tikehau Dette Privée 456 343 Sofiprotéol Dette Privée II 172 172 Tikehau Financement Decarbonation 55 61 Tikehau European Private Credit 160 - Tikehau Senior Loan III 68 128 Tikehau‑Kay Hian Asia Private Credit Fund 95 96 Other funds/mandates 2,294 2,470 Direct lending 10,499 9,506 Groupama Tikehau Diversified Debt Fund 93 118 Obligations Relance 456 466 Participative Recovery Loans 109 109 Belgian Resilience Fund 98 223 NOVI 1 254 328 NOVO funds 158 222 Homunity 507 498 Other funds 700 118 Corporate Lending 1,774 2,081 TOTAL DIRECT LENDING & CORPORATE LENDING 12,248 11,529 CLO Europe 5,867 5,057 CLO US 3,140 3,156 Private Debt Secondaries 1,149 1,213 TOTAL CLO & PRIVATE DEBT SECONDARIES 10,952 10,387 Tikehau Special Opportunities II 331 579 Tikehau Special Opportunities III 932 878 Altarea Tikehau Real Estate Credit 166 154 Other funds 620 641 TOTAL TACTICAL STRATEGIES 2,049 2,253 TOTAL CREDIT 24,453 23,208 (1) (2) Notably including multi‑asset strategy and senior debt funds (leveraged loans).(1) Notably including Tikehau Private Debt Secondaries (TPDS) and Tikehau Private Debt Secondaries II (TPDS II).(2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT47
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital (a)Historically, as part of the balance sheet allocation policy, the Group invested in funds and vehicles dedicated to the Credit strategy and managed by the Group as well as co‑invested by way of transactions carried out by such vehicles. The portfolio of investments and co‑investments made on the Group balance sheet in Tikehau Capital’s credit strategies dedicated to Private Debt reflects the history of the vehicles launched by Tikehau IM and Tikehau Capital Europe. This portfolio represented cumulative called commitments of €1,150 million as of 31 December 2025 of which €637 million exposed to private debt and €513 million exposed to the CLO strategy. The revenues generated by this portfolio mainly take the form of distributions made by vehicles and of interest earned on co‑investments. In 2024, Tikehau Capital received the Private Debt Lender award, small and mid‑cap category, awarded by Private Equity Magazine for its activity in 2023. Equally, the Private Debt team was once again nominated for the 2024 “Best Acquisition Finance Provider in the Netherlands” award. At the 2024 Direct Lending Awards, organised by Debtwire, the Private Debt team received the “Junior Debt Provider of the Year” and “ESG Direct Lending Manager of the Year” awards. In 2025, Tikehau Capital received the Private Debt Lender Award, small and mid cap category, awarded by Private Equity Magazine, for the 9 consecutive year, as well as the special prize for the magazine's 20 anniversary, in the Financing category. The Italian team received the Private Debt Award in the Development category (mid/large deal), awarded by AIFI - Italian Association for Private Equity, Venture Capital and Private Debt, in collaboration with Deloitte. Direct Lending activity The Direct Lending activity enables Tikehau Capital to provide companies with flexible and tailor‑made financing solutions based on a rigorous and disciplined investment process, and on a coherent risk management process, most of the time within the framework of LBO‑type acquisition financing (see Glossary in Section 10.7 of this Universal Registration Document) for Private Equity funds. The Direct Lending market is a sub‑segment of the Private Debt market. The spectrum of instruments used in this activity is broad: Senior Debt, Stretched Senior Debt, Unitranche Financing and Mezzanine Financing (see the definition of these terms in the introduction to this Section). The Direct Lending market is one in which a non‑bank lender originates, arranges, completes, and makes available financing for a company (in the form of bonds or loans, depending on regulatory constraints) then monitors it regularly. This means that the lender seeks out potential borrowers likely to carry out a financing transaction, produces a rigorous analysis of the credit quality of such borrowers, and determines the necessary objective factors and conditions in order for such borrowers to be financed through a financial instrument in which a vehicle managed by the borrower might invest. In this context, the work of the asset management company is different from the usual production of an investment asset management company. Several stages in such transactions cannot be categorised as pure asset management functions, but rather as a complementary function as arranger: (i) the borrower audit phase (financial, legal, operational, etc.), (ii) the research in terms of structuring the transaction, (iii) the definition of the investment structure, (iv) the potential search for other financial partners according to the size and nature of both target and deal, and (v) the negotiation and implementation of the main legal and financial terms of the contractual documentation. This additional service is usually paid for by the borrower through the payment of an arrangement fee in consideration of the work done by the asset management company in addition to the interest paid by the borrower for its financing. As of 31 December 2025, Tikehau Capital’s Direct Lending activity represented total assets under management of €9.7 billion. (1) th th Amount called adjusted at fair value as at 31 December 2025.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 48
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital Main Direct Lending funds Tikehau Direct Lending VI / 6 L/ FL Evergreen Inception date March 2024 Assets under management (as of 31 December 2025) €3.1 billion Launched by Tikehau IM in March 2024, Tikehau Direct Lending VI ("TDL VI") is an investment company with variable capital under Luxembourg law with the status of a reserved alternative investment fund or RAIF. All the vehicles associated with TDL VI, TDL 6L and TDL FL Evergreen together form the sixth generation of direct lending funds. Following on from previous vintages, the funds in the TDL VI galaxy offer Stretched Senior, Unitranche and Mezzanine alternative financing, mainly in Europe, adapted to any situation: corporate financing or LBO acquisition financing (see the Glossary in Section 10.7 of this Universal Registration Document). The fund mainly targets investments in companies valued at between €50 million and €1 billion, belonging to various sectors and geographic areas. As of 31 December 2025, the sixth generation of direct lending funds had €4.8 billion in assets under management. The period of subscription to the funds remains open, with the exception of TDL VI, for which the final closing took place in December 2025. The main characteristics of these two main sub‑funds are as follows: Tikehau Direct Lending VI (sub‑fund without leverage)P As of 31 December 2025, Tikehau Direct Lending VI had invested a total of about €900 million in 20 companies established in France, Italy, Sweden, the United Kingdom and Benelux. By way of example, the fund has made the following investments: ADIT Group, Musixmatch, Travelsoft, Technology Services Group, as well as GMC Utilities and Flint. Investors committed alongside Tikehau Capital in this sub‑fund are primarily insurance companies, pension funds, private banks and family offices based in France, Spain, Italy, Belgium, Israel, Germany, the United States, Hong Kong and South Korea. Tikehau Direct Lending 6L (sub‑fund with leverage)P As of 31 December 2025, Tikehau Direct Lending 6L was invested in the amount of approximately €50 million in 19 companies established in France, Italy, Sweden, the United Kingdom and Benelux. As of 31 December 2025, the leverage had not yet been set up. Investors committed alongside Tikehau Capital in this sub‑fund are primarily family offices and pension funds based in South Korea, Spain, Israel and Luxembourg. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT49
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital Tikehau Direct Lending V / 5 L Inception date July 2020 Assets under management (as of 31 December 2025) €1.9 billion Launched by Tikehau IM in July 2020, Tikehau Direct Lending V ("TDL V") is an investment company with variable capital incorporated under Luxembourg law with the status of a reserved alternative investment fund or RAIF. All the vehicles associated with TDL V and TDL 5L together form the fifth generation of direct lending funds. These funds offer alternative Stretched Senior, Unitranche and Mezzanine financing in Europe, which is suitable for any situation: corporate financing or LBO acquisition financing (see the Glossary in Section 10.7 of this Universal Registration Document). As of 31 July 2022, these funds completed a final closing for a total amount of €3.3 billion. Like its predecessors, the TDL V funds mainly target investments in companies valued at between €50 million and €1 billion, belonging to various sectors and geographic areas. The TDL V funds expire in July 2030 with a two‑time 1‑year extension option. The main characteristics of these two main sub‑funds are as follows: Tikehau Direct Lending V (sub‑fund without leverage)P As of 31 December 2025, Tikehau Direct Lending V had invested a total of about €2.6 billion in 62 companies established in France, Spain, Germany, Italy, the United Kingdom, Canada and Benelux. By way of example, the fund made the following investments: Assist Digital, Efeso Consulting Group, VDK, APEM and Chapsvision. The fund has notably exited from the following: Solvares, Crystal, APEM, Santiane, Dedalus, Point Vision and Trustmarque. Investors committed alongside Tikehau Capital in this sub‑fund are primarily insurance companies, pension funds, private banks and family offices based in France, Spain, Italy, Belgium, Israel, Germany, the United States, Hong Kong and South Korea. Tikehau Direct Lending 5L (sub‑fund with leverage)P As of 31 December 2025, Tikehau Direct Lending 5L’s assets under management amounted to €292 million. As of 31 December 2025, Tikehau Direct Lending 5L was invested in the amount of approximately €320 million in 55 companies established in France, Spain, Germany, Italy, the United Kingdom, Canada and Benelux. Investors committed alongside Tikehau Capital in this sub‑fund are primarily family offices and pension funds based in China, South Korea and the United Arab Emirates. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 50
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital Tikehau Direct Lending IV / 4L Inception date July 2017 Legal form Luxembourg SICAV‑SIF Assets under management (as of 31 December 2025) €620 million Launched by Tikehau IM in 2017, Tikehau Direct Lending IV (“TDL IV”), Tikehau Direct Lending 4L (“TDL 4L”) and Tikehau Direct Lending First Lien (“TDL FL”) are the three main sub‑funds of the fund structured in the form of a Luxembourg‑based open‑ended investment company – specialised investment fund (SICAV‑SIF) with multiple sub‑funds designated as an AIF approved by the Luxembourg regulatory supervisor (CSSF). All of the vehicles associated with TDL IV, TDL 4L and TDL FL form together the fourth generation of the Group’s direct lending funds. As of 31 December 2025, TDL IV and TDL 4L had €620 million in assets under management. Following in the footsteps of their predecessor TDL III, TDL IV, TDL 4L and TDL FL offer alternative Senior Debt, Stretched Senior, Unitranche, Mezzanine and PIK financing in Europe, which are suitable for any situation: corporate financing or LBO acquisition financing (see the Glossary in Section 10.7 of this Universal Registration Document). The fund mainly targets investments in companies valued at between €50 million and €1 billion, belonging to various sectors and geographic areas. The main characteristics of these three main sub‑funds are as follows: TDL IV (sub‑fund without leverage)P As of 31 December 2025, TDL IV had invested a total of about €1.9 billion in 46 companies established in France, Spain, Germany, Scandinavia, Italy, the United Kingdom and Benelux. By way of example, the fund made the following investments: VetOne, Polyplus, Talan, Dedalus and Xebia. Investors committed alongside Tikehau Capital in this sub‑fund are primarily insurance companies, pension funds, private banks and family offices based in France, Spain, Italy, Belgium, Israel, Germany, Canada, Hong Kong and Finland. TDL 4L (sub‑fund with leverage)P As of 31 December 2025, TDL 4L had invested a total of about €540 million in 52 companies established in France, Austria, Germany, Italy, Norway, Benelux and the United Kingdom. By way of example, the fund invested in Talan. Investors committed alongside Tikehau Capital in this sub‑fund are primarily family offices and pension funds based in France, Spain, Italy, Belgium, Canada and South Korea. TDL FL (sub‑fund without leverage)P As of 31 December 2025, TDL FL had invested a total of about €350 million in 33 companies established in Benelux, the United Kingdom, France and Canada. By way of example, the fund invested in Airties. Investors committed alongside Tikehau Capital in this sub‑fund are primarily pension funds, banks and insurance companies based in South Korea, France, Italy, Japan, Spain and the United Kingdom. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT51
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital Tikehau Impact Lending Inception date December 2020 Legal form Reserved Alternative Investment Funds (RAIF) structured as a Luxembourg société en commandite par actions (partnership limited by shares) Assets under management (as of 31 December 2025) €346 million Launched by Tikehau IM in December 2020, Tikehau Impact Lending (“TIL”) is a reserved alternative investment fund (RAIF) structured as a société en commandite par actions (partnership limited by shares). With TIL, its first vehicle dedicated to the impact lending strategy, Tikehau Capital intends to contribute to a sustainable European economy while offering investors competitive returns by investing mainly in European SMEs that contribute to the sustainable economic transition in Europe through their product offer, resource management or processes. TIL’s impact lending strategy is to offer more favourable financing terms such as lower interest rates to companies that meet their sustainability targets. The fund aims to contribute to the achievement of the Sustainable Development Goals (SDGs) related to climate action, innovative growth and social inclusion, which are priorities to advance the sustainable economic transition in Europe. The fund completed a first closing in February 2021, with the European Investment Fund (EIF) as one of the main investors in this fund. The fund had €346 million in commitments as of 31 December 2025 and invested in 27 companies in France, Germany, Italy and the Netherlands for a cumulative amount of €324 million. Tikehau Financement Entreprises Inception date December 2020 Legal form Specialised Professional Fund (FPS) under French law Assets under management (as of 31 December 2025) €981 million Launched by Tikehau IM in May 2021, Tikehau Financement Entreprises ("TFE") is a Private Debt fund intended exclusively for distribution through life insurance policies, among MACSF members. With TFE, Tikehau Capital intends to contribute to the democratisation of this asset class, among so‑called “retail” clients. TFE’s strategy consists in financing the debt of successful and well‑established intermediary‑sized companies, in particular of their external growth, refinancing and geographical development operations. The fund targets a performance for policyholders that is at least twice that of the insurer's fund in euros. Ultimately, TFE is targeting a size of several hundred million euros. The fund had €981 million in assets under management as of 31 December 2025, of which €759 million has already been called up. At 31 December 2025, TFE had rolled out a total cumulative amount of around €738 million in 69 companies in France, Spain, Luxembourg, the Netherlands, Italy and Germany. SG Tikehau Dette Privée Inception date November 2022 Legal form French FCPR Assets under management (as of 31 December 2025) €456 million SG Tikehau Dette Privée is a unit‑linked vehicle that enables individual investors to finance selected unlisted French and European companies while supporting the reduction of their greenhouse gas emissions. The companies financed must commit to a decarbonisation trajectory aligned with the Paris Agreement, based on the Science Based Targets methodology. Distributed since December 2022 by Société Générale Private Banking France, this unit‑linked product was marketed until November 2025 on life insurance policies of Société Générale Assurances. As of 31 December 2025, SG Tikehau Dette Privée had €426 million in commitments and had deployed approximately €345 million in 21 companies, including Elk, JJA, Cegedim and Flexitech. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 52
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital Sofiprotéol Dette Privée II Inception date February 2022 Legal form Specialised Professional Fund (FPS) under French law Assets under management (as of 31 December 2025) €172 million Following the Sofiprotéol Dette Privée fund created in 2016, Tikehau IM launched, in February 2022, Sofiprotéol Dette Privée II, the second generation of funds dedicated to the food industry and agribusiness, still in partnership with Sofiprotéol, a subsidiary of the Avril group, which has in‑depth knowledge of these sectors. Like its predecessor, the fund finances the development of companies in the agro‑industrial and agrifood sector, of all sizes, by granting debt repayable in fine or acquisition financing with leverage. The first closing of the fund took place in March 2022. Tikehau Capital and Sofiprotéol together invested €30 million. The fund had €172 million in assets under management as of 31 December 2025. Tikehau Financement Décarbonation Inception date July 2023 Legal form French FCPR Assets under management (as of 31 December 2025) €55 million Tikehau Financement Décarbonation (“TFD”) is a French FCPR eligible for life insurance. The fund’s strategy aims to invest in French and European SMEs and mid‑sized companies that are committed to decarbonising their business model by following a trajectory to reduce their greenhouse gas emissions in line with the Paris Agreement. This decarbonisation strategy is based on the methodological framework of the Science Based Targets. The fund closed for the first time in July 2023 and its total commitments amounted to €51 million as of 31 December 2025. Tikehau Financement Décarbonation has invested in 15 companies, including Prodware and SES‑Imagotag, for a cumulative amount of €44.5 million. Tikehau European Private Credit Inception date October 2024 Legal form Luxembourg SICAV‑SIF Assets under management (as of 31 December 2025) €160 million Tikehau European Private Credit ("TEPC") is a SICAV‑SIF under Luxembourg law. TEPC is a semi‑liquid evergreen fund whose strategy is to invest in mainly European companies, in direct lending transactions alongside the TDL strategy, and in special situations alongside the TSO strategy. The fund obtained the ELTIF 2 label, allowing it to be distributed among both professional and non‑professional investors. The fund was incorporated in October 2024. Its distribution began in January 2025, and amounted to €208million in commitments as of 31 December 2025 (including €67 million in commitments by Tikehau Capital). The TEPC fund invested €118 million in 47 companies, with 88% of the fund's transactions being carried out by the Direct Lending teams, and 12% of them by the Special Situations teams. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT53
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital Tikehau Senior Loan III Inception date June 2018 Legal form Specialised Professional Fund (FPS) under French law Assets under management (as of 31 December 2025) €68 million Tikehau Senior Loan III (“TSL III”) is a vehicle dedicated to the European Senior Debt strategy and launched by Tikehau IM in July 2018. The fund aims to build a diversified exposure to the European senior loan market (senior loans and senior secured bonds) in companies with an EBITDA of between €20 million and €500 million, an enterprise value of between €150 million and €1 billion and maximum leverage set at 5.5x. The investment universe is primarily European companies in the context of LBO transactions (see Glossary in Section 10.7 of this Universal Registration Document) led by Private Equity funds, which combines participation in large European or minority American syndications and mid‑market transactions initiated bilaterally and locally by Tikehau IM. This results in a higher yield profile while providing better control of the key economic and legal financing terms, as well as adding a differentiating factor when building the portfolio. As of 31 December 2025, TSL III had close to €68 million in assets under management, fully called and invested in 21 companies mainly based in Europe. Tikehau‑Kay Hian Asia Private Credit Fund Inception date February 2024 Legal form Limited Partnership (LP) under Singaporean law Assets under management (as of 31 December 2025) €95 million The Tikehau‑Kay Hian Asia Private Credit Fund (“TKAF”) is the first fund in Tikehau Capital’s dedicated Asian private debt strategy, managed by Tikehau Investment Management Asia Pte. Ltd. TKAF offers investors access to the rapidly growing Asian private credit market through senior secured debt and structured credit instruments negotiated privately with medium‑sized companies across the Asia‑Pacific region. The strategy is designed to deliver attractive risk‑adjusted returns, with a focus on downside protection, significant diversification and co‑investment opportunities. TKAF currently has €95 million in commitments as of 31 December 2025 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 54
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital (b) Corporate Lending activity Corporate Lending is a sub‑segment of Private Debt focused on Senior Debt instruments in the form of bonds or loans: Euro PP issues or TLB/TLC senior term loans, depending on borrowers' needs. The instruments are senior, pari passu, fixed or variable rate, with maturities ranging from 5 to 8 years, repayable at maturity. Through its Corporate Lending activity, Tikehau Capital provides French and European SMEs and mid‑cap companies with tailored senior financing solutions based on a rigorous investment process and risk discipline (exposure limits, prudential ratios). This financing is primarily aimed at companies not undergoing a leveraged buyout (LBO), to support organic or external growth, innovation, international expansion, refinancing and, where appropriate, strengthening the balance sheet. It enables them to include institutional investors providing long‑term financing alongside banking partners or traditional private equity funds. As of 31 December 2025, Tikehau Capital’s Corporate Lending activity represented €1.8 billion in total assets under management. Main corporate lending funds Groupama Tikehau Diversified Debt Fund Inception date September 2018 Legal form Specialised Professional Fund (FPS) under French law Assets under management (as of 31 December 2025) €93 million The Groupama Tikehau Diversified Debt Fund (“GTDDF”) is the first fund to be created by a partnership between two asset management companies, Tikehau IM and Groupama AM, in order to support the international development, investment, growth and innovation of French and European SMEs. The GTDDF offers long‑term bespoke responses to businesses requiring financing, through long‑term differentiated credit solutions (bonds, euro PP, Senior Debt or Unitranche) for amounts between €1 million and €10 million. This specialised professional fund with a 12‑year maturity has notably received investment from the European Investment Fund (EIF), Groupama AM and the Company. Groupama AM has delegated the management of the fund to Tikehau IM. At 31 December 2025, GTDDF had rolled out a total cumulative amount of around €104.5 million in 42 companies in France, Spain, Luxembourg, the Netherlands, Italy and Germany. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT55
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital Obligations Relance Inception date November 2021 Legal form Specialised Professional Fund (FPS) under French law Size of the segment managed by Tikehau IM (as of 31 December 2025) €456 million Launched in November 2021 by France Assureurs and the Caisse des dépôts, under the aegis of the French Treasury, Obligations Relance (“Obligations Relance”) is a €1.7 billion fund which benefits from a State guarantee to the tune of 30%. Tikehau IM was selected as one of the fund’s seven managers and manages a consortium of asset management companies including M Capital Partners, Audacia and Epopée Gestion for a total investment budget of €300 million. With the Obligations Relance, Tikehau Capital contributes to the financing of the economic recovery by supporting SMEs and intermediate‑sized companies in their growth and transformation following the health crisis. The strategy of the Obligations Relance consists of financing SMEs and intermediate‑sized companies that present a development or transformation project aimed at organic growth, either through innovation or acquisition. These subordinated bonds are of amounts between €3 and €100 million, have a term of eight years and are redeemable at maturity. They pay interest, initially of between 5% and 8.2%, with the possibility of increasing this interest rate according to the achievement of ESG objectives or the strengthening of equity capital. Through the Obligations Relance, SMEs and intermediate‑sized companies are encouraged to accelerate their investment, notably in the ecological transition, and to strengthen their balance sheet. The success of the programme led investors to set up a second €1 billion sub‑fund, of which €162 million was entrusted to Tikehau Capital. Overall, the portfolio managed by Tikehau IM of the Obligations Relance fund totalled €462 million in commitments and was fully deployed between November 2021 and December 2023, in 62 French companies operating in a wide range of business sectors. By way of example, the fund has made investments in Groupe Bertand, Guerbet and Videlio. Participative Recovery Loans Inception date April 2021 Legal form Specialised Professional Fund (FPS) under French law Size of the segment managed by Tikehau IM (as of 31 December 2025) €109 million In April 2021, Tikehau Capital was selected by the insurance companies, brought together under the aegis of the French Insurance Federation, to manage a non‑granular portion of the financing fund whose purpose is to acquire participatory recovery loans granted by six banks to French SMEs and intermediate‑sized companies. For this initiative, Tikehau Capital is paired with the BPCE group network. In this context, the vehicle managed by Tikehau IM has invested €108.6 million in 4 companies. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 56
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital Belgian Resilience Fund Inception date December 2021 Legal form Société en commandite (limited partnership) under Belgian law Assets under management (as of 31 December 2025) €98 million Launched by Tikehau IM in December 2021, the Belgian Resilience Fund (“Belgian Resilience Fund”) is a Belgian fund whose main investors are the SFPI/FPIM (sovereign fund of the Belgian Federal State), the main Belgian banks and insurance companies, as well as Tikehau Capital. With the Belgian Resilience Fund, Tikehau Capital intends to contribute to the recovery of the Belgian economy following the Covid‑19 crisis. The Belgian Resilience Fund’s strategy consists in investing amounts of €5 to €20 million in Belgian SMEs (or those having a significant part of their activities in Belgium) through subordinated debt instruments. The fund aims to contribute to the recovery and digitisation of the Belgian economy, as well as to the preservation of the economic fabric by strengthening, in a targeted manner, the balance sheets of healthy medium‑sized companies. The fund had €223.4 million in commitments as of 31 December 2025 and had invested in eight companies (one of which had already been exited, including Brouwerij Martens, Foresco and Altrea Logistics, for a total amount of €160.5 million (of which €10 million has been repaid). NOVI 1 Inception date July 2015 Legal form Specialised Professional Fund (FPS) under French law Assets under management (as of 31 December 2025) €254 million In 2015, Tikehau IM and La Financière de l’Échiquier were selected following a tender launched by the Caisse des dépôts et consignations (CDC), France‑Assureurs and 21 French institutional investors to manage a fund to finance the growth and innovation of SMEs and intermediate‑sized companies (see the Glossary in Section 10.7 of this Universal Registration Document). NOVI 1 is a specialised professional fund (“FPS”), a French vehicle structured as a long‑term SICAV whose purpose is to fund organic and external growth, as well as the international development of French growth SMEs and intermediate‑sized companies. This is the first industry vehicle allowing a joint investment in shareholders’ equity and debt, and particularly meets the needs of high‑growth French companies. NOVI 1 is the second market mandate obtained by Tikehau Capital, Tikehau IM having been selected in 2013 following a call for tenders initiated by the Caisse des dépôts et consignations (CDC), the French Insurance Federation (FFA) and 27 institutional investors to manage NOVO 2, a fund for loans to the economy (“FPE”) whose purpose is to provide loans to French mid‑sized companies by channelling available savings into the financing of growth companies. This FPS aims to invest in a broad range of assets, especially in equity capital (equity securities or securities convertible into equity) and Senior Debt (bonds or loans). Investments must be made in listed companies, among which 20% of the portfolio on the Euronext Paris B and C markets and on Euronext Growth, and 80% of the portfolio in unlisted companies. The fund has a lifespan of 21 years. The investment spectrum of NOVI 1 focuses on growth companies based in France with a revenue of between €30 million and €500 million in the industrial and services sectors (excluding financial and Real Estate firms and companies under LBO (see the Glossary in Section 10.7 of this Universal Registration Document), for financing amounts of between €3 million and €20 million. Investments in non‑listed companies must prioritise sectors included in the “New Industrial France” support plan. For listed companies, the portfolio selection should be carried out according to essentially qualitative criteria, including corporate social and environmental responsibility ("CSR"), using a diversified portfolio approach. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT57
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital NOVO funds (NOVO 2018 / NOVO 2020) Inception date October 2017 / June 2020 Legal form French FCT Assets under management (as of 31 December 2025) €158 million Tikehau IM and BNP AM (already partners in the management of NOVI 1 and NOVO 2 created the Tikehau NOVO 2018 fund (“NOVO 2018”), whose investment period ended in November 2016, to continue the work of traditional stakeholders on the euro PP market. NOVO 2018 is structured as two separate French Debt Securitisation Funds designated as a Fund for Loans to the Economy (“FPE”), buying bonds and issuing units as investments are made during the first three years. The “FPE” certification limits the investment period to three years, and the lifespan of the fund is 10 years. The investment strategy is similar to that of the NOVI 1 and NOVO 2 funds, as it invests in receivables issued by intermediate‑sized companies whose registered offices are primarily located in France. The investment spectrum of NOVO 2018 focuses on the financing of French companies pursuing a commercial, industrial or agricultural activity (excluding financial and real estate activities and LBOs) (see the Glossary in Section 10.7 of this Universal Registration Document) of intermediate size. An entire development project can be funded for loan amounts of between €10 million and €50 million. The investment philosophy of NOVO 2018 is conservative (a maximum of 10% in the same company and a maximum of 20% in the same sector) and prioritises growth companies. In addition to its management of the NOVI 1, NOVO 2 and NOVO 2018 funds, Tikehau IM was selected during the second quarter of 2020 to manage the Tikehau NOVO 2020 fund ("NOVO 2020"), which will support French SMEs and intermediate‑sized companies over the long‑term by offering tailored senior financing solutions, particularly in the context of the health crisis. The investment strategy of NOVO 2020 is to aim for investments in companies that demonstrated robust pre‑Covid‑19 performance, but which suffered from the health crisis and its abruptness, while remaining sustainable companies able to rebound post‑Covid‑19. In addition to the financial approach, the investment must enable the SMEs and medium‑sized companies to grow sustainably by taking into account not only a strong incorporation of ESG principles, but also positive impacts on the environment and social inclusion. The investment scope of NOVO 2020 focuses on financing SMEs and medium‑sized companies, mainly French, with an industrial activity or non‑banking or non‑financial services, excluding real estate companies. The investment philosophy of NOVO 2020 aims to be cautious (a maximum of 20% for a single company and a maximum of 10% for companies in the automotive and construction sectors). Homunity Inception date September 2014 Legal form SAS Assets under management (as of 31 December 2025) €507 million Homunity is a 100% digital real estate investment platform, created in 2014, and a pioneer in crowdfunding financing. It was one of the first companies to use a crowdfunding strategy to help operators raise the equity capital they need to complete their real estate projects. Tikehau Capital acquired Homunity in January 2019 with a view to supporting the company in its development and growth. Homunity’s goal is to become the leader in 100% digital real estate investment. To do so, Homunity has developed its offering and provides a wide range of real estate investment products such as crowdfunding, real estate life insurance, rental investment and SCPI investment. As of 31 December 2025 and since its creation, Homunity has helped nearly 200 real estate operators, whether they are developers, property dealers or real estate companies, and has enabled the development and completion of more than 630 projects. More information about the activities, results and prospects of Homunity is available on Homunity’s website: www.homunity.com. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 58
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital (c) CLO activity Tikehau Capital entered the securitisation market in 2015 through the launch of securitisation vehicles dedicated to CLOs (Collateralised Loan Obligations) in Europe. Since Tikehau Capital has been established in the European CLO market through Tikehau Capital Europe it has completed on average two CLOs deals per year in the order of €400 to €600 million (two deals were completed in 2025 with CLO XIII and CLO XIV). Every year, Tikehau Capital Europe also assesses reset opportunities (restructuring operation consisting of extending the reinvestment period and the maturity of an existing CLO, generally accompanied by a partial refinancing of its tranches) for one or more existing CLOs, if doing so could have a positive economic impact. This was the case for four CLOs in 2025 (CLO III, CLO IV, CLO V and CLO XI). In line with these objectives, as of the date of this Universal Registration Document, Tikehau Capital has launched 15 CLO vehicles in Europe ("Europe CLO"). Tikehau Capital’s CLO vehicles in Europe are structured by and under the management of Tikehau Capital Europe (see Section 1.3.1.4 (The legal structure of Tikehau Capital) of this Universal Registration Document). In order to support the diversification of the Group’s credit platform and to sustain the development of a debt securitisation business, Tikehau Capital built a dedicated and experienced team which benefits from the complementary skills of its management, credit research and risk management teams, and all of the Group’s support services (notably with regard to administrative and compliance matters). The bond tranches issued by each of these vehicles are backed by a dynamic and diversified portfolio of syndicated loans and bond financing issued to companies in all business sectors, mainly located in Europe, in order to finance their growth or international development projects. The different types of bonds are rated by rating agencies in order to reflect different levels of risk, allowing investors to target their investment in a given bond issue based on their risk and return objectives. In practice, the greater the risk associated with a bond issue, the higher its coupon. In more concrete terms, banks who want to lighten their balance sheet to meet certain capital requirements imposed by the regulators, or to free more cash in order to finance other activities, may re‑sell these debts on the market to securitisation vehicles. These vehicles finance the purchase of such debts by issuing new securities, divided into different tranches (senior, mezzanine, subordinated (equity), etc.) according to the risk profile and yield. The tranche with the highest level of risk will be the subordinated tranche (equity). The vehicle receives the interest on its debt portfolio (asset side) then redistributes it to its investors (holding its liabilities), beginning with paying the most senior tranches, i.e. those with the highest security and least risk. The most subordinated tranche (equity) thus receives the balance of coupons once the other tranches have received all of the coupons owed to them and is the tranche most at risk of corporate default. A company managing CLOs, such as Tikehau Capital Europe, has two types of revenues: As of 31 December 2025, Europe CLO assets under management amounted to €5.9 billion. In 2021, Tikehau Capital launched a CLO activity in North America ("US CLO") in order to develop the presence of the Tikehau Capital brand in the region and strengthen relations with local institutions by capitalising on the Group’s expertise in the European market. The objective is to launch several CLOs per year in the region over the next few years, taking advantage of attractive market conditions. The ongoing development of a CLO activity in the United States reflects Tikehau Capital’s growth ambitions in the field of structured loans. As of the date of this Universal Registration Document, Tikehau Capital had launched nine US CLO vehicles. As of 31 December 2025, the assets under management of the US CLO activity amounted to €3.1 billion. it receives management fees and performance fees;P under applicable legislation, it is under the obligation to invest at least 5% (called the retention rate) in the securitisation vehicle (the retention piece principle). This investment can be made horizontally either in the highest risk tranche (subordinated tranche or equity), or vertically, by a retention of 5% of each of the tranches issued by the vehicle. The asset management company collects the coupons related to this tranche, if the other tranches have received the coupons they are owed. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT59
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital As of 31 December 2025, Tikehau Capital’s Europe CLO vehicles were as follows: Assets under management as of 31 December 2025 Settlement- delivery date Arranger Tikehau CLO II (R) 397 October 2021 Jefferies Tikehau CLO III (R) 420 December 2025 Citi Tikehau CLO IV (R) 400 September 2025 Société Générale Tikehau CLO V (R) 449 July 2025 Natixis Tikehau CLO VI 399 December 2021 Natixis Tikehau CLO VII (R) 400 September 2024 BNP Paribas Tikehau CLO VIII (R) 402 December 2024 Goldman Sachs Tikehau CLO IX (R) 401 October 2024 BNP Paribas Tikehau CLO X 422 April 2024 Jefferies Tikehau CLO XI (R) 406 June 2025 Barclays Tikehau CLO XII 400 August 2024 Jefferies Tikehau CLO XIII 500 February 2025 JP Morgan Tikehau CLO XIV 600 October 2025 Natixis Tikehau CLO XV 200 Warehousing under way - Tikehau Ruby CLO Equity LP 21 - - (1) In millions of euros. As of 31 December 2025, the US CLO vehicles of Tikehau Capital were as follows: Assets under management as of 31 December 2025 Settlement- delivery date Arranger Tikehau US CLO I 385 December 2021 Jefferies Tikehau US CLO II (R) 325 December 2024 Jefferies Tikehau US CLO III (R) 595 January 2024 Jefferies Tikehau US CLO IV 494 June 2023 Barclays Tikehau US CLO V 494 December 2023 Goldman Sachs Tikehau US CLO VI 500 September 2024 Jefferies Tikehau US CLO VII 501 February 2025 JP Morgan Tikehau US CLO VIII 200 Warehousing under way - Tikehau US CLO IX 200 - - (1) (2) In millions of US dollars.(2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 60
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital (d) Private Debt Secondaries activity In 2020, Tikehau Capital launched a Private Debt Secondaries strategy managed from its New York office, in a market that was relatively immature at the time and where the Group sought to leverage its recognised expertise in Private Debt. In 2023, Tikehau Capital launched the second vintage of the Private Debt Secondaries strategy, Tikehau Private Debt Secondaries II (TPDS II), to capitalise on the positive performance of the first vintage of the Private Debt Secondaries (TPDS) strategy. As of 31 December 2025, the assets under management of TPDS II and its associated vehicles amounted to €866 million. As of 31 December 2025, this activity represented €1,149 million in assets under management, including €283 million in TPDS and its associated vehicles. Tikehau Private Debt Secondaries II Inception date August 2023 Assets under management (as of 31 December 2025) €866 million Tikehau Private Debt Secondaries II (“TPDS II”) is the Group’s second Private Debt Secondaries fund, launched by Tikehau Capital North America in August 2023 in the legal form of a Limited Partnership formed in Delaware and a special limited partnership (société en commandite spéciale) under Luxembourg law. As of 31 December 2025, TPDS II and its associated vehicles had €866 million in assets under management. Tikehau Private Debt Secondaries Inception date October 2020 Assets under management (as of 31 December 2025) €283 million Tikehau Private Debt Secondaries (“TPDS”) is the Group’s first Private Debt Secondaries fund, launched by Tikehau Capital North America in October 2020 in the legal form of a Limited Partnership formed in Delaware and a special limited partnership (société en commandite spéciale) under Luxembourg law. As of 31 December 2025, TPDS and its associated vehicles had €283 million in assets under management. (e) Tactical strategies The Group also develops tailor‑made capital solutions on behalf of investor‑clients in situations characterised by a lack of liquidity on the primary and secondary markets, called Tactical Strategies. As of 31 December 2025, the assets under management of the Tactical Strategies activity amounted to €2.0 billion. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT61
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital Tikehau Special Opportunities III Inception date July 2022 Legal form Luxembourg SCA‑RAIF Assets under management (as of 31 December 2025) €1,188 million In 2022 and 2023, the year was marked by many factors of volatility: geopolitical instability, supply chain problems, return of very high inflation. The resulting sudden paradigm shift through a global tightening of monetary policy has led to a weakening of the global economic outlook. The cost of financing has automatically and sharply appreciated, while available liquidity has dried up. It is in this fundamentally buoyant context for the credit market in the broad sense and particularly for opportunistic strategies that the Group launched its third vintage dedicated to special situations mostly in Europe, Tikehau Special Opportunities III (“TSO III”). TSO III has a flexible investment mandate, providing corporate capital and asset‑backed capital solutions in the primary and secondary credit markets in Europe. Its opportunistic and multi‑sector approach enables it to invest across different market cycles and macroeconomic environments. As of 31 December 2025, TSO III had called 52% of investors' commitment through a total of 15 investments. Tikehau Special Opportunities II Inception date July 2019 Legal form Luxembourg SCA‑RAIF Assets under management (as of 31 December 2025) €331 million In anticipation of a potential market turnaround and a tightening of lending conditions, in 2019 the Group launched its second special situations fund, Tikehau Special Opportunities II (“TSO II”). To underline its ambitious goal, Tikehau Capital simultaneously significantly strengthened the teams dedicated to this strategy. Like the first vintage, TSO II is a credit fund with a broad investment spectrum and a flexible, agile positioning designed to use capital in all market environments. Principally operating on the primary and secondary markets in Europe, TSO II offers financing and liquidity solutions for complex situations or where access to the usual capital markets is difficult. As of 31 December 2025, TSO II had called 85% of investors' commitment through a total of 34 investments. Altarea Tikehau Real Estate Credit Inception date September 2023 Legal form Luxembourg SCA‑RAIF Assets under management (as of 31 December 2025) €166 million In a context marked by a sharp contraction in liquidity in the real estate market, the Group, in partnership with Altarea, launched its first fund entirely dedicated to real estate debt. Altarea Tikehau Real Estate Credit ("ATREC") aims to provide flexible financing solutions for real estate sponsors and corporates, on a wide range of assets: offices, retail, residential, industrial, logistics or hotels. Backed by the complementary expertise of Tikehau Capital in private credit and Altarea in real estate, this fund enables investors to access selected opportunities via the networks and privileged access to the transactions identified by the two groups, with a strong alignment of interests and an approach adapted to new market dynamics. As of 31 December 2025, ATREC had called 26% of investors' commitment through a total of three investments. (1) Including the flagship fund as well as bespoke mandates and dedicated co‑investment vehicles.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 62
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital 1.3.2.2 Real Assets activity As of 31 December 2025 Assets under management of Real Assets activity €14.3 billion (including €13.6 billion from the Real Estate activity and €0.7 billion from infrastructure funds managed by Tikehau Capital North America) Share of the activity in the Group’s total assets under management 27% Change compared to the previous financial year 5% Employees in the Real Assets activity 24 (excluding its subsidiaries Tikehau Capital North America and Sofidy) 59 (Sofidy and its subsidiaries) 14 (Tikehau Capital North America) As of 31 December 2025, the assets under management in Tikehau Capital’s Real Assets activity amounted to approximately €14.3 billion, representing 27% of the Group’s assets under management. These assets break down, on the one hand, between: (1) the real estate funds managed by Tikehau IM, (2) the real estate funds managed by Sofidy and (3) the real estate companies managed by the Group and, on the other hand, (4) infrastructure funds managed by Tikehau Capital North America in the United States. The main types of funds in the Real Assets activity are real estate investment vehicles (Organismes de placement collectif en immobilier or “OPCI”), primarily in the form of open‑ended company investing predominantly in real estate (Société à prépondérance immobilière à capital variable or “SPPICAV”), Luxembourg special limited partnerships (Société en commandite spéciale de droit luxembourgeois or “SCSp”), real estate investment companies (Sociétés civiles de placement immobilier or “SCPI”) and Limited Partnerships. Tikehau Capital has invested in Real Estate since its creation and has focused on developing a complete Real Estate platform in order to be able to seize the opportunities offered by the property market. This platform dedicated to Real Assets has been especially strengthened in recent years, primarily through external growth, and has a solid expertise and recognised experience in Real Assets investment. Tikehau IM Tikehau Capital’s Real Estate activity was initially developed through the establishment of dedicated acquisition vehicles for each transaction. This structuring “tailored” to each investment transaction allowed Tikehau Capital to maintain the agility and flexibility that characterises its investment strategy. Tikehau Capital manages these vehicles through its subsidiary Tikehau IM, which receives management and arrangement fees and revenues from carried interest (see Section 1.3.1.4 (The legal structure of Tikehau Capital) of this Universal Registration Document). Tikehau IM’s Real Estate investment activities cover the full spectrum of commercial and residential real estate products. A major theme is the change of use and the transformation of obsolete assets into mainly residential products. Residential in all its forms is the major thesis of the Tikehau Real Estate Opportunity 2018 (TREO 2018) value added fund, targeting the highest returns, which is intended to build on the track record built by the Group through its dedicated funds, which was finalised in February 2020. In 2022, the successor fund to TREO 2018, Tikehau Real Estate Opportunity II (TREO II), was launched, targeting value‑added real estate investments and investing in all real estate classes with value creation potential. Tikehau Capital is also involved in use and sale and leaseback transactions. For such transactions, the Group’s vehicles act as purchasers of portfolios sold by counterparties (who are the sellers and subsequently, after the deal, the tenants). The quality of these counterparties ensures a return potential for the duration of the investment as well as a capital gain on resale. Tikehau IM has focused on building a diversified real estate investment portfolio, which as of 31 December 2025 consisted of over 6,500 real estate assets. Sofidy In December 2018, Tikehau Capital acquired Sofidy, an asset management company specialising in real estate assets, which holds €9.1 billion in assets under management as of 31 December 2025. (1) Amount calculated based on the definition of the Group's assets under management (see Section 1.3 (Presentation of Tikehau Capital's activities) of this Universal Registration Document). (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT63
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital Incorporated in 1987, Sofidy is a leading asset manager in the real estate asset management sector in France and Europe, involved in the creation and development of investment and savings products particularly focused on office real estate. A leading independent player in the SCPI (real estate investment company) market and regularly singled out for the quality and consistency of its funds’ performance, Sofidy manages a portfolio of over 5,000 real estate assets on behalf of over 55,000 individual investors and a large number of institutional investors. The acquisition of Sofidy has enabled Tikehau Capital to expand notably its range of real estate funds and thus improve its business mix, to reach out to new investor categories and extend its know‑how in the field of real estate investment solutions thanks to the strong synergies between the Real Estate activities. For its part, Sofidy uses various types of funds, which consist primarily of SCPI (representing 79% of its assets under management) but also OPCI, civil companies and UCITS. In 2021, Sofidy reached a new milestone in its development with the launch of a new European‑themed SCPI called Sofidy Europe Invest, and the completion of its first Institutional Club Deal. In 2022, Sofidy continued to expand its range of funds by launching SoLiving, a Retail OPCI aimed at investing in residential assets embodying the various modes of housing (free residential, managed residences, tourist accommodation, etc.), and MeilleurImmo, a fund of funds distributed by Meilleurtaux Placement through life insurance policies. This fund of funds invests in real estate directly and indirectly through alternative investment funds and in particular through SC Sofidy Convictions Immobilières. In line with the deployment of the ESG strategy, all real estate funds managed by Sofidy have been classified as SFDR Article 8, with the commitment to report annually on non‑financial indicators and to have an investment or progress sustainability objective. In March 2025, the Sofidynamic fund was labelled for the first time, bringing to five the total number of funds managed by Sofidy. The award of the ISR Immobilier (Sofidy Europe Invest, Sofidy Pierre Europe, SoLiving and Sofidynamic) and LuxFlag (Tikehau Listed Real Estate) labels reflects Sofidy’s commitment to a responsible investment and management strategy. In order to complete the SCPI range, Sofidy launched Sofidynamic in early 2024, which invests in high‑yield real estate. This SCPI provides a higher risk profile than the other SCPIs in the range and aims for a distribution target of 7% gross of tax. It is positioned as a diversified and opportunistic SCPI, targeting all asset classes with a priority focus on retail and business premises generally speaking. In 2025, against a complex market backdrop, the development of Sofidy's real estate activity resulted in net fundraising of €162 million, including €154 million net from SCPIs, and a real estate investment programme of €556 million. The proposed merger and absorption of Sofidy by Tikehau IM was announced on 1 December 2025 and is expected to be completed by the end of the first half of 2026. This strategic transaction aims to bring together the expertise of its two complementary real estate teams, in order to form an ambitious, multi‑strategy, multi‑geographical and more diversified whole. IREIT Global Group IREIT Global (“IREIT”) is a Singapore real estate company (structured as a trust) whose securities have been listed on the Singapore Stock Exchange (SGX) since 13 August 2014 (SGX ticker: UD1U). IREIT was the first Singapore‑listed property company whose strategy is to invest solely in real estate assets located in Europe. In 2021, through its IREIT vehicle, Tikehau Capital invested in a portfolio of 27 Decathlon sale & leaseback assets in France, the leading distributor of sports and leisure products in the world, and in an office building in Barcelona, Spain. On 19 July 2023, IREIT completed a capital increase amounting to S$75.9 million, i.e. nearly €54 million, which was oversubscribed to the tune of 134.7% allowing IREIT to acquire a portfolio of 17 assets in France that were leased to B&M. Tikehau Capital North America In the United States, Tikehau Capital is present through Tikehau Capital North America, which absorbed Star America Infrastructure Partners in July 2023, an independent American asset management company active in the development and management of medium‑sized infrastructure projects in North America, particularly through public‑private partnerships in four asset categories: transport, social infrastructure, environment and communication. Tikehau Capital North America has, as of 31 December 2025, approximately US$850 million (€719 million) in assets under management. This activity enables Tikehau Capital to diversify its assets under management towards a new and promising asset class and reinforce its presence in North America. As part of the NZAM initiative, the Group has defined a decarbonisation trajectory in line with the Paris Agreement for its Real Estate business line and is aiming for 50% of the assets under management within the scope of application to be considered net zero or aligned with net zero by 2030 in line with the Carbon Risk Real Estate Monitor ("CRREM") 1.5°C decarbonisation trajectories. The Group aims to improve the energy and carbon intensity of its real estate portfolio by working on capex plans for energy efficiency, as well as on tenant behaviours, as soon as possible. (1) (2) Number of rental units. The scope includes all real estate assets are included (Tikehau IM, Sofidy, IREIT), except residential assets and funds managed on behalf of third parties. (1) (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 64
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital The following table presents the Group’s main Real Assets investment vehicles and the amount of assets under management for each one as of 31 December 2024 and 31 December 2025: (in millions of €) Assets under management as of 31 December 2025 Assets under management as of 31 December 2024 Tikehau Real Estate Opportunity II 708 603 Tikehau Real Estate Opportunity 2018 704 735 Real Estate World Fund 98 125 Tikehau Real Estate II 86 132 Tikehau Real Estate III 147 186 Tikehau Retail Properties III 99 110 Tikehau Residential 1 120 139 Fair Management Turai 127 226 Tikehau Real Estate V 210 226 Other funds managed by Tikehau IM 1,095 595 Real estate funds managed by Tikehau IM 3,394 3,076 Immorente 4,415 4,242 Efimmo 1 1,807 1,837 Sofidy Sélection 1 143 142 Sofidy Convictions Immobilières 326 378 Sofidy Pierre Europe 102 143 Sofidy Europe Invest 448 323 Sofidynamic 201 74 Other funds managed by Sofidy 1,041 879 Real estate funds managed by Sofidy 8,483 8,018 TREIC 204 215 IREIT Global 845 865 Selectirente 636 589 Real estate companies managed by the Group 1,685 1,670 TOTAL REAL ESTATE ACTIVITY 13,562 12,763 Star America Infrastructure Fund II 603 681 Star America Infrastructure Fund 43 79 Maryland PL RailCo 73 82 TOTAL INFRASTRUCTURE ACTIVITY 719 841 TOTAL REAL ASSETS 14,281 13,605 As part of its balance sheet allocation policy, the Group originally invested in vehicles dedicated to Real Assets and managed by the Group. The portfolio of investments made using the Company’s balance sheet as part of Tikehau Capital’s Real Asset strategies represented a total amount of called commitments of €789 million as of 31 December 2025 . Revenues generated by this portfolio mainly take the form of distributions made by the vehicles. (1) As of 31 December 2025, Sofidy held 15.27% of Selectirente’s share capital; Selectirente Gestion is the manager and sole general partner of Selectirente. At the same date, Tikehau Capital directly held 37.45% of Selectirente’s share capital and 54.69% in concert with Sofidy, Sofidiane, Makemo Capital, AF&Co, Mr Antoine Flamarion and Mr Christian Flamarion. (1) (1) Amount called adjusted at fair value as at 31 December 2025.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT65
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital (a) Real estate funds managed by Tikehau IM As of 31 December 2025, the main Real Estate transactions structured, completed and managed by Tikehau IM were: Tikehau Real Estate Opportunity II Inception date July 2022 Legal form Luxembourg SCSp (special limited partnership) Assets under management (as of 31 December 2025) €708 million Tikehau Real Estate Opportunity II (“TREO II”) is a real estate fund that was created in July 2022. The fund is positioned as the successor of TREO 2018, following the end of the investment period of TREO 2018 in 2022. It therefore targets value‑added real estate investments, i.e. targeting higher returns, by investing in all real estate asset classes offering value creation potential, with a maximum level of leverage set at 65%. As of 31 December 2025, the fund had received commitments from investors totalling €466 million and it had made the following investments: Hotel California, located a few minutes from the Champs‑Elysées, which has 172 rooms. The hotel is undergoing a major renovation to allow its repositioning, an increase of the rooms number, and an improvement of its energy performance. The hotel is scheduled to reopen in 2026; P Green Center, which aims to build a granular portfolio of residential assets in the urban centre of Madrid. The investment strategy launched in July 2023 aims for the gradual acquisition of around 400 assets over three years, a major renovation to achieve the best energy standards, and leasing for the sale of a fully leased and stabilised portfolio. As of 31 December 2025, 313 assets had been acquired for an investment volume of €110.7 million; P Gentauro, a granular residential portfolio in Spain, where 1,353 units were acquired for an investment volume of €44.0 million. As of 31 December 2025, 518 assets were sold for €45.6 million; P Antas, a set of five plots of land in Porto, Portugal on which it is possible to develop circa 1,000 residential units. Administrative authorisations have already been obtained for these developments and the exit strategy varies depending on each plot. Some are sold to investors before work, others are sold in future state of completion, and one will be developed where each residential unit will then be redeveloped and sold; P CREAM, an office building located in Berlin, Germany. Fully leased to a government organisation, the objective is to carry out work in partnership with the tenant and to extend the lease over the long term; P Village, portfolio of four tourist residences totalling 7,500 m². The two residences located in the mountains (more specifically in Megève and Méribel) were sold as a unit, and the two residences located on the coast (Arcachon and Saint‑Cyr sur Mer) will undergo work to divide them into private lots and improve their energy performance. The various units from these divisions will be sold individually; P Calisto, a portfolio of hypermarkets taken over by food retailers following the discontinuation of the Casino brand. Site redevelopment work is under way, enabling retailers to regain sufficient profitability to commit to a long‑term lease, and thus regain liquidity; P The Q is a refurbishment project of an outdated and partially vacant office building in Frankfurt. The asset, built in 1959, develops approximately 9,450 m². The strategy consists of obtaining complete clearance of the premises, securing a building permit and converting the building into 172 serviced apartments, capitalising on the dynamism of the neighbourhood and the strong demand for flexible housing solutions. The lease has been fully secured with a leading operator for a fixed term of 20 years, ensuring stable, long‑term income. A capex programme is planned to improve the asset's ESG profile, enhance its energy performance and generate significant potential for lease revaluation; P Bridge, residential portfolio consisting of two assets in Cologne and Kerpen. The investment strategy consists of carrying out energy efficiency and façade improvement works and subsequently increasing the rent in order to sell these two assets; P Project Selecto aims to build a platform of "select services" hotels in Iberia, with 10 to 12 assets in the main cities of Spain and Portugal, under international brands (including Holiday Inn Express). The assets will meet consistent location criteria (within 10–15 km of the city centre and 30‑35 minutes by public transport) and will target high ESG standards. To date, two sites have been definitively acquired in Madrid and Málaga, a third is under a with a promise of purchase in Madrid, and a fourth is under exclusive agreement in Barcelona. The target investment volume for the platform is around €300 million; P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 66
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital Tikehau Real Estate Opportunity 2018 Inception date May 2018 Legal form Luxembourg SCSp (special limited partnership) Assets under management (as of 31 December 2025) €704 million Tikehau Real Estate Opportunity 2018 (“TREO 2018”) is a “value‑add” real estate fund which targets the highest returns by building on the track record established by the Group through its dedicated funds. TREO 2018 invested in all classes of real estate assets which offer potential value creation, with a maximum leverage of 65%. The fund has a three‑year investment period and an eight‑year lifetime (excluding extension option). Between 2018 and 2023, TREO 2018 made investments in the following assets: As of 31 December 2025, the fund had called 84% of investors' commitment in a total of 13 investments. Roots, a 278‑room 4‑star hotel in Berlin Lichtenberg, for which the objective is to obtain preliminary planning permission for a residential development before selling it to a developer; P the 4* Vallesia hotel, located in the ski resort of Crans‑Montana in Switzerland, which has 134 rooms. The investment strategy includes renovation work, including P modernisation of the rooms, refurbishment of the common areas and technical work to improve the building's energy performance. The reopening of the establishment is scheduled for the summer of 2027, once the work is completed. As of 31 December 2025, the fund had called 55% of investors' commitment in a total of 12 investments. acquisition of the first asset in October 2018 in partnership with Bouygues Immobilier. This was a mixed redevelopment project of approximately 200,000 m² in Charenton. The project won the competition tender as part of the “Inventing the Greater Paris Metropolis” project, and will participate in the urban renewal of the Charenton area located on the outskirts of Paris; P two shopping centres, (i) Nicholsons in Maidenhead (17,650 m²) and (ii) Walnuts in Orpington (22,500 m²), both assets being located in the city centre of London suburbs a few train stations from the centre of the city: the strategy is to redevelop and enhance these assets in partnership with local municipalities; P a mixed portfolio of around 25 assets and 30,000 m² in the centre of Brussels with residential units, offices and ground floor retail units; P an office portfolio, mostly leased to the EDF group in France; P a combined office/business asset in Clamart on the outskirts of Paris; P an office of around 19,000 m² located in Milanofiori, in the southern suburbs of Milan; P an office building located in Brentford, in the western suburbs of London, with a view to redeveloping it as residential space; P shares in a granular residential portfolio in Portugal comprising 3,575 units. The acquisition was made via a co‑investment vehicle managed by Tikehau IM in which TREO 2018 holds a stake; P an office asset of 4,411 m² the west of Milan: a residential redevelopment opportunity (around 4,800 m²); P an office asset in hyper‑central London (Pall Mall), in order to upgrade and position the building with BREEAM “Outstanding” certification; P an office asset covering approximately 32,000 m² located in the inner suburbs of Paris, in Gennevilliers, with a view to redeveloping and positioning the asset as a multi‑story light industrial asset; and P a shopping centre located in the centre of Porto in Portugal with a view to redeveloping and positioning the asset in a mixed‑use asset retail and offices. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT67
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital Real Estate World Fund Inception date February 2022 Legal form Luxembourg SCA Assets under management (as of 31 December 2025) €98 million Real Estate World Fund was set up by Tikehau IM in February 2022 with a Core/Core+ strategy for 75% of it and value‑add for 25%. The fund must invest in residential, logistics and retail portfolios. The fund will invest in the main European countries. As of 2024, a new strategy was put in place to increase the value‑add component, taking into account market opportunities and the investor's desire to increase the fund's performance. To date, for its Core+ investments, the fund comprises a portfolio of retail outlets located in France, a portfolio of retail outlets in Italy, a residential building in Spain, and an investment in a distribution fund mainly leased to Enedis and EDF. The Value‑Add portfolio is mainly invested in the TREO II fund, with the addition of geographical diversification in the United States via a residential building in New York, as well as in Switzerland through a hotel. Tikehau Real Estate II Acquisition date December 2016 Legal form SPPICAV Assets under management (as of 31 December 2025) €86 million Tikehau Real Estate II (“TRE II”) was set up by Tikehau IM in December 2016 for the acquisition from the EDF group of a portfolio of 137 mixed assets consisting of office and business premises located in France. The portfolio is 90% occupied (physical occupancy rate) by affiliates of the EDF group and offers redevelopment opportunities on sites with residential potential. As of 31 December 2025 and since the fund’s inception, TRE II has sold assets for a total amount of €274 million. Tikehau Capital has invested in TRE II mainly alongside institutional investors and TREIC, the Group’s real estate company dedicated to co‑investments in real estate transactions (see Section 1.3.2.2(c) (Real estate companies managed by the Group) of this Universal Registration Document). Tikehau Real Estate III Acquisition date October 2017 Legal form SPPICAV Assets under management (as of 31 December 2025) €147 million Tikehau Real Estate III (“TRE III”) was set up by Tikehau IM in October 2017 for the acquisition from the EDF group of a portfolio of approximately 200 mixed assets consisting of office and business premises located in France. This acquisition is part of the overall 2015‑2020 disposal plan announced by the EDF group, following on from the transaction carried out in December 2016 through the TRE II fund. The portfolio is 96% occupied (physical occupancy rate) by companies affiliated to the EDF group. As of 31 December 2025 and since the creation of the fund, TRE III has sold assets for a total amount of €287 million. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 68
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital Tikehau Retail Properties III Acquisition date October 2015 Legal form SPPICAV Assets under management (as of 31 December 2025) €99 million Tikehau Retail Properties III (“TRP III”) was set up by Tikehau IM for the purpose of acquiring 35 retail properties representing about a hundred rental units distributed all over France. The portfolio is geographically diversified and the assets are leased to over forty different chains that are well established in their area and recognised nationwide. The main tenant is the Babou chain. Babou, a French market leader in the discount textile/discount store sector which was bought out during the financial year by B&M, a company listed on the London stock exchange and a leading discounter. It represents approximately 52% of the rental income. As of 31 December 2025, the occupancy rate of the portfolio was 95%. The acquisition was partially financed by a bank loan. The strategy is based on optimising the current rent, either by replacing certain tenants or by renegotiating existing leases for longer terms. There is also a potential to re‑let vacant sites and redevelopment of some sites. As of 31 December 2025 and since the creation of the fund, TRP III has sold 32 assets for a total amount of €201 million. Its debt was repaid in full in 2023. Tikehau Residential 1 Acquisition date June 2019 Legal form SPPICAV Assets under management (as of 31 December 2025) €120 million Tikehau Residential I (“TR 1”) was set up by Tikehau IM in June 2019 for the acquisition from Covivio of a portfolio of around 520 residential units spread across around one hundred addresses and approximately 60,000 m². The assets are located in France, mainly in the Paris region, Marseille and Aix‑en‑Provence, offering investors a diversified product in a resilient market with exposure to major French metropolises. The acquisition was partially financed by bank debt. The strategy is to dispose of assets over time and enhance the rental value of a portfolio that offers good medium‑term return. There is also a potential to re‑let some partially empty buildings. This is Tikehau IM’s first completed real estate transaction. As of 31 December 2025, TR 1 owns 813 assets with a combined surface area of 31,181 m². Since the creation of the fund, TR 1 has sold 229 lots for a total amount of €65 million. Fair Management Turai Acquisition date June 2021 Legal form SCA Société d’Investissement à Capital Variable – reserved AIF Assets under management (as of 31 December 2025) €127 million Fair Management Turai (“Fair Management Turai”) was set up by Tikehau IM to acquire a portfolio of residential assets located in Portugal. The portfolio management strategy consists of reducing the granularity of the portfolio by selling the most isolated assets or assets outside sought‑after areas, and by keeping a core portfolio of quality and well‑located assets. The initial acquisition scope included 4,424 occupied assets (mainly residential). The majority of these assets are concentrated in the Lisbon and Porto regions (around 60%). As of 31 December 2025, 3,657 units had been purchased for a total investment volume of €272.3 million. As of 31 December 2025, 2,954 units had been sold for a total disposal volume of €384.4 million. Tikehau Capital has invested in Fair Management Turai, notably alongside institutional investors and the value‑add fund TREO 2018. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT69
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital Tikehau Real Estate V Acquisition date April 2023 Legal form SPPICAV Assets under management (as of 31 December 2025) €210 million Tikehau Real Estate V (“TRE V”) was set up by Tikehau IM in 2023 for the acquisition of a portfolio of 130 mixed assets consisting of office and business premises located in France. The strategy is based on two pillars: (i) keeping the EDF group at its premises and/or welcoming third‑party tenants at market rents or (ii) the sale of land to developers after enhancing its value. The portfolio is 82% occupied (physical occupancy rate) by companies affiliated to the EDF group. (b) Real estate funds managed by Sofidy For over 30 years, Sofidy has been designing, developing and managing Real Estate funds distributed primarily to retail clients (via partners which include wealth management advisors ("CGP"), life insurance companies, banking networks, etc.) and covering the full “pierre‑papier” range (primarily SCPIs but also public OPCIs, OPPCI, listed or dedicated real estate companies, real estate UCITS, funds of funds, etc.). Although originally known for their expertise in retail assets, investment funds managed by Sofidy now invest in all asset classes (retail, offices, logistics, hospitality, residential, etc.) in France (79%), the Netherlands (9%), Germany (6%), Belgium (2%), the United Kingdom (3%) and Ireland (1%). The investment policy targets real estate assets (based on strategies known as Core/Core+ strategies) which offer both investors/savers strong security on rental flows due to the high‑quality of their locations and/or lessees. Leverage is usually moderate for this type of fund (15 to 40%). Immorente, as the flagship of the Sofidy range, is the embodiment of this diversified and pooled investment strategy and one of the leading French SCPIs, with a capitalisation of over €4 billion. As of 31 December 2025, Immorente is comprised of over 3,200 rental units, and has retained a long‑term IRR of 9.3% since it was incorporated in 1987. In 2025, Sofidy saw its performance recognised and received several awards, namely: Two awards at the Pyramides de la Gestion de Patrimoine (organised by the magazine Investissements Conseils): "GOLD for the Editor's Prize" and "2 favourite company of French CGPs" in the Pierre Papier - Civil Society category. Sofidy was also recognised in the Palmarès des Fournisseurs 2025 in the SCPI category (assets under management exceeding €1 billion) and ranked third in the SC/SCI category (organised by Gestion de Fortune magazine). Sofidynamic won 1 place in the Young SCPI category at the Grands Prix des SCPI 2025, organised by the magazine Mieux Vivre Votre Argent. Further information on Sofidy’s activities, results and outlook are available on its website: www.sofidy.com. Management company awards and distinctionsP nd SCPI awards and distinctionsP st TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 70
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital The main funds managed by Sofidy are: Immorente Inception date 1988 Legal form SCPI with variable capital Assets under management (as of 31 December 2025) €4.4 billion Set up in 1988 and managed by Sofidy since its inception, Immorente has one of the highest capitalisations among French SCPIs, €4 billion. Although it was traditionally focused on retail assets, Immorente has gradually diversified its portfolio while focusing on the faster growing areas of the country and on major European cities, thus ensuring an excellent pooling of rental risk. As of the end of 2025, Immorente's portfolio primarily consisted of offices (35%), city‑centre retail premises (22%), out‑of‑town retail premises (17%) and shopping arcades/centres (13%). In geographical terms, 79% of the portfolio is located in France and 21% excluding France (mainly in the Netherlands, Germany, Belgium and the United Kingdom). Immorente is pursuing its growth based on a careful and largely pooled investment policy. In 2025, SCPI Immorente implemented a €213 million investment programme, with the following main transactions: the acquisition of a hotel located in the city centre of Bologna, Italy, for €34 million; and the acquisition of a €28 million stake in a city‑centre shopping centre in Zoetermeer, in the Netherlands, alongside other funds managed by Sofidy. Its dynamic management policy resulted in an average financial occupancy rate of 91% for 2025 and offered each of its shareholders a risk/return balance characterised by a 2025 distribution rate, gross of tax, of 5.0% and a long‑term IRR (since its inception) of 9.3%. Efimmo 1 Inception date 1987 Legal form SCPI with variable capital Assets under management (as of 31 December 2025) €1.8 billion Set up in 1987, Efimmo 1 has been managed by Sofidy since the end of 2000. At the end of 2025, the SCPI held more than 1,400 rental units, 74% of which were invested in offices. The SCPI's portfolio is spread over the most dynamic regions, mainly in France (74%, including 45% in Paris and the Paris region), Germany (10%), the United Kingdom (4%) and the Netherlands (5%). Efimmo 1 is implementing a €37 million investment programme, mainly through a stake in the acquisition of a city centre shopping mall in Zoetermeer in the Netherlands for €15 million, alongside other funds managed by Sofidy. Efimmo 1 offers each of its shareholder a risk‑return ratio with a 2025 gross tax payout rate of 4.4% (based on the price as of 1 January 2025) and a long‑term IRR (since its creation) of 8.6%. Sofidy Sélection 1 Inception date November 2014 Legal form FCP Assets under management (as of 31 December 2025) €143 million Sofidy Sélection 1 is a conviction equity fund specialising in the European listed Real Estate sector and has invested in around forty real estate companies in Europe (mainly in France, Germany and Scandinavia), selected for their ability to offer growth potential and limited volatility over time. The fund posted an 8.0% increase in 2025 (for the IM portion) (compared to 9.6% for its sector benchmark) stemming from the increase in data centre real estate driven by the demand for additional space as a result of the development of artificial intelligence and for outstandings of €143 million as of 31 December 2025. st TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT71
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital Sofidy Convictions Immobilières Inception date 2016 Legal form “Société civile” with variable capital Assets under management (as of 31 December 2025) €326 million On 1 July 2016, Sofidy launched Sofidy Convictions Immobilières, a fund of funds intended to serve as an accounting unit in life insurance contracts, and investing indirectly in real estate through different asset classes (SCPI shares, usufruct of SCPI shares, OPCIs, real estate UCITS, club deals, etc.). Sofidy Convictions Immobilières invests in funds managed by Sofidy, but also in funds managed by other asset management companies and in direct real estate. Despite the significant reductions of some SCPIs exposed to large‑scale offices on the outskirts of towns, Sofidy Convictions Immobilières, through its high granularity, diversification and the current yield of its portfolio (4% over one year), has shown resilience, with a rise in net asset value of 2.7% over 2025 and a performance of 28.0% since inception, while maintaining limited volatility (1.9% over 12 months). Sofidy Pierre Europe Inception date 2018 Legal form Retail OPCI Assets under management (as of 31 December 2025) €101 million In January 2018, Sofidy launched Sofidy Pierre Europe, a European‑wide Retail OPCI, investing in both real estate and financial assets, notably in listed real estate. At the end of 2025, Sofidy Pierre Europe held a diversified, pooled portfolio comprising notably office assets (54%), retail premises (23%), logistics assets (10%), hotel premises (4%) and residential assets (6%) located in France (81%), Germany (19%) and the rest of the European zone, in places with good prospects for growth and real estate value enhancement. Sofidy Europe Invest Inception date 2021 Legal form SCPI Assets under management (as of 31 December 2025) €447 million In April 2021, Sofidy launched Sofidy Europe Invest, a European‑wide diversified SCPI aiming at acquiring and managing a portfolio of rental properties, mainly located in the major cities of the European Economic Area, the United Kingdom and Switzerland. In December 2021, Sofidy Europe Invest obtained the ISR Immobilier (SRI Real Estate) label, reflecting Sofidy’s strong commitment to a responsible investment and management strategy for real estate assets. Sofidy Europe Invest’s acquisition policy aims to diversify its real estate portfolio both geographically and by sector. At the end of 2025, Sofidy Europe Invest held a pooled and a diversified portfolio notably including office assets (36%), out‑of‑town retail assets (21%), hotel properties (20%) and city centre retail properties (18%), located mainly in the Netherlands (35%), Spain (29%), Germany (14%) and the United Kingdom (10%). In 2025, the SCPI implemented an investment programme amounting to €81 million. Among these acquisitions, it is worth highlighting a stake in the acquisition of a city centre shopping centre in Zoetermeer in the Netherlands for €28 million alongside other funds managed by Sofidy, and the acquisition of a hotel in Torremolinos in Spain for €25 million. Sofidy Europe Invest offers each partner a risk‑return ratio with a distribution rate of 5.4% gross of tax in 2025. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 72
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital Sofidynamic Inception date 2024 Legal form SCPI Assets under management (as of 31 December 2025) €201 million Sofidynamic was launched by Sofidy in early 2024 to invest in high‑yield real estate. This SCPI provides a higher risk profile than the other SCPIs in the range and aims for a distribution target of 7% gross of tax. It is positioned as a diversified and opportunistic SCPI, targeting all asset classes with a priority focus on retail and business premises generally speaking. In 2025, Sofidynamic implemented an investment programme worth €93 million, mainly in equity investments, including a €28 million investment alongside other funds managed by Sofidy in the acquisition of a city‑centre shopping mall in Zoetermeer, in the Netherlands, and a €22 million investment in the acquisition of a medium‑sized out‑of‑town retail park in Zutphen, in the Netherlands. Sofidynamic offers each partner a risk‑return ratio with a distribution rate of 9.0% gross of tax in 2025. (c) Real estate companies managed by the Group Tikehau Real Estate Investment Company Inception date December 2015 Legal form French Société par actions simplifiée (simplified joint stock company) Assets under management (as of 31 December 2025) €204 million As part of the development of its Real Estate platform, Tikehau Capital set up a real estate vehicle at the end of 2015, Tikehau Real Estate Investment Company (“TREIC”), a permanent capital real estate company dedicated to co‑investments in real estate transactions carried out and managed by Tikehau IM. TREIC is a multi‑sector investment vehicle able to invest in all types of real estate assets (industrial, retail, residential, offices, health facilities, etc.) throughout Europe alongside local partners for foreign investments. TREIC invests in deals that offer returns with value creation potential and little leverage. This company, approximately 30% of which capital is owned by Tikehau Capital along with leading investors and the Group’s historical partners, has made ten investments since it was set up. TREIC draws on the expertise of world‑renowned real estate professionals and shareholder representatives involved in its governance. When TREIC invests in vehicles managed by the Group, it intends on receiving 25% of the carried interest from the vehicles concerned. As of 31 December 2025, TREIC had invested €204 million, and uncalled commitments by investors amounted to €52 million. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT73
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital IREIT Inception date 2013 Legal form Singaporean Trust Assets under management (as of 31 December 2025) €845 million IIREIT is a Singapore real estate company (structured as a trust) whose securities have been listed on the Singapore Stock Exchange (SGX) since 13 August 2014 (SGX ticker: UD1U). IREIT was the first Singapore‑listed property company whose strategy is to invest solely in real estate assets located in Europe. In 2016, the Company purchased 80% of the capital of IREIT Global Group Pte. Ltd. (“IGG”), the management company of IREIT. When carrying out the transaction, Tikehau Capital also took a 2% equity stake in IREIT. In April 2019, City Developments Limited (CDL), one of the leading listed real estate companies in Singapore, acquired equity stakes of 50.0% in IGG and 12.4% in IREIT. Following this transaction, Tikehau Capital then directly held 50.0% of the share capital of IGG and 16.4% of the share capital of IREIT. In April 2020, the Company and CDL, together with a subsidiary of AT Investments, a Singapore‑based family office, acquired a 26.04% stake in IREIT. This transaction enabled Tikehau Capital and CDL to respectively increase their stakes in IREIT from 16.64% to 29.20% and 12.52% to 20.87% and together own more than half of IREIT’s capital. On 19 July 2023, IREIT completed a capital increase amounting to S$75.9 million, i.e. nearly €54 million, which was oversubscribed to the tune of 134.7% allowing IREIT to acquire a portfolio of 17 assets in France that were leased to B&M. IREIT's long‑term shareholders, in particular the Company and CDL, respectively, renewed their support. At 31 December 2025, the Company and CDL held, respectively, 28.99% and 21.03% of IREIT’s share capital. IREIT’s main purpose is to invest in a revenue‑generating real estate portfolio in Europe, targeting primarily office, logistics and retail properties. The trust is a fiduciary relationship in which the legal ownership of assets is undertaken by the trustee (in this case, DBS Trustee Limited), who is responsible for holding it on behalf of the beneficial owners (in this case, the holders of the listed shares in the trust). The trust assets are managed by IGG. The revenues of the trust are mainly the rental revenue generated by its properties and any capital gains on disposals. This revenue is distributed to shareholders to generate a recurring return. As of 31 December 2025, IREIT's portfolio consisted of 9 office buildings and 44 assets properties in France, 49 of which were fully owned. The five office buildings in Germany are located in Berlin, Bonn, Darmstadt, Münster and Munich. The four office buildings in Spain, for their part, are located in Madrid and Barcelona. The assets are 89.4% leased (as of December 2025), mainly to leading tenants (such as the German telecommunications operator Deutsche Telekom and the sports and leisure retailer Decathlon). Leasable space within the portfolio as of 31 December 2025 amounts to over 425,000 m². During 2025, IREIT continued to collect 100% of its rents, thus demonstrating the quality of its portfolio. As of 31 December 2025, IREIT’s market capitalisation amounted to approximately S$390 million, i.e. approximately €255.5 million. IREIT generated revenue of €50.4 million for the 2025 financial year, compared to €75.6 million for the 2024 financial year. Its net income amounted to -€63.0 million for the 2025 financial year (including -€81.9 million in fair value changes to the portfolio), compared to €8.6 million the previous year. This decrease is mainly due to the ongoing repositioning project at the Berlin Campus and the sluggish rental market around Concor Park in Munich, Germany. Since the takeover of IGG by Tikehau Capital at the end of 2016 and backed by its network of local real estate experts, the Group has played a major role in identifying investment opportunities but also in management of the IREIT portfolio. More information about the activities, results and prospects of IREIT is available (in English) on IREIT’s website: www.ireitglobal.com. The acquisition of IGG has enabled Tikehau Capital to strengthen its positions in Asia from Singapore, where the Group has had an office since 2014, and to further increase its real estate investment capacities in Europe. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 74
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital Selectirente Inception date 1997 Legal form Partnership limited by shares (since 3 February 2021) Assets under management (as of 31 December 2025) €636 million Selectirente is a listed real estate company specialising in local retail premises in city centres, founded in 1997 on the initiative of Sofidy and property professionals. Listed on Euronext Paris since October 2006, it has benefited from the SIIC regime since 1 January 2007. The purpose of the real estate company is to enhance the value of its current portfolio and to continue its development on the retail real estate market of city centres, mainly in Paris and in the largest regional metropolises. The company’s strategic goal is the economic development of city centres as part of an environmentally‑conscious business, based on resilience and value creation and guided by its ESG challenges; these are integrated across its entire governance policy, including in the acquisition of its assets, in their day‑to‑day management and in their long‑term valuation, as well as in the development of close relations with its stakeholders. In 2025, Selectirente continued to actively and rigorously manage its assets, while relaunching its investment programme. The Company thus confirmed the soundness and consistency of its strategy focused on local shops located in the heart of major French cities, whose structural fundamentals provide both stable revenues and leveraging opportunities for sustainable portfolio growth. Furthermore, in December 2025, Selectirente signed a new €25 million corporate credit line in the form of a Sustainability Linked Loan marking a new milestone in the real estate company's growth plan. The Company thus consolidated its financial structure, and has the financial resources (€60 million) to enable it to seize the numerous opportunities provided by the market. Selectirente continues to pursue a strategy focused on local shops, for which the granularity and geographical and business diversification of its tenants/retailers remain particularly relevant. Moreover, the reinforcement of local consumption habits and the evolution of mobility practices in urban areas are sustainable levers that support the attractiveness and performance of this type of asset. Thus, Selectirente, supported by its financial structure, continues to demonstrate strong long‑term fundamentals: As of 31 December 2025, Selectirente’s market capitalisation was €342 million. The company posted IFRS net income of €26.9 million for the 2025 financial year and recurring net income of €18.6 million. The Company paid a dividend of €4.10 per share in June 2025 (in respect of its 2024 results), up 2.5% compared to that paid in June 2024. Selectirente once again demonstrated its resilience by recording, on the one hand, an average financial occupancy rate that remained high, at 95.6%, over the last twelve months, up markedly compared to 2024 (94.1%), and, on the other hand, an increase in the appraisal values excluding transfer tax from its real estate portfolio, up by 1.8% on a like‑for‑like basis. As of 31 December 2025, the concert composed of Tikehau Capital, Sofidy, Sofidiane, Makemo Capital, AF&Co, Mr Antoine Flamarion and Mr Christian Flamarion held 54.69% of the share capital and voting rights of Selectirente. More information about the activities, results and prospects of Selectirente is available on Selectirente’s website: www.selectirente.com. high‑quality locations: nearly 64% of its assets located in central Paris, 9% in the Paris region and over 18% in five of the ten largest French regional cities; P reasonable rents in relation to market rental values;P a high‑quality, granular portfolio (399 assets and 518 leases), which is highly diversified and provides significant pooling of rental risk, with a surface area of over 96,000 m², valued at €577 million (including indirect holdings) at the end of 2025; P limited debt at the end of December 2025: EPRA loan‑to‑value (LTV) of 33.3%, available cash of nearly €31 million, and an undrawn bank financing line of €30 million; P disciplined and agile management, deployed by a recognised and experienced team. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT75
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital (d) Infrastructure funds managed by Tikehau Capital North America Tikehau Capital North America is a US‑headquartered infrastructure asset manager and developer, focusing on the North America region. Founded in 2011, Star America Infrastructure Partners, LLC (“Star America”) was acquired by Tikehau Capital in July 2020 and merged into Tikehau Capital North America in July 2023. As of 31 December 2025, Tikehau Capital North America had approximately US$850 million in assets under management and its track record includes investments in 19 infrastructure assets, which have total project costs valued at approximately US$13 billion. Tikehau Capital North America possesses a large investor base that includes institutional investors and works primarily towards delivering projects in the social, communications, environmental and transportation sectors. Star America Infrastructure Fund II Inception date August 2018 Legal form Limited partnership registered in Delaware Assets under management (as of 31 December 2025) US$709 million Star America Infrastructure Fund II has US$709 million in capital commitments at 31 December 2025, thus exceeding its target of US$600 million in capital commitments. Star America Infrastructure Fund II aims to continue the successful strategy employed in Star America Infrastructure Fund and capture additional attractive market opportunities. Star America Infrastructure Fund II seeks to make investments in essential infrastructure projects, businesses and assets, where it can provide the most value‑add based on its team’s prior experience of developing new assets, managing construction and operations, and managing businesses overall. Star America Infrastructure Fund II’s main focus is the transportation, social, environmental, and communications infrastructure sectors in the United States and Canada. In most cases, investments are made in the pre‑operational or construction phase, but the fund also considers investments opportunities where additional development capital is needed and where there is enough development and value‑add potential to achieve attractive risk‑adjusted returns. The fund seeks to primarily make investments in greenfield and brownfield projects or other assets or businesses where there is significant capital expenditure or redevelopment, with contracted or non‑contracted revenues. The fund’s objective is to create a consistent and attractive risk/return profile through a diversified portfolio of infrastructure assets and targets gross IRR of around 20% and net IRR of around 15%. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 76
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital Star America Infrastructure Fund Inception date August 2011 Legal form Limited partnership registered in Delaware Assets under management (as of 31 December 2025) US$51 million Star America Infrastructure Fund achieved its target of US$300 million in capital commitments through its debut fund, Star America Infrastructure Fund, which made 13 investments, 11 of which have been fully exited as of 31 December 2025. Its investment period ended on 31 December 2019. Star America Infrastructure Fund executed on its strategy of making investments in the transportation, social, environmental, and communications infrastructure sectors. As of 31 December 2025, Star America Infrastructure Fund amounted to close to US$51 million in assets under management on an invested capital basis. 1.3.2.3 Capital Markets Strategies activity As of 31 December 2025 Assets under management for the Capital Markets Strategies activity €6.2 billion Share of the activity in the Group’s total assets under management 12% Change compared to the previous financial year 7% Employees of the Capital Markets Strategies activity 14 As of 31 December 2025, assets under management in Tikehau Capital’s Capital Markets Strategies ("CMS") activity amounted to approximately €6.2 billion, representing 12% of the Group’s assets under management. As of 31 December 2025, the Company’s balance sheet had invested in Tikehau Capital's CMS strategies for a total amount of €43 million. The main types of funds in the CMS activity are mutual funds (fonds commun de placement or “FCP”), open‑ended investment companies with variable capital (“SICAV”) and SICVA sub‑funds. As part of the NZAM initiative, the Group has defined a decarbonisation trajectory in line with the Paris Agreement for its Capital Markets Strategies business line, and is aiming for 50% of assets under management in the scope of application to be considered net zero or aligned with net zero by 2030, in line with the Net Zero Investment Framework ("NZIF") portfolio coverage target approach. (1) The Capital Markets Strategies business line aims to include at least 50% of its SFDR Article 8 and 9 funds in the scope.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT77
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital (a) Fixed‑income management As part of its fixed income management activity, Tikehau Capital applies conviction‑orientated and long‑term management based on fundamental analysis. Fixed income funds invest in bonds issued by companies (“corporates”) as well as financial institutions, rated High Yield and Investment Grade, by selecting issuers deemed as being of quality, and with yields deemed as attractive. The portfolio management and research teams aim to identify any situation where they believe credit risk and the compensation of said risk are mispriced by the market. Unlike the majority of their peers, which follow an index‑based approach, the CMS teams focus on issuers with a lower weighting in the main fixed income indices. The teams focus on exploiting areas of inefficiency by favouring issuers with little or poor sell‑side research coverage, mainly because their business model is too complex. While this requires significant resources in terms of analysis, the risk premium is often higher compared with the rest of the market. Within the High Yield and Investment Grade universes, Tikehau Capital’s credit research team, made up of 19 professionals spread across Paris, London, New York and Singapore, seeks to identify issuers that match the investment strategies of its management teams based on several criteria, notably the type of instrument, issue size, maturity, sector or rating. Each new issuer is analysed by the dedicated sector analyst, who formulates a buy or sell recommendation based on the fundamental credit quality of the company and the attractiveness of its valuation. Each analyst monitors around 40‑50 issuers and is responsible for monitoring news and results in the sector(s) they monitor. Portfolio reviews are also conducted regularly with the portfolio managers. In addition, the team of analysts also performs an ESG analysis of each issuer, ensuring that the investments comply with Group policy with regard to these criteria. The combination of these two analyses makes it possible to carry out a comprehensive analysis of the issuer's characteristics (financial elements, positioning and dynamics of the market in which it operates, outlook, competitive positioning, etc.). In addition, there is also an analysis of macroeconomic data and technical market factors enabling portfolio managers to construct their portfolios. As of 31 December 2025, fixed‑income funds represented almost €5.8 billion in assets under management. The following table shows the breakdown of assets under management between the main fixed income funds managed by Tikehau Capital: (in millions of €) Assets under management as of 31 December 2025 Assets under management as of 31 December 2024 Tikehau Short Duration (TSD) 3,146 2,503 Tikehau SubFin Fund (TSF) 415 382 Tikehau Credit Court Terme (TCCT) 377 357 Tikehau European High Yield (TEHY) 416 363 Tikehau 2027 (T27) 971 1,131 Tikehau 2029 (T29) 290 133 Tikehau 2031 (T31) 28 - Others (including mandates) 135 258 TOTAL ASSETS UNDER MANAGEMENT – FIXED INCOME 5,778 5,322 The following table shows the past net performance of the main funds in this business line: 2025 2024 Past three years Since inception Tikehau Short Duration (TSD) I‑Acc Share 3.49% 5.12% 14.92% 44.18% Tikehau SubFin Fund (TSF) I‑Acc Share 6.53% 11.20% 33.32% 122.71% Tikehau Credit Court Terme (TCCT) A‑Acc Share 3.26% 4.54% 13.48% 21.44% Tikehau European High Yield (TEHY) I‑Acc Share 5.29% 9.89% 30.62% 58.45% Tikehau 2027 (T27) I‑Acc Share 4.55% 7.73% 26.25% 26.85% Tikehau 2029 (T29) I‑Acc Share 4.16% 6.06% - 15.57% TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 78
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital As of the date of this Universal Registration Document, the Group’s main fixed income funds include: Tikehau Short Duration Inception date of Tikehau Short Duration September 2020 Initial inception date of Tikehau Taux Variables November 2009 Legal form Sub‑fund of a Luxembourg SICAV Assets under management (as of 31 December 2025) €3,146 million Tikehau Short Duration is a fixed income fund investing mainly in the European Investment Grade credit market, seeking to: (i) focus on capital preservation above all, and (ii) generate performance by investing across the European short‑dated credit market, mainly Investment Grade, while limiting the share of High Yield bonds to 35% and of non‑rated bonds to 10%. Its objective is to achieve, for this share class, an annualised return higher than that of the benchmark 3‑month Euribor + 150 basis points (for the I‑Acc‑EUR share), net of management fees, over an investment horizon of at least 12 to 18 months. Tikehau SubFin Fund Inception date of Tikehau SubFin Fund February 2011 Legal form Sub‑fund of a Luxembourg SICAV Assets under management (as of 31 December 2025) €415 million Launched in 2011, Tikehau SubFin Fund is a fixed income fund aiming to achieve an annual performance net of management fees higher than that of the composite benchmark index, with 50% ICE BofA Contingent Capital Index (hedged to EUR) + 50% ICE BofA Euro Financial Subordinated & Lower Tier‑2 Index , by investing in the full spectrum of subordinated financial bonds, mainly in the euro zone. Tikehau SubFin Fund is a conviction‑based fund that invests in securities mainly issued by banks and financial institutions with fundamentals deemed robust. As agility and flexibility are at the heart of the fund’s management, Tikehau SubFin Fund ensures a dynamic allocation to its various sub‑segments (Legacy Tier 1, Tier 2, Additional Tier 1/CoCo, etc.). The result is a diversified portfolio, seeking to maximise the risk/return ratio. ® ® TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT79
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital Tikehau Credit Court Terme Inception date of Tikehau Credit Court Terme June 2013 Legal form French FCP Assets under management (as of 31 December 2025) €377 million Launched in 2013, Tikehau Credit Court Terme is a fixed income fund investing mainly in Investment Grade bonds issued by companies located primarily in the euro zone. It aims to achieve an annualised performance net of fees that exceeds that of the €STR benchmark index + 38.5 basis points with an investment horizon of over one year. Tikehau Credit Court Terme’s investment philosophy is based on maximising the yield on the short end of the yield curve, with a target duration of between 0.3 and 0.5 year. Tikehau Credit Court Terme can also diversify its performance drivers within the credit universe, with a maximum exposure of 35% to High Yield debt securities (securities rated from BB+ to CCC at S&P Global Ratings and Fitch Ratings or from Ba1 to Caa3 at Moody's) which may have speculative characteristics, issued by private or public sector companies. Lastly, the fund can also draw on the expertise developed in‑house in the financial bond segment, both senior and subordinated. Tikehau European High Yield Inception date of Tikehau European High Yield April 2007 Legal form French FCP Assets under management (as of 31 December 2025) €416 million Launched in 2007, Tikehau European High Yield (formerly Tikehau Credit Plus, until 31 December 2023) is a mutual fund under French law whose objective is to achieve an annualised performance net of management fees exceeding that of the ICE BofA Euro High Yield Constrained Index (HEC0), with an investment horizon of three years. The fund is characterised by a high conviction strategy, focused mainly on High Yield European bonds, particularly in western Europe (at least 50% of the fund’s net assets are invested in securities issued by entities located on the Europe continent, including Switzerland and the United Kingdom). In order to achieve its investment objective, the Fund invests at least 70% of its net assets in high yield debt securities (securities rated BB+ to CCC by S&P Global Ratings and Fitch Ratings or Ba1 to Caa3 by Moody's) which may have speculative characteristics, issued by private or public sector companies. More specifically, Tikehau European High Yield targets quality issuers with solid fundamentals while showing higher yield profiles according to our analysis. The 19 specialised credit research analysts select companies that are smaller than most high‑yield issuers, less covered by sell‑side research and requiring more in‑depth analysis. Tikehau European High Yield also seeks to diversify sources of alpha within the credit universe, notably through exposure to senior and subordinated financial bonds. Lastly, the Group’s local presence also enables the fund to identify investment opportunities outside Europe, mainly in Asia and the United States. The fund may invest in securities issued in hard currencies - such as the US dollar, the Swiss franc, the pound sterling, the yen - up to a limit of 25% of its net assets, the currency of the fund being euro. At least 95% of its exposure to currency risk must be systematically hedged. ® TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 80
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital Tikehau 2027 Date of creation of Tikehau 2027 May 2020 Legal form French FCP Assets under management (as of 31 December 2025) €971 million Launched in May 2020, Tikehau 2027 is a dated fixed‑income fund under French law with a maturity set at 31 December 2027 and aiming to achieve an annualised net return of more than 4.25% (for the I‑Acc‑EUR share), excluding events of default, with an investment horizon of 31 December 2027. In order to achieve its management objective, and as part of its active discretionary management strategy, the fund’s strategy is to invest up to 100% of its net assets in High Yield debt securities, that may have speculative characteristics, or in securities belonging to the Investment Grade category, issued by companies in the private or public sector, with no geographical or sector restrictions. Tikehau IM conducts its own analysis on the debt securities independently of the rating issued by the rating agencies. The fund is managed entirely on a discretionary basis. Tikehau 2027 pursued a predominantly long‑duration high‑yield strategy ("Long‑Only High Yield"), before switching to a predominantly short‑duration high‑yield strategy ("High Yield Short Duration") over the last two years. As part of the transition from the Long‑Only High Yield phase to the Short Duration High Yield phase, the management company began adjusting the portfolio over the course of 2025, by selling bonds whose maturity or early redemption prospects are not in line with the target maturity of the portfolio. At 31 December 2027, the bonds in the portfolio will have a residual maturity of at most six months (final maturity of the product or early redemption options according to the choice of the fund). Tikehau 2029 Date of creation of Tikehau 2029 November 2023 Legal form French FCP Assets under management (as of 31 December 2025) €290 million Launched in November 2023, Tikehau 2029 is a dated fixed income fund under French law with a maturity set at 31 December 2029 and aiming to achieve an annualised net return of more than 4.45% (for the I‑Acc‑EUR share), excluding events of default, with an investment horizon of more than six years. Based on a "buy and hold" approach, Tikehau 2029 invests mainly in Investment Grade bonds, while seeking to diversify into the high yield segment (up to a maximum of 25% of the fund's net assets) and subordinated financial bonds (up to a maximum of 30% of the fund's net assets), two strong and long‑standing areas of expertise at Tikehau Capital. The aforementioned securities are issued only by issuers initially belonging to the Investment Grade category. At 31 December 2029, the bonds in the portfolio will have a residual maturity of at most six months (final maturity of the product or early redemption options according to the choice of the fund). TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT81
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital Tikehau 2031 Date of creation of Tikehau 2031 January 2025 Legal form French FCP Assets under management (as of 31 December 2025) €28 million Launched in January 2025, Tikehau 2031 is a dated fixed income fund under French law with a maturity date of 31 December 2031. Its objective is to achieve an annualised net performance of at least 3.75% (for the I‑Acc‑EUR share class), excluding cases of default, with an investment horizon running until 31 December 2031. In order to achieve its management objective, the fund invests at least 70% of its net assets in high‑yield debt securities that may have speculative characteristics, issued by private or public sector companies. At 31 December 2031, the bonds in the portfolio will have a residual maturity of at most six months (final maturity of the product or early redemption options according to the choice of the fund). The management team selects securities according to its credit convictions, conducting its own analysis of companies, independently of the rating issued by the rating agencies. The fund is managed entirely on a discretionary basis. Tikehau 2031 should initially pursue a predominantly long‑duration high‑yield strategy ("Long‑Only High Yield"), before switching to a predominantly short‑duration high‑yield strategy ("High Yield Short Duration") over the last two years. As part of the transition from the Long‑Only High Yield phase to the Short Duration High Yield phase, the management company anticipates adjusting the portfolio over the course of 2029, by selling bonds whose maturity or early redemption prospects are not in line with the target maturity of the portfolio. (b) Diversified and equity funds Tikehau Capital has been developing a flexible and equities management business with a view to rolling out a range of global and diversified funds and equities. This activity includes a flexible fund and two equity funds: As of 31 December 2025, diversified assets and equities together represented nearly €388 million in assets under management. The following table shows the breakdown of assets under management between the main diversified and equity funds managed by Tikehau Capital: (in millions of €) Assets under management as of 31 December 2025 Assets under management as of 31 December 2024 Tikehau International Cross Assets (InCA) 339 372 Tikehau European Sovereignty Fund (TESF) 26 12 Tikehau Equity Selection (TES) 23 37 TOTAL ASSETS UNDER MANAGEMENT – DIVERSIFIED AND EQUITIES MANAGEMENT 388 421 Tikehau International Cross Assets embodies the best convictions of the CMS management teams and invests in different asset classes, including both equities and fixed income. The fund adopts a dynamic and flexible approach in order to adapt to different market configurations, while maintaining contained volatility; P Tikehau European Sovereignty Fund, the Group’s first thematic equity strategy, invests in high‑quality listed European companies that strengthen European sovereignty. These companies should benefit from policies aimed at reducing the region’s dependence in critical sectors and at reinforcing economic resilience. The fund consists of a P portfolio of approximately 35 to 45 European companies deemed to be of high quality, benefiting from the rise of European sovereignty through themes including, but not limited to, industrial autonomy, digital competitiveness, critical infrastructure, autonomy in healthcare, and defence (all themes covered by the fund are available in its prospectus, which can be found on the management company's website); and Tikehau Equity Selection, whose investment strategy is to manage a conviction‑orientated equities portfolio in an active and discretionary manner, invests in companies of all capitalisations and in all economic and geographical sectors. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 82
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital The following table shows the past performance of the main funds in this business line: 2025 2024 Past three years Since inception Tikehau InCA, I‑Acc Share 5.75% 7.10% 22.69% 45.58% Tikehau European Sovereignty Fund (TESF) I‑Acc Share 15.67% 3.61% - 19.85% Tikehau Equity Selection (TES) I‑Acc Share 3.63% 8.07% 35.68% 89.09% Tikehau International Cross Assets Inception date of Tikehau International Cross Assets December 2020 Initial inception date of Tikehau Income Cross Assets August 2001 Legal form Sub‑fund of a Luxembourg SICAV Assets under management (as of 31 December 2025) €339 million Created in 2001 as a SICAV under French law, Tikehau Income Cross Assets ("Tikehau InCA") was merged on 31 December 2020 into Tikehau International Cross Assets (InCA), a sub‑fund of Tikehau Fund, a SICAV under Luxembourg law. This merger operation did not involve any material change in the fund’s investment philosophy or in its investment process. The sub‑fund aims to generate a net return above the €STR, increased by 215 basis points (for the I‑ACC‑EUR share) over a minimum recommended investment horizon of five years. Tikehau InCA aims to adapt to different market configurations through active and flexible management. The fund may invest in equity markets (between -20% and 100% of net assets), in corporate and financial bonds with no rating restrictions (between 0% and 100% of net assets) and in sovereign bonds, across all economic sectors and geographical areas (Europe, United States, Asia, emerging countries). The active cross‑asset strategy has three main axes: (i) the equity strategy is based on a bottom‑up analysis, with a focus on quality at a reasonable price; (ii) the credit strategy involves a fundamental analysis based on Tikehau Capital’s credit expertise, and (iii); the hedging strategy aims both to protect the fund against downside risk, as well as to serve as a performance driver by taking advantage of market asymmetries. Tikehau European Sovereignty Fund Inception date December 2023 Legal form Sub‑fund of a Luxembourg SICAV Assets under management (as of 31 December 2025) €26 million Launched in 2023, Tikehau European Sovereignty Fund ("TESF"), a sub‑fund of Tikehau Fund, a Luxembourg SICAV, is an equity fund that aims to outperform the European equity market over the long term (more than five years) by investing in shares of issuers benefiting from or contributing to European sovereignty. European sovereignty is understood as encompassing sectors deemed to limit the dependence of the European economy, implying greater autonomy, resilience and internal development. In an environment marked by issues such as the Covid‑19 pandemic, the resurgence of geopolitical conflicts and the social and financial over‑optimisation resulting from the excess of globalisation that make a more resilient and autonomous Europe necessary, the teams of Tikehau Capital are convinced that European sovereignty is a unique investment opportunity. TESF is composed of around 35 to 45 high‑quality European companies benefiting from the rise of European sovereignty and offering an attractive risk‑return ratio. The performance of the sub‑fund may be measured against the “MSCI Europe ex UK Net Total EUR” index for performance comparison purposes only. The sub‑fund is eligible for the French PEA (equity savings plan) and, consequently, at least 75% of its net assets are invested directly or indirectly in shares and similar securities of issuers having their registered office in a Member State of the European Union - or in another State party to the Agreement on the European Economic Area (EEA), and which belong to the large, medium and small cap categories as well as to sectors related to this theme. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT83
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital Tikehau Equity Selection Inception date December 2014 Legal form French FCP Assets under management (as of 31 December 2025) €23 million Tikehau Equity Selection (“TES”) is an “international equity” classification fund that aims to achieve, over a minimum investment period of five years, a performance that is better than that of the benchmark MSCI World 100% Hedged to EUR Net Total Return Index (denominated in euros and calculated with net dividends reinvested) over a minimum recommended investment period of five years. The fund’s investment strategy consists of actively managing, on a discretionary basis, a portfolio of equities issued by issuers of all capitalisation types and in all economic and geographical sectors (including emerging countries) and denominated in euros or in international currencies. The fund invests in equities on listed markets, with a detailed analysis of the companies and favouring a long‑term investment horizon, by selecting issuers that, according to Tikehau Capital: The fund may expose up to 110% of its assets in equities issued by issuers of all capitalisation types and all geographical areas. The net exposure to equity markets is between 90% and 110%. 1.3.2.4 Private Equity activity As of 31 December 2025 Assets under management for the Private Equity activity €7.9 billion Share of the activity in the Group’s total assets under management 15% Change compared to the previous financial year 22% Private Equity employees 64 employees (excluding Tikehau Capital North America and Opale Capital) 15 employees (Opale Capital) 3 employees (Tikehau Capital North America) (a) General overview Historically, Tikehau Capital’s Private Equity activity has focused mainly on direct investments and investments in the Group’s ecosystem (see Section 1.3.3 (Investment activity) of this Universal Registration Document). Since 2018, the Group has been developing a Private Equity fund management business. This expansion materialised through the deployment of several Private Equity strategies and the creation of mainly generalist development capital funds, managed by its subsidiary Tikehau IM, capitalising on the experience acquired in direct investments and international co‑investments. These funds leveraged the Group’s know‑how, and marked Tikehau Capital’s transition from an on‑balance sheet investment model to an asset management model. In addition to these funds, in 2018, the range of specialised products managed by Tikehau Ace Capital (formerly ACE Management) was acquired by Tikehau Capital. Tikehau Ace Capital was subsequently merged with Tikehau IM in 2023. The Group’s Private Equity activity has gradually evolved towards a thematic investment approach and is now driven by four structural growth strategies: (i) decarbonisation, (ii) regenerative agriculture, (iii) cybersecurity and digital trust, and (iv) aerospace and defence. The funds managed in this context are based on strategic partnerships established with major investor groups, such as TotalEnergies for its decarbonisation strategy, AXA and Unilever for its regenerative agriculture strategy, Sopra Steria and Naval Group for its cybersecurity strategy, as well as with the major sector clients (Airbus, Safran, Dassault Aviation, Thales) for its aerospace and defence funds, and they benefit from a large international network of senior advisors and operating partners with long‑standing industrial or operational experience in these sectors. have an understandable business model with potential sources of growth as well as attractive and sustainable returns on capital employed over many years due to the presence of robust competitive advantages; P are led by a management team aligned with shareholders and having a judicious capital allocation; P are valued low enough to allow a potentially attractive IRR over the next five years. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 84
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital The Group has developed an impact investment approach that applies to climate funds. As part of the NZAM initiative, the Group has also defined a decarbonisation trajectory in line with the Paris Agreement for its Private Equity business line, with a dual objective, namely: (i) that 100% of portfolio companies in the eligible scope have targets validated by the Science Based Targets Initiative ("SBTi") by 2030, and (ii) to reduce by 50% the weighted average carbon intensity per million euros of revenue (WACI), on Scopes 1 and 2, of the assets under management in the scope by 2030 compared to the 2021 baseline. The Private Equity activity is conducted by a team of 82 people employed by Tikehau IM, Opale Capital and Tikehau Capital North America, and located mainly in Paris, London, Madrid, Milan, New York and Singapore. This team also benefits from the support of local teams from all 17 Tikehau Capital offices, both for the sourcing of opportunities and for assistance to companies invested in their international development. The performance of the Private Equity team has been recognised through various awards and accolades, such as the best ESG investment fund for the T2 Energy Transition fund, granted by the ESG Investing Awards in 2024. The following table presents the Group’s main Private Equity vehicles and the number of assets under management for each one as of 31 December 2025: (in millions of €) Assets under management as of 31 December 2025 Assets under management as of 31 December 2024 Decarbonisation Fund II 1,251 893 T2 Energy Transition Fund 794 1,030 Regenerative Agriculture Fund 574 510 Ace Aéro Partenaires II 515 429 Ace Aéro Partenaires 818 751 Tikehau Défense et Sécurité 91 - Brienne IV 335 297 Brienne III 135 186 Other funds and co‑investment vehicles 3,395 2,361 TOTAL 7,908 6,458 (1) (2) (1) Including notably Tikehau Growth Equity II (TGE II) and Tikehau Growth Equity III (TGE III).(1) Companies in the portfolio for at least two years with a shareholding threshold of 25% or more. The scope currently includes the first phase of the decarbonisation strategy launched in 2018, as well as the flagship funds launched since 2022 covering decarbonisation, regenerative agriculture and aerospace strategies, including the associated co‑investment vehicles. Historical and venture capital funds are excluded from the scope. (1) (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT85
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital (b) Decarbonisation funds Decarbonisation Fund II Inception date May 2023 Legal form SLP under French law Assets under management (as of 31 December 2025) €1.2 billion In 2023, Tikehau IM launched the second vintage of its decarbonisation strategy, Decarbonisation Fund II (“TDF II”). This fund is a continuation of T2 by pursuing its partnership with TotalEnergies and focusing on three major levers for the decarbonisation of the economy: efficiency, electrification and low‑carbon energy and sources, as well as climate change adaptation solutions. This vintage will continue to target European markets as well as opportunities in North America. The fund is backed by the same team as the previous vintage, and aims to invest tickets of €100 to €500 million (including possible co‑investments), to build a portfolio of around 15 companies. As of 31 December 2025, TDF II had raised close to €1.4 billion in commitments and had invested almost €690 million in five companies. T2 Energy Transition Fund Inception date December 2018 Legal form French FPCI Assets under management (as of 31 December 2025) €794 million In December 2018, the Company, in partnership with TotalEnergies, launched an investment fund dedicated to the energy transition, i.e. the transition to a low‑carbon economy. T2 Energy Transition Fund (“T2”) is designed to support medium‑sized businesses that are focused on the energy transition in the financing of their development, the transformation of their business models and their growth, especially international expansion. In this context, Tikehau IM considers that sustainability risks, as well as positive and negative impacts on sustainability factors, are at the heart of the investment strategy. Based on a targeted and customised approach which aims to promote the de‑carbonisation of the economy, the fund’s investments focus on companies operating in three key sectors: the production of clean energy, low‑carbon mobility and the improvement of energetic efficiency, storage and digitalisation. The team dedicated to the management of T2 is composed of specialists from Tikehau IM, a sector expert, and can draw on TotalEnergies' sector‑specific expertise and international network. In October 2020, T2 obtained the “Tibi” and “Relance” certifications set up by the French government as part of the French economic recovery plan, recognising T2 as an investment vehicle that supports equity capital funding for businesses in the context of the health crisis. T2 completed its fundraising on 23 February 2021, raising a record amount of more than €1 billion (excluding the accompanying co‑investment vehicles, which raised €400 million in commitments). As of 31 December 2025, T2 and its co‑investment vehicles had invested a cumulative amount of €1.5 billion in 14 companies. The fund closed its investment period in 2023. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 86
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital (c) Regenerative agriculture fund Regenerative Agriculture Fund Inception date November 2022 Legal form Luxembourg SICAV‑SIF / SLP under French law Assets under management (as of 31 December 2025) €574 million Created in November 2022 around a strategic partnership with Unilever and AXA, the Regenerative Agriculture Fund (“RegenAg”) is an investment fund dedicated to investments in companies working in the transition to sustainable and regenerative agriculture practices. The fund is structured as a Luxembourg SICAV‑RAIF and a French SLP. Its investment strategy is based on four key sectors: The fund has the option of allocating up to 25% of its assets under management to investments that promote the sustainable transition of the agricultural sector and the food value chain. The team dedicated to managing the RegenAg fund is made up of Tikehau IM professionals and draws on the sector expertise and international networks of the various partners in its ecosystem. The RegenAg fund obtained the Towards Sustainability label, which combines transparency requirements, an ESG (environmental, social and governance) analysis on all portfolios, and exclusions. As of 31 December 2025, the RegenAg fund had raised more than €574 million in commitments and had invested in three companies: Biofirst, Juan Navarro Garvia, and Horizon Ag. (d) Aerospace and defence funds Ace Aéro Partenaires II Inception date July 2024 Legal form SLP under French law Assets under management (as of 31 December 2025) €515 million In 2024, Tikehau IM launched Ace Aéro Partenaires II (“AAP II”), the second vintage of its Private Equity strategy dedicated to aerospace and defence. Against a backdrop of paradigm shift for the French and European defence industry, and with contractors seeking to accelerate their production rates in both defence and commercial aeronautics, this new vehicle aims to strengthen the equity capital of strategic companies in the sector, work alongside them in their growth strategy, meet their operational needs, and back the consolidation of the sector. AAP II completed a first closing of €425 million in July 2024 and is targeting a size of between €800 million and €1 billion. Tikehau Capital is the fund’s leading investor with €110 million in commitments alongside its industrial and financial partners (Airbus, Safran, Thales, Dassault Aviation, Bpifrance, Caisse des dépôts et consignations (CDC) and Groupe Crédit Agricole). inputs (solutions to replenish soil organic matter in order to restore the biodiversity of degraded soils, protect water resources, and fight against climate change); P agricultural equipment and operations (best practices and technical and digital solutions to accelerate the transition and carbon sequestration); P alternative ingredients (such as plant‑based alternatives, sustainable oleochemicals); and P solutions that bring transparency to the value chain and measure the impact of regenerative agriculture practices in terms of carbon, water and biodiversity). P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT87
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital Ace Aéro Partenaires Inception date July 2020 Legal form SLP under French law Assets under management (as of 31 December 2025) €818 million Launched in 2020, Ace Aéro Partenaires (“AAP”) is an SLP with compartments created to strengthen the equity of strategic French companies in the aerospace and defence sector, after it was weakened by the health and economic crisis, to prepare for the post‑crisis period, support them in their growth strategy and support the consolidation of the sector. The main features of the two AAP compartments are as follows: The fund's total commitments amounted to €768 million as of 31 December 2025. The major manufacturers in the sector, Airbus, Safran, Dassault Aviation and Thales, have collectively invested a total of €200 million in AAP. The French State contributed €200 million, including €50 million from Bpifrance. The Crédit Agricole group also invested €100 million in this fund. Tikehau Capital, for its part, is the fund's leading investor, with €230 million of its own funds committed to AAP, in line with its strategy of investing significantly in funds managed by the Group in order to maximise the alignment of interests with its investor‑clients. As of 31 December 2025, AAP had invested a total of approximately €686 million across its two sub‑funds in 14 companies, including three investments exit between 2024 and 2025: Brown Europe, Visco, and LMB. (e) Cybersecurity funds Tikehau Défense et Sécurité Inception date June 2025 Legal form Specialised Professional Fund (FPS) under French law Assets under management (as of 31 December 2025) €91 million Launched in June 2025, Tikehau Défense et Sécurité ("TDS") is an innovative private equity fund dedicated to the strategic sectors of European defence, cybersecurity and security. Structured primarily around private equity strategies managed by Tikehau Capital, TDS has an initial commitment of €150 million, invested equally by Société Générale Assurances, CNP Assurances and the CARAC group. This fund aims to contribute to the reinforcement of French and European industrial and technological capabilities, in a context of growing strategic autonomy challenges. Notably, the fund invests in Tikehau Capital's Private Equity funds dedicated to the aerospace & defence and cybersecurity sectors. TDS is the first unlisted asset vehicle eligible for unit‑linked products entirely dedicated to these themes. It will be available from September 2025 in the life insurance and retirement savings contracts of the founding partners, then, from September 2026, it will be available to other insurers and professional investors. The fund has an "evergreen" format with a lifespan of 99 years and subscription or redemption windows every 15 days. It will be able to invest in primary, secondary or co‑investment vehicles in European companies in the targeted sectors, and to a lesser extent in private debt. TDS relies on Tikehau Capital's recognised expertise in unlisted investment and private debt, as well as on a dedicated team of 30 professionals who have built a diversified portfolio of more than 30 European companies since 2021. Through this initiative, Tikehau Capital and its partners aim to actively contribute to financing critical sectors and to boosting the European economy, while offering savers an opportunity to diversify and participate in national investment efforts in strategic sectors. As of 31 December 2025, the fund had a total of €150 million in commitments. The difference between the amount of assets under management at TDS as of 31 December 2025 and the amount of committments as of the same date is the amount committed to the funds managed by the Group. Support Compartment: the objective of this compartment is to make investments in French companies that contribute to the supply chain of the French aerospace industry and generate a significant portion of their revenue in the field of civil aviation, in order to enable them to face the consequences of the health crisis while preserving their know‑how and competitive advantages in a sector where competition is global; P Platform Compartment: the objective of this compartment is to make investments in companies that play an essential role in the supply chain of French manufacturers in the aerospace industry in order to enable these companies to consolidate their markets and to become leaders in their areas of activity at the international level. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 88
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital Brienne IV Inception date November 2022 Legal form French FPCI Assets under management (as of 31 December 2025) €335 million In 2023, Tikehau IM launched its new fund dedicated to cybersecurity, Brienne IV. This fund, with a target size of €400 million, is a continuation of Brienne III in terms of investment sector. Drawing on the same team as the previous vintage, it aims to invest tickets of €10 million to €50 million to build a portfolio of around 15 companies. At the end of October 2023, Tikehau IM announced the first closing of this fund, which, with €200 million raised, was already the largest investment vehicle dedicated to digital security in Europe. In January 2024, the Bienne IV fund obtained the “Tibi” label as part of phase 2 of this initiative, launched by the French government in 2019 with a view to mobilising €7 billion in savings managed by institutional investors to stimulate the growth of innovative companies and raise them to regional or global leaders. The partnerships with the French Ministry of the Armed Forces and ANSSI initiated for Brienne III were renewed for Brienne IV. As of 31 December 2025, the fund had raised close to €335 million in commitments and had invested €86 million in four companies. Brienne III Inception date June 2019 Legal form SLP under French law Assets under management (as of 31 December 2025) €135 million Launched in June 2019, Brienne III is the first French fund dedicated to cybersecurity, and is the European leader in the sector. The fund’s strategy is to finance European companies offering innovative digital security technologies and to support their managers in their organic and external growth strategy, in France and abroad. Its investment spectrum covers all the needs in terms of digital security and digital trust: industry 4.0, connected cars and vessels, smart grid, e‑health, transport, energy transition, Internet of Things (IOT), etc. In addition to Tikehau Capital, Brienne III includes Bpifrance and several strategic partners covering various critical sectors, such as: EDF, Crédit Agricole, Naval Group and Sopra Steria. The fund, which signed a partnership agreement with the French Ministry of the Armed Forces and another with ANSSI, relies on a team of cyber‑defence and finance experts with complementary skills, capable of detecting relevant business opportunities and attracting future industry champions. Brienne III, which is experiencing strong momentum in its deployment, has the ability to raise funds in the order of €15, €20 and €35 million. In July 2021, Brienne III obtained the “Relance” label set up by the French government as part of the French economic recovery plan. As of 31 December 2025, the fund had invested approximately €147 million in 15 companies. In December 2025, Brienne III sold its stake in Hornetsecurity. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT89
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital 1.3.3 INVESTMENT ACTIVITY 1.3.3.1 1.3.3.2 Investment strategy Along with its Asset Management activity, the other pillar of Tikehau Capital’s business model is built the Investment activity that is carried out through the Group’s investment portfolio and is primarily invested in the asset management strategies developed and managed by Tikehau Capital. By allocating its equity to support the Group’s various investment strategies, Tikehau Capital creates the conditions for a clear alignment of interests between the Group’s balance sheet and the investments made by its investor‑clients. Since its creation, Tikehau Capital has used its expertise in the field of investment using the Group’s own resources (equity and debt) and has built up a diversified portfolio in terms of sectors and regions, favouring transactions that allow the development of a partnership approach. This investment portfolio enables the Company to generate recurring revenues in the form of coupons and dividends, to which are added the one‑off profits from asset disposals (e.g. in the form of capital gains). This portfolio is highly diversified and consists of assets with attractive return potential or more defensive assets that provide recurring revenue and/or diversification. The scope of intervention is global, given that where the Group has no presence or experience, investments are made through Group‑managed funds or as co‑investments provided by local managers known to Tikehau Capital. This strategy allows the Group to increase the spectrum of its opportunities and the quality and diversification of its investment portfolio. Investment portfolio As of 31 December 2025, Tikehau Capital’s investment portfolio had €4.4 billion in called commitments and consisted of: The table below shows the value of the portfolio as of 31 December 2025 and 31 December 2024: Investment value (in millions of €) As of 31 December 2025 As of 31 December 2024 Tikehau Capital strategies 3,016.6 2,948.5 Ecosystem investments 1,147.3 841.3 Other investments 195.4 211.3 TOTAL 4,359.2 4,000.1 Investments in Tikehau Capital strategies Tikehau Capital strategies consist of: (i) investments in funds managed by the Group (see Section 1.3.1.2 (Tikehau Capital’s business model) and Section 5.1.2.2 (Investment activity) and (ii) investments alongside the Group’s asset management strategies. The table below shows the value of these investments as of 31 December 2025 and 31 December 2024: Investment value (in millions of €) As of 31 December 2025 As of 31 December 2024 Investments in funds managed by the Group 2,870.6 2,829.2 Investments alongside the Group’s asset management strategies 138.5 112.4 TOTAL 3,016.6 2,948.5 €3.0 billion in investments in Group strategies, i.e. the asset management strategies developed and managed by Tikehau Capital and the co‑investments made alongside the asset management strategies developed and managed by Tikehau Capital; P €1.4 billion in investments in the Group’s ecosystem and other direct investments. These investments aim to contribute to the development of Tikehau Capital’s asset management franchise worldwide. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 90
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Presentation of Tikehau Capital Investments in the Group’s ecosystem These investments include, among other things, investments in funds or vehicles managed or advised by French or international players in the financial sector and which are part of the Group’s ecosystem of historical partners. This investment portfolio, which is very granular (107 direct lines, i.e. not taking into account all of the underlying investments), provides exposure to opportunities, asset classes or geographical areas to which the Group does not have access through its own investment strategies teams. In addition, this network of partners allows the Group to benefit from complementary expertise and intelligence. The table below shows the value of the main investments as of 31 December 2025 and 31 December 2024: Investment value (in millions of €) As of 31 December 2025 As of 31 December 2024 Schroders plc 406.5 56.8 TelevisaUnivision 126.9 144.0 Radiology Partners 73.5 75.1 JCAP 47.9 25.9 Others 492.5 542.2 TOTAL 1,147.3 841.3 In the fourth quarter of 2024, Tikehau Capital acquired a stake in Schroders, an asset management, advisory and wealth management firm with £823.7 billion under management at the end of 2025. As of 31 December 2025, the amount invested totalled €369 million. This approach aimed to leverage the growth of Schroders and to enhance Tikehau Capital's investment ecosystem as well as its direct assets. As of 13 February 2026, Tikehau Capital sold its entire stake in Schroders plc for €586 million. TelevisaUnivision is the world's leading Spanish‑language media group, created in 2022 by the merger of Televisa's and Univision's media assets. The group, based in the United States and South America, reaches more than 100 million Spanish speakers every day through a portfolio of television channels, digital platforms, streaming services and audio activities. Tikehau Capital became a Univision shareholder in November 2020. As of 31 December 2025, the amount invested totalled €50 million. Radiology Partners is a company in which Tikehau Capital co‑invested with Starr Investment Holdings in September 2019, with a total of €43 million in commitments. Radiology Partners is a US‑based group and a leading company in the radiology sector, providing innovative customer‑centric solutions as well as technology upgrade strategies to the main hospitals and healthcare systems in the United States. Jefferson Capital ("JCAP") is a company in which Tikehau Capital co‑invested alongside JC Flowers in March 2018, for a total commitment of US$7.5 million. JCAP is a major player specialising in the acquisition, analysis and management of consumer debt portfolios, including not only defaulted debt, but also more complex or specific assets. In 2025, JCAP reached a milestone with its initial public offering in June 2025, at a price of US$15 per share. This strategic transaction allowed the company to boost its visibility among investors, accelerate its development and consolidate its ability to create value in a continuously growing market. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT91
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1. – – Presentation of the Group and its activities Presentation of Tikehau Capital Other direct investments The table below shows the value of Tikehau Capital’s other investments as of 31 December 2025 and 31 December 2024: Investment value (in millions of €) As of 31 December 2025 As of 31 December 2024 Claranet 125.7 148.1 Others 69.7 63.3 TOTAL 195.4 211.3 This category covers a portfolio of investments made by the Group on its own behalf or which it inherited as part of external growth transactions. The Company’s investment in Claranet in 2017 accounts for most of the residual value of this portfolio. Claranet is a leading European company hosting and outsourcing services for critical applications. Claranet has expanded in several European countries over the last ten years in an organic way and through an ambitious acquisition strategy. In May 2017, the Company signed an agreement to acquire a minority stake in Claranet alongside the existing shareholders. Drawn by the growth profile of Claranet, its pan‑European scope, its track record in integrating acquisitions and the quality of its management team, the Company entered into an agreement to support the continuing development of the Claranet group. As of 31 December 2025, Tikehau Capital had invested £52 million in ordinary shares, £81.3 million in preference shares and €4.1 million in senior preference shares. Tikehau Capital is a member of the Board of Directors of Claranet International Limited, the parent company of the Claranet group, and a member of the Board of Directors of Claranet Group Limited, the operating company of the Claranet group. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 92
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Regulatory environment 1.4 Regulatory environment Tikehau Capital's activity is governed by regulations specific to each country where the Group operates, directly or through subsidiaries, branches or partnerships. Since its shares were listed on the Euronext Paris regulated market on 7 March 2017, Tikehau Capital has been subject to various obligations including (i) periodic and ongoing information, (ii) prevention of market abuse, (iii) issuance of financial securities and (iv) sustainable investment reporting. These obligations are laid down by French and European regulations and by the AMF, the authority in charge of the regulation and supervision of the French financial markets, in its General Regulation. As regards the Asset Management and Investment activities, the relevant Group entities are subject to numerous regulations, prudential supervision and approval requirements. Although the nature and scope of the regulations vary from country to country, the Group is subject to laws and regulations that govern Asset Management and Investment activities in most countries in which it conducts its business. The governance and internal organisation of each subsidiary and branch require permanent monitoring and appropriate readjustment according to the activities carried out insofar as the applicable regulations are constantly evolving, especially in the European Union and depending on their transposition in the different Member States and their interpretation by local regulators. This constantly changing regulatory landscape could have a significant impact on Tikehau Capital’s business and operating result. However, the Group’s support functions focus on anticipating and analysing all regulatory changes in order to limit their impact on the more operational activities. 1.4.1 REGULATIONS APPLICABLE TO THE ASSET MANAGEMENT ACTIVITY 1.4.1.1 In recent years, European authorities have kept the financial services industry under closer scrutiny and have adopted guidelines and regulations governing the asset management sector, the purpose of which is to protect investors and preserve financial market stability. Tikehau Capital’s Asset Management activity, conducted primarily in the European Union through its subsidiaries Tikehau IM and Sofidy (the “Group’s Asset management companies”), can be divided into two main categories: Main regulations applicable to the Asset Management activity Regulation applicable to UCITS managers Tikehau IM and Sofidy manage and market UCITS in the European Union, and therefore must comply with strict rules on internal organisation, including requirements with regards to risk management and conflicts of interest, as well as rules of good conduct relating in particular to the amount of fees charged or information to be provided to clients. In order to meet these requirements, UCITS are subject to rules relating to the allocation, diversification and custody of assets as well as specific requirements in terms of asset eligibility, risk dispersion and control over portfolio companies, and overall risk measurement. The assets of a mutual fund or a SICAV must be kept by a custodian, which must be a separate entity from the fund and the Asset management company, to safeguard the assets and maintain the segregation of accounts. collective management of funds and other undertakings for collective investment, including undertakings for collective investment in transferable securities (“UCITS”, see the Glossary in Section 10.7 of this Universal Registration Document) and alternative investment funds (“AIF”, see the Glossary in Section 10.7 of this Universal Registration Document), which are mainly governed by the Articles of the French Monetary and Financial Code and the AMF General Regulation transposing into French law: a) directive 2009/65/EC of 13 July 2009 on the coordination of laws, regulations and administrative provisions relating to UCITS as amended (the “UCITS IV directive”) and directive 2014/91/EU strengthening certain requirements related to the management of UCITS, such as the duties of the custodian, remuneration policies and sanctions (the “UCITS V directive”), and P directive 2011/61/EU of 8 June 2011 on AIF managers (the "AIFM directive") and Commission Delegated Regulation (EU) No. 231/2013 of 19 December 2012 supplementing the AIFM directive, as well as directive 2024/927/EU aimed at harmonising and reinforcing management rules on delegation arrangements, liquidity risk management, reporting for supervisory purposes, the provision of depositary and custodian services and the granting of loans by alternative investment funds (the "AIFM II directive"), which is due to be transposed into French law by 16 April 2026; P individualised management on behalf of third parties (through management mandates) and investment advice, activities that constitute financial services governed mainly by the Articles of the French Monetary and Financial Code and the AMF’s General Regulation transposing it into French law; directive 2014/65/EC (the “MIFID II directive”), supplemented by Regulation (EC) 600/2014 (the “MIFIR regulation”) and updated by Commission Delegated Regulations 2017/565 and 2021/1253, requiring in particular the consideration of any sustainability preferences of customers as part of the suitability assessment. b) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT93
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1. – – Presentation of the Group and its activities Regulatory environment Furthermore, the Asset management company must draw up for each of the UCITS it manages a short document containing key information for investors (the Key Information Document or KID). This document, updated annually, must contain information on the essential elements relating to the UCITS concerned, notably the identification of the UCITS, a brief description of its investment objectives and its investment policy, a presentation of past performance, the associated costs and expenses and risk/benefit profile of the investment, the calculation of performance scenarios as well as the display of fees and their impact on the return indicated in percentage terms. Since 1 January 2023, the new rules included in Delegated Regulation 2021/2268 relating to the new PRIIP regulatory technical standards set by Delegated Regulation (EU) 2017/653 (the “PRIIPs regulation”) have entered into force. The Asset management company must also publish a prospectus containing the information necessary for investors to be able to make an informed judgement on the investment proposed to them and, in particular, the related risks. In line with the UCITS IV directive, the UCITS V directive introduces additional rules for UCITS custodians, such as rules on entities eligible for that function, their duties, delegation agreements and the liability of custodians and sanctions applicable in the event a breach of their obligations. More generally, the UCITS V directive also reinforces certain requirements for Asset management companies and lays down rules on remuneration policies (see Section 1.4.3.4 (Other regulations – Regulation applicable to remuneration policies) of this Universal Registration Document). These new requirements are mostly in line with the requirements of the AIFM directive and those of the AIFM II directive, which are described below. Regulation applicable to AIF managers As managers of AIFs, the Group’s Asset management companies are subject to the provisions resulting from the transposition of the AIFM directive and its implementing texts. AIFs are defined as entities (other than UCITS) which raise capital from a number of investors, with a view to investing it in accordance with a defined investment policy. The AIFM directive lays down requirements on organisation, governance, information, asset allocation and custody. AIF managers must make frequent reporting to the competent authorities of their home Member State on the principal markets and instruments in which they invest on behalf of the AIFs they manage. Such reporting must cover (i) the main instruments in which each AIF invests, (ii) the markets in which each AIF is invested or on which it is active, and (iii) the largest exposures and concentrations for each AIF. In addition, AIF managers are subject to more stringent investor information requirements and, for each European Union AIF they manage and for each of the AIFs they market in the European Union, must prepare an annual report within six months of each financial year end. AIF managers must also make available to potential investors, in accordance with the regulations or statutes of the AIF and prior to their investment, a list of information on the characteristics of the AIF. This list includes, in particular, a description of the investment strategy and the objectives of the AIF, the procedures for modifying its strategy or investment policy, the procedure for valuing the AIF and its assets, the AIF’s liquidity risk management and a description of all fees, costs and charges (including their maximum amounts) that are directly or indirectly borne by investors. For AIFs not reserved for professional investors within the meaning of MiFID II, the management company must also publish a KID pursuant to the PRIIPs regulation. European managers may market units or shares in European or non‑European AIFs to professional clients in the European Union through the passporting system (see Section 1.4.3.1 (The European passporting procedure) of this Universal Registration Document). Subject to obtaining the necessary authorisations in one of the Member States of the European Union, non‑EU managers can also be authorised to market European and non‑European AIFs within the European Union. The recently adopted AIFM II directive includes new organisational requirements for AIF managers, notably concerning the persons appointed to head the manager’s activity, who must be both two in number and domiciled, within the meaning of their 'primary residence', in the European Union, and who perform their duties with the manager on a full‑time basis and possess the skills, experience and good repute necessary to oversee the duties of a manager. The AIF manager's communications with its investors must now include a description of the liquidity risk management measures (notably buyback and redemption policy) as well as the conditions of use of the various liquidity management tools selected for the corresponding AIF. The AIFM II directive also reinforces reporting. These reports cover (in addition to what is mentioned above) detailed information on the delegations and sub‑delegations put in place. AIFs will also be able to grant loans throughout the European Union. Lending is defined as the granting of a loan, (i) directly by an AIF in its capacity as initial lender or (ii) indirectly through a third party or Special Purpose Vehicle ("SPV") granting the loan for the AIF, on behalf of the AIF, for the AIF manager, or on behalf of the manager, where the manager or the AIF is involved in structuring the loan, or in the prior definition/agreement of its characteristics before being exposed to the said loan. Managers are required to put in place effective policies, procedures and processes relating to the lending activity, to credit risk assessment and to the administration and management of loan portfolios. The new AMF reporting requirements will only apply from 16 April 2027. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 94
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Regulatory environment 1.4.1.2 Other regulations applicable to the Asset Management activity The impact of MIFID II directive When an Asset management company is authorised to provide investment services (investment advice and/or portfolio management on behalf of third parties), it is required to apply the rules resulting from the transposition of MIFID II directive applicable to investment services, including “distributor rules”. The obligations relating to distributors of financial products may have a significant impact for management companies when the distribution of the funds they manage involves the provision of investment services entailing the application of “distributor rules” (especially should other investment service providers or financial investment advisers be used for distribution), particularly in relation to the provision of information. MIFID II directive imposes the obligation on distributors (through the provision of investment services) to acquire appropriate systems to obtain relevant information relating to such financial instruments, to understand their characteristics and to assess whether each financial instrument is compatible with the needs of its clients, particularly in relation to the target market it defines. The information obtained on the product must be compared with that concerning the distributor’s own clients in order to define the target market and the distribution strategy. By reference to the UCITS and AIFM directives, MIFID II directive applies whenever an investment service is carried out by the Asset management company, when distributing its own products or when marketing funds managed by third‑party management companies. As a result, Asset management companies must, in the context of providing such services, implement the new requirements of MIFID II directive and, in particular, understand the characteristics of each instrument, identify the target market and evaluate accordingly the compatibility of the instruments offered with the needs of their clients. Impact of the SFDR regulation As part of the European Commission’s “Sustainable Finance Action Plan”, Regulation (EU) 2019/2088 of 27 November 2019 on the publication of information on sustainability in the financial services sector (the “SFDR regulation”) imposed new transparency obligations on professionals in the sector. Tikehau Capital had already publicised its policies for incorporating environmental, social and governance factors into its investment processes. Since the entry into force of the SFDR regulation, (i) Tikehau Capital has strengthened the formalisation of its approach to the integration and promotion of ESG criteria, and to the main negative sustainability impacts and risks of its investments (risks related to ESG factors), (ii) Tikehau Capital publishes its due diligence policies as regards the negative impacts of its investment decisions, and (iii) the remuneration policies of the Group’s Asset management companies now include sustainability risks (see Section 1.4.3.4 (Other regulations – Regulation applicable to remuneration policies) of this Universal Registration Document). In accordance with regulations, Tikehau Capital also identifies its inclusion of sustainability risks in the pre‑contractual information of all its financial products (prospectus of its UCITS or AIFs created and/or marketed in the European Union) as well as, if these products promote ESG criteria or aim for sustainable investment, precise and detailed information on how they meet these criteria or achieve these objectives. In accordance with regulations, periodic ESG information reports are published for funds classified as SFDR Articles 8 and 9 managed by the Group’s Asset management companies. These standardised documents provide information on the monitoring of non‑financial commitments presented in the pre‑contractual documentation. Pursuant to the provisions of Article 29 of law No. 2019‑1147 of 8 November 2019 (the “Energy‑Climate law”), the Company’s non‑financial performance statement includes information on the implementation of the policy on the inclusion of ESG criteria in its investment strategy, as well as on the implementation of the above‑mentioned policies, the publication of which is required by the SFDR regulation (see Section 4.1.2 (General basis for preparation) of this Universal Registration Document). The SFDR regulation was supplemented by Commission Delegated Regulation (EU) 2022/1288 of 6 April 2022, which aims to introduce regulatory technical standards detailing the content and presentation of information relating to the principle of “do no significant harm” and specifying the content, methods and presentation of information relating to sustainability indicators and negative impacts on sustainability, as well as the content and presentation of information relating to the promotion of environmental or social characteristics and sustainable investment objectives in pre‑contractual documents, on websites and in periodic reports (the “SFDR Level 2 regulation”). The SFDR Level 2 regulation came into force on 1 January 2023 and was taken into account in the presentation of pre‑contractual information and regular information reports for all financial products managed by the Group’s Asset management companies. As of the date of publication, an update of the SFDR regulation is expected at the European level and is likely to modify the product classification and transparency framework. Tikehau Capital is monitoring these developments and will adapt its systems if necessary. Impact of the Taxonomy Regulation As a company subject to the obligation to disclose non‑financial information under the terms of directive 2013/34/EU, the Company has the obligation to disclose information on the manner and the extent to which its activities are associated with environmentally sustainable economic activities in accordance with the provisions of Regulation (EU) 2020/852 of 18 June 2020 on the establishment of a framework to promote sustainable investments (the “Taxonomy Regulation”). Insofar as the Company does not meet the definition of a financial company as set out in Delegated Regulation (EU) 2021/2178 of 6 July 2021, it is subject to the disclosure obligations for non‑financial companies provided for by the Taxonomy Regulation. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT95
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1. – – Presentation of the Group and its activities Regulatory environment Sections 4.2.1 (Information relating to Article 8 of the Taxonomy Regulation) and 4.5 (Taxonomy reporting) of this Universal Registration Document present, for the 2024 financial year, (i) the share of economic activities which are eligible and non‑eligible under the taxonomy in revenue, in total investment expenditure and in total operational expenses, as well as the qualitative information which is relevant for the publication of these figures (ii) the share of eligible and aligned economic activities in revenue, in total investment expenditure and in total operational expenses, as well as qualitative information which is relevant for the publication of these figures. The impact of the European CSRD directive European directive (EU) 2022/2464 of the Parliament and of the Council of 14 December 2022 amending Regulation (EU) No. 537/2014 and directives 2004/109/EC, 2006/43/EC and 2013/34/EU on the publication of sustainability information by companies, or the Corporate Sustainability Reporting Directive ("CSRD"), has been applied progressively since 1 January 2024. The first reports were carried out in January 2025 for the 2024 financial year. As the Group had fewer than 750 employees as of 31 December 2025, it benefits from the so‑called "quick fix" simplifications designed to relax certain requirements under the CSRD, notably those relating to biodiversity and the Group’s workforce. An "Omnibus I" legislative package adopted in 2025 postponed by two years the entry into force for certain categories of companies (notably large newly covered companies, listed SMEs and non‑EU groups) and confirmed, at this stage, a limited assurance regime for sustainability information with expected European assurance standards. The impact of the DORA regulation Regulation (EU) 2022/2554 (the “DORA regulation”) aims to strengthen the digital operational resilience of the financial sector by establishing minimum security standards covering the management of risks related to information and communication technologies (“ICTs”). The regulation entered into force on 17 January 2025. The Group’s management companies have implemented a system for managing ICT‑related risks and incidents. This involves creating a set of registers, maps, procedures and policies adapted to their risks and the complexity of their activities. The DORA regulation is based on five pillars: As part of its efforts to comply with the regulations, Tikehau Capital has taken steps to obtain ISO/IEC 27001 certification. 1.4.2 OTHER NOTABLE REGULATIONS 1.4.2.1 1.4.2.2 The European passporting procedure European passporting allows, under certain conditions, an Asset management company which has been approved by the regulator of its country of origin to request that it be permitted to conduct its activities in the European Union or in the States that are signatory to the Agreement on the European Economic Area (the “EEA”). When an Asset management company from another Member State wishes to provide its services in France, it is referred to as “passport in”. When a French Asset management company wishes to provide its services in the European Union or in another State party to the EEA Agreement, it is referred to as “passport out”. There are two ways of exercising the European passport: through freedom to provide services or freedom of establishment. Under the freedom to provide services, the Asset management company may conduct certain activities in another Member State of the European Union or a State party to the EEA Agreement other than that in which its registered office is located. Under freedom of establishment, the Asset management company may establish branches in another Member State of the European Union or a State party to the EEA Agreement. An Asset management company wishing to conduct certain activities for which it has been authorised in another Member State must inform the competent authorities of its home Member State. In the host Member State, the Asset management company may only conduct the activities covered by the authorisation granted in its home Member State and subject to passporting in accordance with European regulations. In terms of asset management, a passport may be granted for three types of activities: (i) the management of UCITS, (ii) the management of AIFs, and (iii) third‑party portfolio management. The passporting system allows entities likely to benefit from it to conduct their activities across borders within the European Union. The fight against money laundering and terrorism financing The Group’s Asset management companies are subject to specific rules and obligations of vigilance with regard to the fight against money laundering and the financing of terrorism. These rules, which result from the transposition into local law of the fourth and fifth AML directives (directive (EU) 2015/849 and directive (EU) 2018/843), include the obligation to: ICT governance and risk management;P incident reports;P digital resilience test;P control of third‑party ICT providers;P information sharing.P define an internal organisation and governance specific to the risk management system regarding money laundering and terrorism financing; P adopt compliant policies and procedures;P implement compliant operational processes (notably in terms of the identification of the client, as well as the effective beneficiary) for all transactions (“KYC”, see the Glossary in Section 10.7 of this Universal Registration Document); P establish systems for the evaluation and management of the risk of money laundering and terrorist financing suited to the transactions and clients involved; and P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 96
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Presentation of the Group and its activities Regulatory environment 1.4.2.3 1.4.2.4 Corruption prevention The French law on transparency, the fight against corruption and the modernisation of economic life (known as the “Sapin II law”) provides for the implementation of measures that companies under its remit must deploy in order to prevent and fight against corruption, notably: the development of a code of conduct, the definition and regular updating of a mapping of the risks of breaches of probity, as well as the implementation of a procedure to allow and facilitate whistleblowing on professional misconduct (measures related to “whistleblowers”). In addition to the Sapin II law, Tikehau Capital complies with anti‑corruption laws in the jurisdictions where it operates, including, but not limited to, the United Nations Convention against Corruption (UNCAC) (2003), the US Foreign Corrupt Practices Act (FCPA) and the United Kingdom Bribery Act (2010). Tikehau Capital is well aware that many applicable laws have extraterritorial implications and, therefore, ensures compliance with its local obligations at the global level. In accordance with the requirements of the Sapin II law (and other laws), the entities of the Tikehau Capital Group have carried out work to identify the specific risks of corruption inherent in their activities (risk mapping). These mapping exercises are then consolidated at Group level and are regularly updated. They make it possible to define the anti‑corruption system, as well as appropriate measures to manage risk. Pursuant to the Sapin II law, Directive (EU) 2019/1937 on the protection of whistleblowers and other laws relevant to Tikehau Capital's operations, Tikehau Capital has also set up a procedure and channels for receiving and processing reports of professional misconduct. These channels are accessible to Tikehau Capital’s employees, service providers and counterparties, insofar as the breach complained of, whether potential or actual, relates to Tikehau Capital’s activities. Other regulations Regulation applicable to remuneration policies The AIFM directive and MIFID II directive supervise remuneration policies of AIF managers and investment service providers to ensure that the remuneration policy is consistent with the principles of sound risk management. In addition, Tikehau IM and Sofidy, which manage and market UCITS, must comply with the requirements of the UCITS V directive, which includes provisions on remuneration substantially similar to those contained in the AIFM directive. Lastly, in application of the SFDR regulation, Tikehau IM and Sofidy have integrated sustainability risks into their remuneration policies. The assessment of an employee’s individual performance now takes into account his/her participation in the management company’s ESG policy and the payment of deferred variable compensation is subject to the absence of fraudulent behaviour or serious error in relation to regulations in force as well as to applicable internal policies and procedures on compliance, risk management and ESG criteria. A significant portion of the remuneration of employees whose activities could have a significant impact on risk exposure must be performance‑based. A major portion of this performance‑based variable compensation must be paid in the form of financial instruments. A substantial portion of this variable remuneration must be deferred over a period of at least three years. The variable remuneration, including the deferred portion, can only be paid or acquired if the amount is compatible with the financial situation of the Asset management company and if it is justified by the performance observed. The employees concerned fall within the scope of the “identified staff” within the meaning of the AIFM and UCITS V directives, which is composed of the asset managers’ senior management, risk takers (i.e. portfolio managers), controlling supervisors, managers of the support functions as well as any employee who, in view of his/her overall compensation, is in the same salary bracket as the senior management and the risk takers, and whose professional activities have a significant impact on the risk profile of the Asset management company or the risk profile of the AIFs or UCITS it manages. Only members of the “identified staff” who receive a high variable remuneration and who influence the risk profile of the Asset management company or the risk profile of the AIFs or UCITS it manages are subject to the requirements regarding the structure and conditions for acquisition and payment of variable remuneration resulting from the AIFM and UCITS V directives. The process of identifying the “identified staff” of Tikehau IM and Sofidy is carried out jointly by the Human Capital Department, Risk Department and the Compliance Department of each of the Asset management companies and is submitted to the competent Remuneration Committee which, in the case of Tikehau IM, is the Governance and Sustainability Committee of Tikehau Capital, the parent company of Tikehau IM (see Section 3.4.2 (Committees of the Supervisory Board) of this Universal Registration Document). Regulated entities should furthermore include in their annual or management report information relating to their remuneration policy, principles and practices. Capital requirements In accordance with the various regulatory regimes for asset management, the Group’s Asset management companies are subject to the requirements on minimum capital, generally equal to the greater of: 25% of annual operating costs of the prior financial year, or €125,000 supplemented by 0.02% of assets under management plus 0.01% to the extent the Group’s management companies are subject to the AIFM directive. These capital requirements are significantly more limited than those applicable to Tikehau Capital Europe with regard to its CLO activity. Under Regulation 575/2013/EU on prudential requirements for credit institutions and investment firms (the “CRR regulation”), resulting from the Basel III Committee work, a retention rate of 5% of securitised assets is applied by law to the originating entities and therefore to Tikehau Capital Europe in the context of the management of its CLOs (the “retention piece” principle). declare to the competent financial intelligence and anti‑money laundering units all amounts recorded in their accounts that they suspect to come from drug trafficking or organised crime, all unusual transactions exceeding certain amounts, as well as all amounts and transactions that they suspect to be the result of an offence punishable by imprisonment for more than one year or that are likely to contribute to the financing of terrorism. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT97
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1. – – Presentation of the Group and its activities Regulatory environment In accordance with the CRR regulation, this retention is considered effective when it is applied: Regulation on securitisation Since 1 January 2019, European Regulation 2017/2402 of 12 December 2017 (the “Securitisation Regulation”), and the UK securitisation regulation, establish a general framework for securitisation in Europe. The Securitisation Regulation also introduced a European label for so‑called STS securities (simple, transparent and standardised). The Group conducts securitisation activities through Tikehau Capital Europe as part of its CLO activity in Europe. With a few exceptions, UCITS or AIFs managed by Asset management companies have the option to invest in securitisation products covered by the Securitisation Regulation. Each of these entities must therefore fulfil the obligations pursuant to the Securitisation Regulation when they invest in securitisation products. Tikehau Capital Europe is therefore required to meet obligations in relation to (i) risk retention, (ii) appropriate due diligence on the underlying risks and the parties involved in the securitisation process (iii) transparency and provision of information to investors. Regulation applicable in Singapore The Group operates in Singapore through Tikehau Investment Management Asia Pte. Ltd. (“Tikehau IM Asia”), a wholly‑owned subsidiary of Tikehau IM, which has been approved by Singapore’s financial supervision authority (Monetary Authority of Singapore, MAS), as well as through the management company IREIT Global Group, which is 50% owned by Tikehau Capital and Tikehau Amova Asset Management, which is 50.10% owned by Tikehau Capital. As such, Tikehau IM Asia, IREIT Global Group and Tikehau Amova Asset Management are subject to the laws, regulations, guidelines and recommendations laid down by the MAS. Regulation applicable in the United States Since 2017, the Group has operated in North America through Tikehau Capital North America, a wholly‑owned subsidiary of Tikehau Capital, which is registered as an investment advisor (Registered Investment Adviser) with the US financial supervisory authority (Securities & Exchange Commission, SEC). As such, under the US Investment Advisers Act of 1940 of the SEC, Tikehau Capital North America is subject to: (i) fiduciary duties to clients, (ii) substantive requirements and prohibitions, (iii) contractual requirements, (iv) record‑keeping requirements, and (v) administrative oversight by the SEC including through controls and reviews. horizontally, i.e. when it relates to at least 5% of the par value of each tranche sold or transferred to investors; or a) vertically, i.e. when it relates to the first loss tranche and, if necessary, other tranches with the same or higher risk profile as those transferred or sold to investors so that, in total, the retention is equivalent to at least 5% of the par value of the securitised exposures. b) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 98
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02/ – – Risk and control 2.1 STRATEGY AND ASSOCIATED TOLERANCE AND APPETITE LEVELS 101 2.1.1 Strategic objectives 101 2.1.2 Major risk mapping 102 2.1.3 Risk appetite and tolerance 104 2.1.4 Anti‑corruption risk mapping 105 2.1.5 Mapping of risks related to climate change and nature across the Group 105 2.1.6 Double materiality analysis 107 2.2 RISK FACTORS 108 Disclaimer 108 2.2.1 Risks related to investments and their valuation, financial risks 111 2.2.2 Risk factor related to a major external crisis 118 2.2.3 Risks relating to the Group’s image, reputation or service quality 119 2.2.4 Risks of fraud or IT security 120 2.2.5 Regulatory, legal and tax risks 121 2.2.6 Transition risks and physical risks related to climate change and to nature 123 2.2.7 Risks in relation to retaining teams and “key persons” 123 2.2.8 Risks of a halt to development (organic and/or external growth), or of shrinkage of business activities 124 2.2.9 Risks related to the legal form, Articles of Association and organisation of Tikehau Capital 127 2.3 RISK MANAGEMENT CULTURE AND COMPLIANCE OBLIGATIONS 128 2.3.1 Code of Ethics 128 2.3.2 Business practices 128 2.3.3 Stock Market Professional Code 130 2.3.4 Management of conflicts of interest 130 2.3.5 Fraud prevention 131 2.3.6 Personal data protection policy 131 2.4 INTERNAL CONTROL 131 2.4.1 Organisation of the Company’s internal control system 131 2.4.2 Internal control system by activity 138 2.4.3 Internal control procedures relating to the preparation and processing of the financial and accounting information of Tikehau Capital 148 2.5 INSURANCE AND RISK COVERAGE POLICY 151 2.6 LEGAL AND ARBITRATION PROCEEDINGS 152 99 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT
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2. – – Risk and control Risk management is at the heart of the Group’s businesses, and the associated risk management system and internal control organisation are crucial in helping the Managers to better determine the strategy and objectives pursued by the Group and the Supervisory Board in the ongoing oversight of the Company’s management. The risk identification and management system can be summarised as follows: RISK ASSESSMENT ➤ Defined by Tikehau Capital Managers ➤ Challenged by Tikehau Capital Supervisory Board ➤ Defined by Tikehau Capital Managers ➤ Challenged by Tikehau Capital Supervisory Board Strategic Objectives Challenge risks evaluation and assessment on internal controls by Internal Audit team, which ensures that these risks are monitored in respect of risk appetite and tolerance Major risks Risk appetite & tolerance ➤ RISK MANAGEMENT FRAMEWORK SYSTEM OF INTERNAL CONTROL CULTURE OF RISK MANAGEMENT Operations (AM & Investment activities) Corporate support – AM and Corporate teams Residual risk mapping ➤ Mapping of risks and identification of sources of risks ➤ Gross valuation of inherent risks Internal control toolset ➤ 1st line of defence – Operations ➤ 2nd line of defence – Corporate support Risks CULTURE REPORT IDENTIFY CONTROL MEASURE ➤ Risk mapping with evolutive analysis ➤ Insights & Management reporting ➤ Data & technology ➤ Strategy & appetite ➤ Governance & policies Everyone’s business ➤ Risk methodology ➤ Facts & judgment Everyone’s business ➤ Management & monitoring at all levels ➤ Challenge by risk & compliance teams The Group, with the support of the Managers, closely associates risk management and internal control. The Group’s risk management and internal control mechanisms are based on a set of tailored resources, procedures and actions to ensure that the necessary steps are taken to identify, analyse and control: risks that may have a significant impact on the assets or the achievement of the Group’s objectives, whether operational, financial, or aimed at compliance with applicable laws and regulations; and P activities, the efficiency of operations and the efficient use of resources.P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 100
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Strategy and associated tolerance and appetite levels 2.1 Strategy and associated tolerance and appetite levels 2.1.1 STRATEGIC OBJECTIVES The strategic objectives are set by the Managers, who include the following key elements in their analysis: The Group’s strategic objectives are established, on the one hand, around financial objectives relating in particular to indicators on assets under management, the operational performance of Asset Management activity and return on equity targets, and, on the other hand, around non‑financial themes and actions, and more generally around the rules of corporate governance, ethics and responsible investment. The Managers set multi‑year strategic guidelines in terms of corporate social responsibility (“CSR”) and present to the Supervisory Board the methods for implementing this strategy with an action plan and the timespans within which such actions will be carried out. A periodic review is conducted to assess the positive or negative impacts on sustainability related to the Group’s activities as well as the Group's financial risks and opportunities in terms of sustainability (the “impacts, risks and opportunities” or "IROs"). To move towards more virtuous models, the Group has defined development objectives, in conjunction with the main stakeholders and having a positive impact on climate change, health, innovation and social inclusion. The platform dedicated to sustainable and impact‑themed investment thus focuses (i) for funds dedicated to companies, around four themes: decarbonisation, nature and biodiversity, cybersecurity, and resilience, and (ii) for funds dedicated to real estate assets, around the theme of sustainable cities. In addition, the Group has developed a CSR approach aimed at optimising the positive impact of the Group’s business on its employees, consumers, the environment and the community at large. Governance and professional ethics ESG: implementing a responsible investment strategy Create value for all stakeholders by establishing a responsible investment strategy tailored to the specificities of the Group CSR: ensuring clear and effective governance, and a strong convergence of interests Promote strong governance to ensure that interests match the Group’s CSR approach. Make professional ethics and compliance a priority Climate change ESG: responding to the climate emergency through Tikehau Capital's investments Identify and address risks and opportunities related to climate change CSR: measuring and, wherever possible, reducing Tikehau Capital’s carbon footprint while offsetting residual emissions Identify and reduce the greenhouse gas emissions generated by our activities Economic development, talent and diversity ESG: financing growth and job creation in the real economy Through the Tikehau Capital's Investment activity, finance the real economy and support sustainable projects contributing to development and employment CSR: promoting diversity and talent retention Place diversity and talent retention at the heart of the Tikehau Capital’s strategy as key drivers of growth Customer and stakeholder relations ESG: promoting transparency and investor‑client satisfaction Ensure transparency and communicate regularly with investor‑clients while guaranteeing responsible offers and product marketing with a view to protecting the interests of investor‑clients and encouraging employees to behave in an exemplary manner CSR: responsible purchasing and commitment to societal issues Commit to building lasting relationships with external stakeholders, in particular through a responsible purchasing policy and involvement in various charities Tikehau Capital considers financing economic momentum as its raison d’être. To this end, the Group undertakes to manage the long‑term savings entrusted to it by its investor‑clients in a sustainable, efficient and responsible manner. These priorities are also based on the following principles: defining the risk appetite and tolerance;P determining the nature and scope of the risks that the Group is willing to take; and P making decisions and judgements to avoid unnecessary risk and maintain appropriate capital and liquidity levels. P working according to the best organisational and performance standards; P behaving and being perceived as a responsible and exemplary investor; P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT101
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2. – – Risk and control Strategy and associated tolerance and appetite levels The Managers submit to the Supervisory Board their annual operating targets and, at least once a year, their long‑term strategic projects. In 2025, this information was reported at the Company's Supervisory Board meeting held on 17 December 2025. 2.1.2 MAJOR RISK MAPPING The mapping process for the risks attached to the Group’s activities is carried out each year under the coordination of the Group’s internal audit team. Mapping is based on the assessment of the major financial and non‑financial issues identified, at the level of the Group, the funds managed by the Group, and the investments made by these funds. This exercise is a tool in its own right for assessing risks that can be a source of opportunities if they are controlled. It is also used to define the levels of risk tolerance and appetite, assessed in light of the strategic financial and non‑financial objectives set by the Managers. Mapping is prepared based on a combination of the following exercises: Identification of the risk categories to be taken into account, considering the Group’s activities, and observed and/or anticipated changes in the environment in which the Group operates This environment covers close to thirty risk factors, which are presented in such a way as to facilitate the identification of risks with consistent definition criteria. This environment is reviewed every year. Top‑down approach – Identification of risks based on macro‑processes that could have a significant impact on the Group’s consolidated activities On the basis of the Group’s consolidated financial statements, the internal audit team identifies the macro‑processes associated with its financial challenges. They relate in particular to the management of the investment portfolio (acquisitions, disposals, evaluation and monitoring), relations with investor‑clients, the management of brands and goodwill, cash management and financing processes, revenue recognition issues and human capital issues, to name the most important in terms of their impact on the Group’s balance sheet or consolidated income statement. Each is classified according to its relative weight in the Group’s consolidated balance sheet and income statement. An assessment of the impact of each category of pre‑identified risks (as described above) on each identified macro‑process is subsequently carried out, by weighing their respective impacts according to their influence at the level of the consolidated financial statements, of the funds managed by Tikehau Capital or of the investments of funds under management. Lastly, a ranking is determined by consolidating the impact of each risk on all the macro‑processes identified at Group level. The main risks thusly identified are, in descending order of importance: market risks, investment valuation risks and risks related to the quality of investment portfolio management, reputation and brand risks, risks related to changes in legal, regulatory or tax regulations, strategic development risks, financial, liquidity and capital risks, including leveraging, the quality of financial and non‑financial reporting, and, finally, legal, regulatory or tax non‑compliance risks. Mapping of major risks based on a bottom‑up approach This identification exercise is conducted annually (i) on the one hand, in the form of interviews with the managers of the operational and support activities and, (ii) on the other hand, in the form of a survey conducted among the Group's employees with the rank of Vice‑President, Director, Executive Director or Managing Director. As the identification and assessment of risks is an integral part of the Group's key operational issues, this identification exercise involving the teams is a key stage of the system. 55 interviews were conducted in 2025 (compared to 58 in 2024 and 51 in 2023), with each interviewee indicating the three major risks identified in their activities and/or that could impact the Group as a whole. This identification is based on the following three stages: Identification and documentation of major risks For each named risk, its nature, causes and consequences were defined in order to produce a full and specific report. ensuring the development of activities on a recurring and sustainable basis, in accordance with the regulations applicable to the Group; P having high‑quality human resources;P making quality balance‑sheet investments, by assessing investment risks and opportunities as accurately as possible and optimising returns on investment; and P pursuing the priority areas defined by the Group in its ESG and CSR approach and developing its impact platform. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 102
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Strategy and associated tolerance and appetite levels Assessment of major risks Each risk was then assessed based on: The importance of the risk was also assessed based on the number of times it was reported by the teams. Identification of risk control and treatment mechanisms For each identified risk, each head of activity indicated the management processes implemented and the plans for improvement that might be under way in order to make an initial evaluation of the effectiveness of the system in place. The results of these interviews are then consolidated by topic and are ranked according to the expected criticality (corresponding to the estimated materiality and probability of occurrence of each risk) and the estimated level of management of each risk. In 2025, following the same approach as the one established in 2024, the internal audit team launched a survey of the employees with the rank of Vice‑President (for the first time in 2025), Director, Executive Director or Managing Director, asking them about their views on the 2026 priorities to be addressed in terms of risk management and those on a three‑year horizon (2029). The results of the interviews and the survey were consolidated in the overall assessment set out below. The main risks identified through these two exercises are human capital management, particular attention to the macroeconomic environment and market risks, risks related to IT systems (in particular, risks related to cybersecurity, digitalisation and data management), operational risk management, particularly with regard to non‑compliance and fraud risks, risks related to the development of artificial intelligence, and reputation and brand management risks. The priorities identified for the next three years focus on issues related to the development of artificial intelligence, risks related to the geopolitical environment, and competition issues. The review of major risks is analysed each year by the Audit and Risk Committee. The work presented to this Committee is based on an assessment of the internal control mechanism and promotion of the Group’s culture, whose cornerstone is an optimised risk management system. A summary of this work was presented to the Company’s Supervisory Board at its meeting held on 17 December 2025. However, these mapping and identification exercises cannot be exhaustive, nor can they guarantee that the risks identified in the mapping process will occur with the predicted consequences on the Group’s business, results, financial position or prospects. Other risks, not identified in this mapping exercise or considered insignificant by the Company, could have significant adverse effects on its business, results, financial position or prospects. the quantification of the impact of the risk, using financial criteria (estimated impact on assets under management, impact on shareholders’ equity or the Company’s consolidated result) or non‑financial criteria (impact in terms of negative coverage in the press, level of possible impairment of activity or loss of clients); P the estimation of the probability of the risk occurring (evaluated mainly according to potential observed cases). P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT103
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2. – – Risk and control Strategy and associated tolerance and appetite levels 2.1.3 RISK APPETITE AND TOLERANCE Risk appetite and tolerance are defined as the level of risk that the Group is prepared to accept in the conduct of its activities. It sets the tone and provides a basis for discussions between the Managers and the members of the Supervisory Board regarding the Group’s current risk profile and the Group’s development, and contributes to informed strategic and financial decision‑making. This appetite framework is implemented throughout the Group’s operating policies and procedures and its internal controls; it is also supported by the assessment of the impacts of the associated risks through mapping exercises. It can be summarised (for the main indicators) as follows: Strategic objectives Priority themes of ESG actions Appetite and tolerance Low Average High Quality of portfolio management Responsible investment Market risks, macroeconomic and geopolitical environment Financial risks, capital and liquidity risks Communication, reputation and brand risk Corporate governance Cybersecurity and information security risks Business innovations Operational risk (error, inefficiency) Data quality Regulatory, legal and tax risks Business innovations Climate change, biodiversity and environmental sustainability Climate change, biodiversity Talent management, health and diversity Social inclusion Healthcare Alignment of operations with the Group's objectives and strategy Innovation Assets under management growthP Operating profit growthP Optimisation of returns on investment P Assets under management growthP Operating profit growthP Optimisation of returns on investment P Assets under management growthP Operating profit growthP Optimisation of returns on investment P Operating profit growthP Optimisation of returns on investment P Assets under management growthP Operating profit growthP Optimisation of returns on investment P Assets under management growthP Operating profit growthP Optimisation of returns on investment P Assets under management growthP Operating profit growthP Optimisation of returns on investment P Assets under management growthP Operating profit growthP Optimisation of returns on investment P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 104
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Strategy and associated tolerance and appetite levels 2.1.4 ANTI‑CORRUPTION RISK MAPPING The Group’s compliance teams rolled out an anti‑corruption risk mapping exercise for all of the Group’s operational subsidiaries based on a uniform methodology comprising, for each risk area: This approach was implemented in accordance with the provisions of the Sapin II law and other applicable anti‑corruption regulations. It was discussed with the Internal Audit Department regarding both the definition of the method and the analysis of the consolidated results resulting from this work. The main assessed risk areas were organised around the following themes: 2.1.5 MAPPING OF RISKS RELATED TO CLIMATE CHANGE AND NATURE ACROSS THE GROUP Tikehau Capital endorses the G20 Taskforce on Climate‑related Financial Disclosures ("TCFD"), which recommends an assessment of climate risk. Article 29 of the French Energy‑Climate law requires the following actions: As part of its recommendations on the preparation of the 2023 financial statements, the AMF also stressed the importance for issuers of specifying how they take into account the impacts of climate change in their financial statements. The Group has therefore continued the work initiated in 2022 to assess its exposure to the risks associated with climate change, namely: a description of the risk identified;P the identification of the associated regulatory framework;P an assessment of the gross risk identified in terms of impact and probability; P the identification of the measures to control the risks identified and stakeholders associated with the first and second level of control; P an assessment of the risk control measures implemented and their impact on the assessment of the net residual risk; P the frequency of monitoring and testing of the existence of these measures. P regulatory and compliance framework;P management of gifts and events;P donations, sponsorship, patronage, partnerships and events; P third‑party service providers;P investments;P investor‑clients;P commercial and marketing campaigns;P counterparties;P accounting errors; andP staff training.P identify, assess, prioritise and manage ESG risks, in particular climate change (physical and transition risks) and biodiversity; P provide a quantitative estimate of the financial impact of these risks; and P draw up an action plan to reduce exposure to these risks.P physical risks, defined as the exposure of real assets to the physical consequences directly induced by climate change, based on the most pessimistic climate change scenario, the IPCC's Representative Concentration Pathway ("RCP") SSP5 - 8.5, which is expected to result in a warming of 5°C in 2100; P transition risks, in particular regulatory, technological, market and reputation risks, based on a scenario of the implementation of policies enabling a low‑carbon transition limiting the global increase in global warming to 1.5°C by 2100 (Net Zero 2050 Scenario of the Network for Greening the Financial System, “NGFS”); and P risks related to nature.P On the basis of a sector study conducted by AXA Climate which (i) identified the main material risks for each sector, (ii) described and qualified the identified risks and then (iii) assessed their impacts on physical risks, transition risks and the risks of biodiversity loss, it being understood that the assets held by Tikehau Capital and its assets under management are mainly concentrated in Western Europe (over 75% of them). TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT105
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2. – – Risk and control Strategy and associated tolerance and appetite levels Tikehau Capital’s exposure through its assets under management Climate‑related physical risks Climate‑related transition risks Nature‑related risks The sectors most at risk (all medium‑level) are the agri‑food, steel and mining sectors, which account for approximately 1.4% of Tikehau Capital’s assets under management (compared with 2% in 2024). Exposure of Tikehau Capital's investment portfolio Climate‑related physical risks Climate‑related transition risks Nature‑related risks The sectors most at risk (all medium‑level) are the agri‑food, steel and mining sectors, which account for approximately 2% of Tikehau Capital’s consolidated investments (stable compared with 2024). It should be noted that, as regards indirect investments through funds managed by the Group, risks related to climate change are taken into account as part of the criteria for evaluating investments at the analysis phase, and are then subject to specific monitoring depending on the portfolio companies during the monitoring phase of the portfolio investment. In addition, Tikehau Capital's consolidated investment portfolio includes investments in climate and biodiversity strategies, particularly through its investments in private equity funds managed by Tikehau Capital, and strategies that fall within the scope of the Net Zero Assets Managers objective set by the Group. These investments are financed in particular by the two bond issues carried out in 2021 and 2023 which rely on an innovative Sustainable Bond Framework that allows the Group to invest the proceeds into sustainable assets (green or social activities) and ESG funds aligned with the Group’s priority sustainable development foals. The financing obtained through the private placement on the US market (USPP) carried out in 2022 is also intended to be used in strict compliance with this allocation framework. By 2030, the most at‑risk sector identified is the agri‑food industry, which represents approximately 1.2% of Tikehau Capital’s assets under management (compared with 2% in 2024). P Sectors classified as presenting a medium level of risk account for approximately 64% of Tikehau Capital's assets under management (compared with 65% in 2024) and include real estate, high tech, healthcare, construction, aerospace and defence, and consumer goods. P By 2030, the sectors most at risk are transport, automotive, construction and public works, aerospace and defence, electricity and non‑renewable energies, which account for approximately 12% of Tikehau Capital's assets under management (compared with 10% in 2024). P The recurring transition risks identified are particularly related to compliance with climate‑related policies, as well as the costs of transitioning to lower‑emissions technologies. P By 2030, the sector identified as most at risk is the agri‑food industry, which represents approximately 1.8% of Tikehau Capital’s consolidated investments (compared with 2% in 2024). P Sectors classified as presenting a medium level of risk account for approximately 77% of Tikehau Capital's consolidated investments (compared with 74% in 2024) and include real estate, high tech, healthcare, construction and public works, aerospace and defence, and consumer goods. P By 2030, the sectors most at risk are the transport, automotive, construction and public works, aerospace and defence, electricity and non‑renewable energies sectors, which account for approximately 14% of Tikehau Capital's consolidated investments (compared with 13% in 2024). P The recurring transition risks identified are particularly related to compliance with climate‑related policies and legal frameworks, as well as the technologica challenges posed by their implementation. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 106
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Strategy and associated tolerance and appetite levels 2.1.6 DOUBLE MATERIALITY ANALYSIS As part of the preparation of Tikehau Capital's sustainability report, the Group updated the exercise to assess its double materiality. In line with regulatory requirements, this exercise was carried out by engaging stakeholders to define the IROs for each of the topics relevant to the company. This made it possible to prioritise the sustainability risks studied during this mapping. Stakeholders were also asked to quantitatively assess these IROs. This double materiality analysis made it possible to identify the main IROs, and the strategies developed to mitigate them, including the related controls. This double materiality exercise complements the other mapping exercises that may be carried out at Group level and have been described above. In accordance with ESRS standards, the development process is based on six main steps: Principles Step 1 – Stakeholder identification and engagement The review of the Group’s business model and value chain made it possible to identify stakeholders, both internal and external, and to assess each stakeholder's impact on the Group's financial and non‑financial performance, based on materiality criteria defined for all Group activities. At the end of this exercise, the internal and external stakeholders who will be involved in carrying out the double materiality exercise are identified. Step 2 – Assessment of the relevance of the ESRS themes The Company reviewed all the subjects, sub‑themes and sub‑sub‑themes described in the three categories – Environment, Social and Governance – defined by the ESRS and assessed whether they were relevant to Tikehau Capital, notably on the basis of the Group’s risk mapping exercises, the elements provided in this Universal Registration Document and, in particular, the non‑financial reporting or the Group’s annual climate report, in order to identify any other significant issues in terms of sustainability. Step 3 – Identification of IROs On the basis of the Relevant Sustainability Matters, a preliminary list of IROs was identified by calling on the Group’s internal experts on the different themes. This list was used as the basis for interviews with the stakeholders involved. Steps 4 & 5 – Assessing the materiality of the impacts and the financial materiality of the Risks and Opportunities All internal and external stakeholders were asked to assess the relative financial importance and impact of certain IROs according to their category and their expertise. Step 6 – Results ESRS identified and applicable to the Group’s activities (in addition to ESRS 1 and ESRS 2 – General requirements & General disclosures): As the Group has fewer than 750 employees, it is eligible for so‑called "quick fix" simplifications which allow it to be exempted from applying two ESRS standards previously identified in 2024: However, the Group continues to report on certain key indicators relating to these areas, as their publication is expected by stakeholders – notably the Group’s investor‑clients and the non‑financial rating agencies – or required by other regulations applicable to the Group. The key sustainability issues resulting from the material IROs identified during the double materiality exercise relate to the following themes: The results of the double materiality analysis were presented during a joint meeting of Tikehau Capital's Audit and Risk Committee and Governance and Sustainability Committee on 13 February 2026. The review of the results of this double materiality analysis feeds into the definition or update of the internal audit plan. All the results of the double materiality analysis exercise are presented in the sustainability report found in Chapter 4 (Sustainability report) of this Universal Registration Document. ESRS E1 – Climate change;P ESRS G1 – Business conduct.P ESRS E4 - Biodiversity;P ESRS S1 - Own workforce.P climate change and biodiversity;P human capital management including working conditions and diversity; P governance including business conduct, compliance, and responsible marketing; P cybersecurity and information security risks; andP responsible investment including the integration of sustainability in the investment process. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT107
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2. – – Risk and control Risk factors 2.2 Risk factors DISCLAIMER Investors should read all the information contained or incorporated by reference in this Universal Registration Document, including the risk factors described in this section. As of the date of this Universal Registration Document, such risks are those which the Group believes, should they occur, could have a material adverse effect on its business, income, financial position or prospects. The review of the Group’s main risks focuses on identifying risks which could threaten the Company’s business model, future performance, capital or liquidity. External developments, regulatory requirements and market standards are taken into account to identify these risks. Emerging risks are regularly monitored to assess their potential impact on the Group and to determine whether any action is necessary. The risks described below are not the only risks that the Group faces. Additional risks and uncertainties as yet unknown to the Group, or which it considers insignificant to date, could have a material adverse effect on its business, financial position, operating income or cash flow. The Group has identified the main categories and most significant risks, in an order that the Group considers to be of decreasing importance within each category, which corresponds to its current perception of the importance of these risk factors for the Group, based on the currently perceived probability that these risks will materialise, and the estimated extent of their negative impact. There can be no assurance that the Group’s assessment of the relative importance of these risk factors will not be modified at a later date, either to take into account new information, events, circumstances or other factors, or that any of the risks that the Group currently considers less significant will not materialise and have a material adverse effect on its business. The numerical indicators reported in this section are based on the Management Accounts monitored by the Group's Management and as presented in note 6 (Segment information) to the consolidated annual financial statements of Tikehau Capital at 31 December 2025. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 108
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Risk factors The risk factors described in this Universal Registration Document are summarised in the table below. Within each category, the level of criticality of the risk factor is identified as follows: Objectives pursued Risk factors classified by category Order of importance depending on ascending order of criticality Making quality balance sheet investments, by assessing investment risks (including financial, liquidity and debt risks) and opportunities as accurately as possible and optimising returns on investment Risks related to investments and their valuation, financial risks (2.2.1) *** ** ** ** ** ** ** ** ** * * * * * Continuing to operate in the context of a major external crisis Risks related to a major external crisis (2.2.2) *** ***: highP **: mediumP *: lowP Risks inherent to the balance sheet Investment activity.P Tikehau Capital’s balance sheet investments entail risks related to the valuation of these investments, which may differ from their realisable value. P Changes in the value of equities, bonds and other financial instruments may impact the value of Tikehau Capital’s assets under management, net revenue and shareholders’ equity. P Risks linked to the volatility of listed securities markets.P Interest rate risk and credit risk on investments in funds managed by Tikehau Capital or its fixed interest investments. P Liquidity risks related to certain equity interests, especially unlisted investments. P Asset losses or concentration risks due to the composition of its investment portfolio. P Changes in the value of investments by Tikehau Capital in its own funds and strategies could affect its earnings and shareholders’ equity and increase the volatility of its revenue. P The valuation of certain products offered by Tikehau Capital may be subject to changes related to differing interpretations as to appropriate methodologies, estimates and underlying assumptions. P Income from the outperformance of certain of its funds may increase the volatility of Tikehau Capital’s revenue and earnings. P Currency risk linked to its investment transactions in foreign currencies.P Interest rate risk and currency risk on bank debts.P Counterparty risks.P Liquidity and debt risks.P The global macroeconomic and financial context, geopolitical or health crises, as well as the market environment could adversely affect Tikehau Capital’s assets under management, revenue and operating results. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT109
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2. – – Risk and control Risk factors Objectives pursued Risk factors classified by category Order of importance depending on ascending order of criticality Working according to the best organisational and performance standards, in compliance with the regulations applicable to the Group Behaving and being perceived as a responsible and exemplary investor Risks relating to the Group’s image, reputation or service quality (2.2.3) *** *** * * Risks of fraud or IT security (2.2.4) ** * * Regulatory, legal and tax risks (2.2.5) * * * * Operating with a societal view to supporting and participating in efforts to make the transition required by the risks associated with climate change and to nature Transition risks and physical risks related to climate change and to nature (2.2.6) ** Having quality human resources (“people” business) Risks in relation to retaining teams and “key persons” (2.2.7) ** ** Operational risk relating to the performance and efficiency of organisational processes ensuring service quality: the failure or difficulties encountered by external or internal stakeholders involved in the Group’s Asset Management activity could have a major negative impact on its reputation or business, likely to result in a decrease in its assets under management, revenue and its results. P Any smear on Tikehau Capital’s reputation could be detrimental to its ability to maintain the quality of its activities, to engage in commitments and/or lead to a decrease in its assets under management, revenue and earnings. P The failure or poor performance of the products offered by competitors could affect the image of Tikehau Capital and consequently result in a reduction in assets under management on similar products. P Tikehau Capital may lose investor‑clients because of low returns on its products, causing a decline in its assets, its revenue and its earnings. P Fraud or circumvention of control and compliance procedures, as well as risk management policies. P Failure of Tikehau Capital’s operating systems or infrastructure, including business continuity plans. P Cybersecurity risks, risks linked to information systems.P Liability incurred as a result of failure to comply with regulatory and supervisory regimes applicable to Tikehau Capital. P Regulatory reforms undertaken or planned at European Union and international level, exposing Tikehau Capital and its clients to increasingly stringent regulatory requirements and uncertainties. P Tax risks.P The new requirements regarding tax returns resulting from programmes against tax evasion introduced worldwide will increase administrative costs for Tikehau Capital. P The new regulations related to ESG criteria and sustainable investment include requirements, in particular in terms of reporting, which may be subject to interpretations that are still evolving. P Risks related to climate change and the reduction of biodiversity could adversely affect the activities of Tikehau Capital’s portfolio companies or of the funds managed by the Group. P The inability of Tikehau Capital to recruit and retain employees could cause it to lose clients and lead to a decrease in its assets, revenue and earnings. P Tikehau Capital is dependent on an experienced and stable executive team. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 110
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Risk factors Objectives pursued Risk factors classified by category Order of importance depending on ascending order of criticality Continuing the Group’s development Maximising the Group’s value for its shareholders Risks of a halt to development (organic and/or external growth), or of shrinkage of business activities (2.2.8) ** ** ** ** * * * * * * The control of the Group by its management ensures a better alignment of interests with the other shareholders Risks related to the legal form, Articles of Association and organisation of Tikehau Capital (2.2.9) * * 2.2.1 RISKS RELATED TO INVESTMENTS AND THEIR VALUATION, FINANCIAL RISKS Tikehau Capital is exposed to risks inherent to the balance sheet Investment activity. The Group faces certain risks in connection with investments made through its balance sheet, i.e. investments using the Group’s own funds. The principal risks facing the Group’s Investment activity are the following: Demand from Tikehau Capital’s investor‑clients depends on factors beyond its control and which affect the asset management market generally. P Investor‑client demand for the asset classes managed by Tikehau Capital could decline. P In Capital Markets Strategies, Tikehau Capital’s investor‑clients may request withdrawal of their assets from its funds at any time. P The decision by Tikehau Capital of whether to give financial support or not to certain funds could expose it to significant losses. P Tikehau Capital may not be able to implement successful external growth transactions. P Tikehau Capital is exposed to a risk of fluctuation in its results.P Tikehau Capital may not be able to develop new products and services or to meet the demand of its investor‑clients through the development of new products and services, which are also likely to expose it to operational risks or additional costs. P Tikehau Capital may not be able to obtain dedicated fund management from new institutional clients or may be forced to renew existing contracts on unfavourable terms. P Tikehau Capital is exposed to significant competition.P Tikehau Capital’s share price may not reflect the Group’s maximum value for its shareholders, notably given its low liquidity. P The Company’s main shareholder (Tikehau Capital Advisors) controls the Company due to the Group’s legal structure, and any person seeking to take control of the Company may not, in practice, do so without first securing the consent of Tikehau Capital Advisors. P The Managers of the Company have extremely broad powers.P risks relating to the valuation of the relevant entities or financial instruments in which it invests, which can be complex (see “Tikehau Capital’s balance sheet investments entail risks related to the valuation of these investments, which may differ from their realisable value”) below; P risks relating to changes in economic conditions worldwide or in a particular country that are likely, on the one hand, to affect the ability of Tikehau Capital to realise its investments under satisfactory terms and, on the other hand, to impair the value or return of its investments; P risks relating to the evaluation of a contemplated investment, the assessment of the strengths and weaknesses of the investment, its development potential, its markets, the relevance of the strategy and the ability of the teams involved to bring it to a successful conclusion, as well as to the structuring and understanding of the investment, which may be complex or relate to complex financial instruments, or which may not include adequate protections for Tikehau Capital; P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT111
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2. – – Risk and control Risk factors As at 31 December 2025, investments made through the Group’s balance sheet amounted to €4,359 million (i.e. 80% of total consolidated assets). The materialisation of any of the foregoing risks could reduce the value and return of the Group’s investment portfolio, which could in turn have a negative impact on its operating income. In particular, the unfavourable evolution of the economic, commercial and financial environment and the deterioration of the macroeconomic and geopolitical context could affect the investments made on the balance sheet and increase the probability of occurrence of the following risks: As at the date of this Universal Registration Document, no portfolio company held directly by the Company or indirectly through the funds managed by Tikehau Capital is based in Ukraine, Russia or Iran. The share of revenues of companies exposed to these regions is not material with the exception of one investment for which 20% of revenues are generated in the Middle East region. Tikehau Capital’s balance sheet investments entail risks related to the valuation of these investments, which may differ from their realisable value. Tikehau Capital conducts an analysis prior to each of its investments through its balance sheet (strategy, competitive context, financial plan, valuation, financial analysis, exit terms, quality of the executive team, etc.), and then on a regular basis during the monitoring of its investments. Tikehau Capital relies on internal resources and external advice as needed. With regard to the valuation of the investment portfolio (current and non‑current), as presented in the Management Accounts, which amounted to €4,359 million as at 31 December 2025 (i.e. 80% of total consolidated assets), each investment in the portfolio is reviewed, barring exceptional circumstances, twice a year as part of the preparation of the financial statements, i.e. as at 30 June and 31 December. These valuations are based mainly on market price if the holding is listed or on a fair value approach in the case of non‑listed holdings (multiples method, discounted cash flow method, or a specific method, e.g. the one provided by the asset management company in the case of investments in funds). Information is also obtained from the managers of the underlying assets (company executives, asset managers, co‑shareholders or co‑investors, etc.). Changes in the fair value of the consolidated non‑current and current portfolio amounted to -€57.1 million over the 2025 financial year (compared with €11.8 million in 2024). Although the valuations prepared by Tikehau Capital are based on its most accurate estimates and to the best of its knowledge, it cannot be guaranteed that they will not be subsequently revised. Such valuations may be complex or difficult to determine for certain instruments, subject to significant fluctuations (including the loss of the entire investment for particularly risky or volatile products) or be reliant on market data with limited or no observability that may make valuation difficult. There can be no assurance that the implementation of Tikehau Capital’s valuation methods will ensure that the Group’s holdings are valued consistently with the value that would be obtained upon the sale of such holdings. specific risks relating to investments outside of France (in particular in countries where the Group does not have any staff) and, specifically, to understanding the issues, the operators involved, and local economic factors, structuring the investments in accordance with local rules, and the exposure to country risk, etc.; P risks related to legal disputes that may arise with the vendors or third parties over the investment itself (for example, with regard to the accuracy of information received during the applicable investment appraisal phase) or its consequences (e.g. suppliers, clients or banks terminating the contracts that bind them to the entity in which the investment is made); and P risks related to the insolvency or financial difficulties of one or more companies in which Tikehau Capital has directly or indirectly invested (e.g. an obligation to financially support the relevant entity leading to a loss equal to the net book value of the financial asset concerned and, where applicable, any interest due, administration or liquidation and more generally insolvency proceedings, actions for repayment of liabilities) and the risk of any related lawsuits or legal proceedings. P (1) risks of lower valuations, in the context of a downturn in global activity and a significant decrease, or even a halt, in corporate transactions; P risks related to poor anticipation of market cycles and trends; P risks of a general deterioration in the operational, commercial or financial performance of portfolio companies or in their ability to meet their commitments, leading to a decrease in expected and achieved returns; P risks related to disputes that may arise as a result of the termination of supplier contracts, the implementation of protective measures or the questioning of past information or assumptions in view of new market conditions or economic climate; P risks of insolvency or financial difficulties of one or more companies in which Tikehau Capital has invested directly or indirectly and the risks of litigation or related legal proceedings. P (1) (1) (1) Management Accounts monitored by the Group as presented in note 6 (Segment information) of the annual consolidated financial statements of Tikehau Capital as at 31 December 2025. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 112
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Risk factors Changes in the value of equities, bonds and other financial instruments may impact the value of Tikehau Capital’s assets under management, net revenue and shareholders’ equity. During the year ended 31 December 2025, 94% of the net revenues of Tikehau Capital from its Asset Management activity originated from net management fees (amounting to €359.8 million (1)), calculated primarily on the basis of its fee‑paying assets under management. In the Capital Markets Strategies activity, the amount of assets under management depends mainly on the value of assets held in managed funds, including bonds, equities, currencies and real estate assets. Fluctuations in financial markets, including changes in interest rates, issuers’ credit spread, currencies and equity prices, could thus cause a significant change in the value of Tikehau Capital’s assets under management in Capital Markets Strategies. A rise in interest rates caused by a tightening of the European Central Bank (ECB)'s monetary policy, or by any other monetary authority (likely to reduce the value of the assets under management in bond funds) or a possible decline in the equities markets (likely to reduce the value of the assets under management in equity funds) could thus lead to a decrease in Tikehau Capital’s assets under management or adversely affect the performance of its funds under management and consequently also negatively affect Tikehau Capital’s results (see the risk factor “Tikehau Capital may lose investor‑clients because of low returns on its products, causing a decline in its assets, its revenue and its earnings”). The value of Tikehau Capital assets could also be impacted by a lack of liquidity in the markets in general or in certain asset classes. A deterioration of the financial markets could further reduce net new money as a result of a decline in demand from investors and, in Capital Market Strategies, increased requests for withdrawals from open‑ended funds managed by Tikehau Capital. Finally, adverse market changes would also affect the value of the investments made by Tikehau Capital through its funds or its balance sheet, and therefore, the level of its assets under management, which could have a material adverse effect on its performance (as management fees generally depend on the level of fee‑paying assets under management, on which management fees are calculated as a percentage) and net revenue from its Investment activity. Any material adverse developments in the financial markets or any development that, more generally, would impact the value of the Group’s investments and the amount of its assets under management, could have a material adverse effect on the operating profit, financial position and prospects of Tikehau Capital. Furthermore, the possible concentration of the Group's financial assets in one or more investments (at the level of the investment itself or of a given asset class) would result in an increased risk of loss or negative impact on the profitability of that investment for the reasons mentioned above, which could have a significant negative impact on the Group's operating result. In particular, in the context of an uncertain macroeconomic and geopolitical environment, the prices of share, bonds and other financial instruments may have changed very sharply and could experience new fluctuations in the future that may impact the value of Tikehau Capital's assets under management, net revenues and shareholders’ equity. Tikehau Capital is exposed to risks from volatility in markets for listed securities. Its business activity exposes the Group to risks from volatility in markets for listed securities, which may affect the fair value of its listed securities. As at 31 December 2025, Tikehau Capital’s listed securities (including listed securities in the non‑current investment portfolio and the current investment portfolio) represented around €848.5 million , representing 15.6% of the Company’s balance sheet investments including €805.7 million in listed shares and €42.8 million in Tikehau Capital Markets Strategies funds. The portfolio of listed shares of Tikehau Capital is subject to continuous monitoring and daily assessment for the management of this risk. This risk is heightened in an uncertain macroeconomic and geopolitical environment and leads to increased volatility in the listed securities markets. Tikehau Capital may be affected by adverse changes in the market price of its publicly traded securities. A decline in securities prices over a given period, especially at the end of the financial year, would be reflected in the financial statements as a decrease in the net value of the portfolio and consolidated shareholders’ equity, and could negatively impact, in particular, the ability of the Company to pay dividends. A 10% decline in the fair value of listed shares as at 31 December 2025 would have resulted in an additional charge of €84.9 million to the Group’s consolidated pre‑tax earnings as at 31 December 2025 . A decrease in the stock market price is also likely to have an impact on the earnings of any sale of shares on the stock market. Furthermore, fluctuations in the equity markets may have an impact on the stock market comparable used as part of the multi‑criteria valuation approach for non‑listed equity securities. These fluctuations are likely to have a negative effect on the consolidated shareholders’ equity and on the results of the Group and of the Company, without the Group being able to establish an accurate correlation between the occurrence of these fluctuations and the valuation of the securities such that the Group’s sensitivity to this risk cannot be quantified. Finally, depending on the amount of credit that it has drawn down under certain financing agreements, and depending on the magnitude of any possible price decreases impacting assets used as collateral for such financing, Tikehau Capital may have to make temporary payments and/or contributions of liquid assets as collateral in order to support such financing agreements (though there was no such requirement as of the date of this Universal Registration Document). Tikehau Capital may also be affected by changes in the value of its unlisted assets, which amounted to a total of €3,510.8 million as at 31 December 2025. (1) (1) (1) (1) (1) (1) (1) Management Accounts monitored by the Group as presented in note 6 (Segment information) of the annual consolidated financial statements of Tikehau Capital as at 31 December 2025. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT113
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2. – – Risk and control Risk factors See note 25 (b) (Market risks – Risk exposure of the investment portfolio) of Tikehau Capital’s annual consolidated financial statements at 31 December 2025. Tikehau Capital is exposed to interest rate risk and credit risk on investments in funds managed by Tikehau Capital or its fixed interest investments. Tikehau’s investments are exposed to interest rate risk and credit risk. The Group measures and monitors its exposures using impairment scenario modelling and stress tests. The results of these exercises can be summarised as follows for each strategy managed by the Group: See note 25(b) (Market risks – Risk exposure of the investment portfolio) of Tikehau Capital’s annual consolidated financial statements at 31 December 2025. The current macroeconomic and geopolitical environment has led to very strong fluctuations in the financial markets and an increase in credit risks, which could affect, to a greater or lesser extent, the valuations of the investments of the funds managed by the Group, particularly in the Private Debt or Capital Markets Strategies activities. Tikehau Capital is exposed to liquidity risk related to certain equity interests, especially non‑listed investments. As part of its Private Equity activity and its balance sheet Investment activity, Tikehau Capital acquires stakes in companies whose shares are not listed on a public market. As at 31 December 2025, non‑current financial investments held by Tikehau Capital in unlisted companies (excluding platforms or funds managed by Group asset management companies) represented 64.5% of Tikehau Capital’s total assets, and 80.5% of Tikehau Capital’s investment portfolio (current and non‑current). These securities, which are not traded on any market, as well as certain securities held by Tikehau Capital which are listed but very illiquid, present a liquidity risk, linked to the fact that the recovery of the sums invested by Tikehau Capital and the possible generation of income and capital gains on these investments do not generally take place until several years after the investment is made (i.e. at the time of the sale, redemption or liquidation of the investment). It cannot be guaranteed both in the case of non‑listed securities and listed but illiquid securities, that Tikehau Capital will be able to find purchasers interested in buying its shares, or that these securities will achieve a stock exchange listing or see their liquidity improved if they are already listed. In such an event, it is possible that Tikehau Capital might experience difficulties in realising gains from all or part of its investments, whether as a result of timing or the terms of its exit from such positions. This could result in Tikehau Capital facing limitations or obstacles to freeing amounts invested in such positions to make new investments (in the Group’s strategies or for its own account) and may accordingly hinder the implementation of its investment strategies and negatively impact its results of operations and business. The current macroeconomic and geopolitical environment could have a lasting impact on certain activities. As at the date of this Universal Registration Document, these long‑term impacts could not be assessed but the Group continues to monitor changes in these various situations as closely as possible. In the context of such external crises and their uncertain outcome, even if protective measures have been or could be initiated by the various state authorities, the unlisted holdings in which the funds managed by the Group as part of its Private Equity activities are invested or in which the Company is invested through its balance sheet, may remain exposed to liquidity risks in this particular context. This could increase the risk that Tikehau Capital may not be able to pursue a dynamic management of its investment portfolio, or even impede the implementation of its investment strategies and have a negative effect on its operating results and activities. Tikehau Capital could be exposed to risk of asset loss or concentration related to the composition of its investment portfolio. The Group’s activity and strategy entail a risk of loss of the amounts incurred in connection with its investments on the balance sheet. For example, in the context of investments in funds (including funds managed by the Group), this would occur if the relevant fund does not achieve its objectives. In the context of investments made by the Company or the Group, there exists a risk of loss of the amounts committed if the company in which the investment was made goes regarding Capital Markets Strategies (€22.4 million as at 31 December 2025): a 100‑basis‑point rise in interest rates or a 100% shock on the spread could result in a loss for Tikehau Capital of -€0.2 million and -€0.9 million, respectively. A -15% decrease in shares could reach -€1.6 million; P for Direct Lending funds (€182.4 million as at 31 December 2025): Direct Lending instruments held have variable/floating interest rates, which makes the instruments resilient to changes in the risk‑free rate; P (1) for Corporate Lending funds (€52.5 million as at 31 December 2025): Corporate Lending instruments may be at fixed or variable rates. A shock of +/- 100 basis points to the risk‑adjusted yield curve could have an impact on Tikehau Capital’s exposure of €0.6 million as at 31 December 2025: applying an assumed default rate of 3%, a market price adjustment of -30% and exposure to CCC‑rated instruments of 100% could have an impact on Tikehau Capital’s exposure of -€0.2 million and -€60 million, respectively; P (1) (1) for Private Equity funds (€889 million as at 31 December 2025): the application of the sharpest decline recorded since 2020 – a fall of 12.7% in this segment – could result in a €112.9 million reduction in Tikehau Capital’s exposure; P (1) for its investments in Real Assets, a drop in the value of unlisted real estate assets of 9.4% in France, 7.5% in Italy, 11.1% in Germany, 10.8% in Belgium and 8.9% in the Netherlands (with such shocks rooted on scenarios defined by the European Banking Authority and the European Council on Systemic Risk and used to calculate EU‑wide stress tests) would have an impact of €111.8 million on the value of the Group’s investments. P (1) (1) Management Accounts monitored by the Group as presented in note 6 (Segment information) of the annual consolidated financial statements of Tikehau Capital as at 31 December 2025. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 114
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Risk factors bankrupt or faces serious difficulties (related for example, to economic downturn, increased competition, unanticipated technological breakthroughs, mistaken strategic decisions by management, loss of clients, adverse regulatory developments, etc.). Accordingly, no assurance can be given regarding the realisation of profits related to investments made by the Company or the Group, or that the Company or the Group will not lose the money committed in its balance sheet deployment. Regarding investments on the Company’s balance sheet, Tikehau Capital has a diversified investment portfolio both in terms of the number of investments and of the asset classes, sectors or regions concerned. As at 31 December 2025, Tikehau Capital's largest financial asset was its investment in Schroders and represented 7.5% of total consolidated assets as at 31 December 2025. The second largest investment was in Selectirente (3.3% of total consolidated assets as at 31 December 2025). Changes in the value of Tikehau Capital’s investments in its own funds and strategies could affect its earnings and shareholders’ equity and increase the volatility of its revenues. Tikehau Capital regularly invests its balance sheet resources in the launch of the funds operated by the Group to create an alignment of interests between its balance sheet and its investor‑clients, and to provide its funds with sufficient assets to attract investors. For this purpose, Tikehau Capital sometimes makes significant investments to develop new products. Tikehau Capital also holds a portfolio of investments in open‑ended funds managed primarily by Tikehau Capital, which correspondingly increases its financial exposure. Tikehau Capital’s exposure to its open‑ended funds amounted to €43 million as at 31 December 2025 (i.e. 1% of the total consolidated assets). Tikehau Capital’s investments are recorded at fair value in the consolidated balance sheet. Any changes in interest rates, credit spreads, foreign exchange rates, or the value of listed and non‑listed equity securities or Real Estate funds, could reduce the value of investments made by Tikehau Capital and its total assets under management, which could materially adversely affect its earnings (and in particular income from management fees, which generally depends on the amount of assets under management, on which management fees are calculated as a percentage), its shareholders’ equity and its financial position. Any change in the fair value of Tikehau Capital’s investments, in particular in the current macroeconomic and geopolitical context, would affect its results and shareholders’ equity, and could increase the volatility of its revenues. The valuation of certain products offered by Tikehau Capital may be subject to changes related to differing interpretations as to appropriate methodologies, estimates and underlying assumptions. Products offered by Tikehau Capital for which there is no trading market or observable market data are valued using models and methodologies based on certain estimates and assumptions, and to a large extent, based on the assessment of the fund managers. There can be no assurance that the valuations used by Tikehau Capital on the basis of these models and methodologies will always accurately reflect the actual or market value of the assets. In such circumstances, the realisation of these assets at values below those predicted by models and methodologies may expose the funds and portfolios managed by Tikehau Capital to losses that would adversely affect its financial position, results and earnings. External crises, such as those relating the macroeconomic context, the geopolitical situation between Ukraine and Russia or the conflicts in the Middle East, require the various control and/or reference bodies to specify the expectations and valuation methodologies expected in this particular context. Valuation models and criteria can be particularly sensitive and are subject to a detailed and appropriate review by the portfolio management and asset valuation teams in order to gain a better understanding of each asset’s exposure to the crisis and the impacts on the underlying methodologies and assumptions. Income from the outperformance of certain of its funds may increase the volatility of Tikehau Capital’s revenue and earnings. In addition to management fees on its assets under management, the Group’s asset management companies may receive income related to the performance of the funds they manage (performance fees for open‑ended funds and carried interest for closed‑end funds). This outperformance‑related income is more volatile than Tikehau Capital’s management fees. This type of income only compensates Tikehau Capital when the contractual terms of the fund make such provision and the fund performance exceeds objectives specified in the fund documentation. If the objectives laid down in the contract are not met, this outperformance‑related income is not payable to Tikehau Capital over a given period or, when the fund is liquidated, if the objectives are based on cumulative returns over the life of the fund. Moreover, to the extent that income related to outperformance is based on objectives that are not revised downwards when market conditions become less favourable, Tikehau Capital may not achieve the objectives in question for reasons beyond its control. All these parameters promote volatility in outperformance‑related income, making the amounts difficult to predict, which may well be much lower than expected. A significant or sustained inability to earn outperformance‑related income could hinder the Group’s development and negatively impact its prospects and profitability. (1) (1) Management Accounts monitored by the Group as presented in note 6 (Segment information) of the annual consolidated financial statements of Tikehau Capital as at 31 December 2025. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT115
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2. – – Risk and control Risk factors Performance fees and revenue related to carried interest amounted to €22.0 million for the 2025 financial year (compared to €13.6 million for the 2024 financial year). The current macroeconomic and geopolitical environment could affect the investment performance of certain funds managed by the Group and reduce their ability to generate revenues linked to the outperformance for Tikehau Capital. Tikehau Capital is exposed to currency risks related to its foreign exchange investment transactions. Tikehau Capital’s exposure to currency risk relates to its investments in foreign currencies. As at 31 December 2025, Tikehau Capital was exposed to currency risk principally on the US dollar, the pound sterling, the Singapore dollar and the Canadian dollar. The impacts on the Australian dollar, the Polish zloty and the Swiss franc were close to zero. The global macroeconomic environment resulting from external crises has increased currency volatility, which could increase the risk of loss of value in foreign currency investment transactions. The table below shows the impact on earnings of a change of +/-10% in these currencies against the euro and on the basis of the consolidated financial statements as at 31 December 2025 : (in millions of €) Appreciation of 10% in the euro against the currency Depreciation of 10% in the euro against the currency As at 31 December 2025 Pound sterling -50.5 +61.7 US dollar -57.1 +69.8 Singapore dollar -6.9 +8.4 Canadian dollar -0.7 +0.9 Australian dollar -0.1 +0.1 Polish zloty -0.0 +0.0 Swiss franc -0.0 +0.0 See note 25 (c) (Market risks and other risks – Exposure to currency risk) of Tikehau Capital’s annual consolidated financial statements at 31 December 2025. Tikehau Capital has entered into currency hedging contracts, known as Forex hedges, to hedge its exposures to the pound sterling investment portfolio, the characteristics of which as at 31 December 2025 were as follows: (in millions of €) Notional Forward rate As at 31 December 2024 - - AS AT 31 DECEMBER 2025 259.5 0.87474 As of the date of this Universal Registration Document, Tikehau Capital had reduced its coverage to a notional amount of £100 million with a maturity of 15 April 2026, following the sale of its stake in Schroders in February 2026. Tikehau Capital may be exposed to interest rate risk and currency risk on its bank debt. As at 31 December 2025, Tikehau Capital held debt that is 100% drawn at a fixed rate and has entered into interest rate hedging contracts, the characteristics of which as at 31 December 2025 are as follows: (in millions of €) Notional Average fixed rate Average maturity As at 31 December 2025 Swap contracts 400.0 1.21% 5.1 years Cap contracts 50.0 3.50% 3.0 years Bank debts in foreign currencies are revalued at each close at the closing conversion rate. As at 31 December 2025, Tikehau Capital was exposed to currency risk on its US dollar bond issue (US$180 million). As at 31 December 2025, the foreign currency translation effect over the period relating to this foreign currency debt was -€19.2 million in the consolidated balance sheet. See note 25(a) (Market risks and other risks – Exposure to risks arising from bank loans) of Tikehau Capital’s annual consolidated financial statements at 31 December 2025. (1) (1) (1) Management Accounts monitored by the Group as presented in note 6 (Segment information) of the annual consolidated financial statements of Tikehau Capital as at 31 December 2025. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 116
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Risk factors Tikehau Capital is exposed to counterparty risk. Tikehau Capital is subject to counterparty risk related to its cash investments and transactions in marketable securities. For more information, see note 25(d) (Market risks and other risks – Exposure to counterparty risk) of Tikehau Capital’s annual consolidated financial statements at 31 December 2025. If the Group’s counterparties in such transactions were to default or enter into insolvency proceedings, the Group would have to unwind such transactions and seek other counterparties in order to enter into other transactions. This situation could also result in the loss of certain assets, or even default by the Group. There can be no assurance that the Group would be able to enter into replacement transactions on the same terms or mitigate such losses, which may have a negative impact on its business, financial position and results. Tikehau Capital may be exposed to liquidity and debt risks. Tikehau Capital’s indebtedness (including the maturity of its debt) as at 31 December 2025 is described in note 14 (Borrowings and financial debt) of Tikehau Capital’s consolidated financial statements at 31 December 2025. Tikehau Capital conducted a specific review of its consolidated liquidity risk. In view of its debt position and available cash as of the date of this Universal Registration Document, Tikehau Capital expects to be able to meet future payment dates and is in compliance with the covenants governing its indebtedness. However, if the Group were to maintain too high a level of cash on the Company's balance sheet, it could cause the performance and future earnings of the Group to be lower than they might otherwise be as a result of under‑utilisation of its cash resources. The Group’s gearing, which is the ratio of gross debt to total shareholders’ equity, was 61% at 31 December 2025 compared with 50.5% at 31 December 2024. With respect to the funds managed by Tikehau Capital, the Group’s policy is generally to limit the use of debt on investment operations, although certain of its Real Estate funds and certain of its Private Equity funds may use leverage. When the funds managed by the Group use leverage for their investments, the financing banks generally have a priority right to distribution of the income and assets for the relevant investments, which may be exercised if the underlying investments perform poorly. Consequently, in the event of poor performance of the assets of funds that have used leverage, the relevant funds and their shareholders (including the Group, to the extent it makes investments in such funds) may be adversely affected by the existence of financing and the lending banks’ priority rights on the relevant income and assets. More generally, the ability of the Group’s leveraged funds to secure the financing contemplated by their investment strategies depends on credit being available from financing institutions on acceptable terms at the investment stage or, where appropriate, for refinancing at maturity. A significant market decline or liquidity constraints could result in increased borrowing costs beyond acceptable thresholds and/or a loss of financing sources, as a result of which Tikehau Capital’s leveraged funds could be unable to contract the debt required to carry out planned investments on acceptable terms. This, in turn, could have a material adverse impact on their ability to implement their investment strategy, on their assets under management or the Group’s asset management revenue earned from managing such funds. Open‑ended funds in Capital Markets Strategies from which investors may withdraw all or part of their investment at any time, could be subject to significant, even mass withdrawal requests from investors and might be unable to honour them. In that event, the Group may be faced with significant liquidity pressure and, potentially, investor claims, which could have a material adverse effect on its liquidity position, operations and results of the Group. As part of its real asset strategy, the Group may manage real estate investment trusts (SCPIs), which are unlisted companies in the form of collective investment undertakings whose purpose is to invest the savings collected from partners in the acquisition and management of a real estate portfolio dedicated to leasing. Like any financial investment, the acquisition of SCPI shares involves risks and notably an unguaranteed return, as well as a risk of a capital loss. Moreover, as SCPI shares are not listed, they can only be sold on the secondary market run by the management company or over the counter. SCPI units may therefore present a liquidity risk for the seller in the event of "direct" holding (to be distinguished from holding within a life insurance policy where the insurer guarantees liquidity). The withdrawal of a partner is thus subject to the existence of a corresponding subscription request. If the liquidity of the units is low, the number of subscription requests may not be sufficient to cover the number of withdrawal requests. A partner wishing to sell their shares may therefore be subject to exit periods of an indefinite period if there are not enough buyers. In that event, the Group may be faced with significant liquidity pressure and, potentially, investor claims, which could have a material adverse effect on its liquidity position, operations and results of the Group. In the current context, Tikehau Capital has a strong balance sheet and ample available cash. The Group considers that it has the resources to face a crisis in the global economy. (1) (1) Management Accounts monitored by the Group as presented in note 6 (Segment information) of the annual consolidated financial statements of Tikehau Capital as at 31 December 2025. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT117
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2. – – Risk and control Risk factors 2.2.2 RISK FACTOR RELATED TO A MAJOR EXTERNAL CRISIS Conflict between Iran and the United States and Israel On 25 February 2026, after the financial statements were closed by a Manager on 17 February 2026, an armed conflict broke out between the United States, Israel and Iran, indirectly causing collateral damage in other Gulf countries, notably Lebanon, the United Arab Emirates, Qatar, Bahrain and Saudi Arabia. The Group is closely monitoring developments in the geopolitical situation, in particular as regards its teams located in Tel Aviv and Abu Dhabi, hosting a total of 10 Group employees. At this stage, it is still too early to assess the full implications of this geopolitical crisis. Tikehau Capital believes that the direct impact is likely to be limited at the level of the Group’s operations, insofar as its funds have no direct investments in the region and their portfolio companies generally have a limited presence there. Tikehau Capital's direct investments are also extremely limited in this region. However, this geopolitical crisis has led to a significant rise in oil prices and restrictions on shipping in the Persian Gulf. If oil prices remain high for a prolonged period or if supply chain disruptions continue, this would have a direct impact on production costs, transport, energy and access to raw materials across many sectors, which could in turn affect the profitability of the companies in which the Group and the funds it manages invest. This situation could also fuel inflationary pressures, weigh on global economic growth and increase uncertainty in the financial markets. This situation could have an adverse effect on fundraising in the Middle East, the Group’s financial performance, the performance of some of its funds, or their ability to meet their investment objectives. Conflict in Ukraine and Russia On 24 February 2022, an armed conflict began between Ukraine and Russia, which resulted in various sanctions imposed by the European Union, the United States of America and the United Kingdom against Russian individuals or entities, such as freezing assets or prohibiting the provision of investment services or brokerage services linked to goods or technologies or natural or legal persons or any entity or body targeted by the sanctions in force in the Donetsk and Luhansk regions. The Group is closely monitoring the development of the geopolitical situation and the imposed sanctions that could impact both the portfolio companies and the operations and obligations of the Group’s asset management companies. As at the date of this Universal Registration Document, the Group does not have, and has never had, any staff in Russia or Ukraine and actively monitors any investor‑clients liable to be subject to the sanctions imposed by the European Union, the United States of America or the United Kingdom. Nor does the Group have any exposure to the Russian rouble. Furthermore, none of the companies in the Company's portfolio, or in the portfolios of funds managed by the Group, is domiciled in Ukraine or Russia, and the proportion of the revenues of portfolio companies exposed to these two countries is limited. The global macroeconomic and financial context, geopolitical or health crises, as well as the market environment could adversely affect Tikehau Capital’s assets under management, revenue and operating results. The Group operates on a number of markets and is established in many regions, thereby increasing its exposure to economic, political, social and health developments in the countries where it operates. Geopolitical, economic, health or social tensions could adversely affect the Group’s assets under management, revenue and operating income. These geopolitical tensions (such as the conflict between Iran and the United States and Israel or the conflict between Ukraine and Russia) may lead to a deterioration in the economic and financial situation of many sectors of activity and, over a sustained period, to production or supply difficulties, a fall in consumption, a slowdown in investment and a rise in inflation. The risk of cyber‑security incidents is correspondingly significantly increased; vigilance and systems for detecting and managing incidents or suspicious behaviour have been stepped up accordingly. In addition, the Group believes that this conflict should accelerate the megatrends observed in recent years around (i) investment in the energy transition and cybersecurity, (ii) the relocation and digitalisation of companies increasingly seeking resilience in their supply chain, (iii) an increase in the need for special financing and hybrid capital, (iv) distortions between volatility and liquidity on secondary private markets or listed bond and equity markets, and (v) an increase in rearmament expenses. Inflationary macroeconomic environment and key rate hikes The trajectory of key rates and/or fiscal policies leads to a steeper trend in the interest curve which could result in changes in the value of assets, a change in the behaviour of investor‑clients, and a negative impact on the results of portfolio companies and potentially an increase in the risk of default. The disruptions of global supply chains, accompanied by tensions in the labour market and rising energy prices, may also result in rising inflation. Europe and emerging countries may also face inflationary pressures. The persistence of these disruptions over an extended period could have a lasting impact on inflation, consumer purchasing power and economic activity, and could thus have a negative impact on the results and outlook of portfolio companies, which in turn could adversely affect the Group’s assets under management, revenue and operating results. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 118
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Risk factors Consequences of a major external crisis on the Group Despite a rapid and effective response aimed at minimising the consequences of these external crises on its day‑to‑day activities and operating systems, Tikehau Capital could be impacted by organisational changes resulting in particular from the need to implement remote working measures for its employees and service providers, which could represent increased risks in the execution of its operational processes or lead to a higher exposure to cybersecurity risks. In this environment of external crises (recent geopolitical crises, uncertain macroeconomic environment, unexpected market changes), the companies or assets in which the Company or the funds managed by the Group have invested could see their valuation, their cash position, their outlook and their ability to distribute dividends, to pay interest or, more generally, to meet their commitments negatively affected. These external crises could result in a deterioration of the returns generated by Tikehau Capital’s products and solutions which could lead, in open‑ended funds, to redemption requests from investor‑clients wishing to invest their funds in products generating a better return or having occasional cash needs and, in closed‑end funds, to difficulties in attracting new investor‑clients and collecting new assets. However, it should be noted that, as of the date of this Universal Registration Document, the Group has not recorded any significant reduction in its assets under management from redemption requests which have not been offset by new fundraising. The external crises have also led to, and could continue to generate, sudden movements in the valuation of listed assets as well as a decline in the valuation levels of certain unlisted assets or, more generally, significant financial difficulties for certain sectors or companies resulting in restructuring plans or bankruptcies. Tikehau Capital’s strategies are based on a long‑term, rigorous and fundamental investment approach. However, if such a trend were to continue over time, the value of the investments made by Tikehau Capital through its funds or directly on its balance sheet could be adversely affected. This could affect the amount of the Group’s assets under management, income from its Asset Management activity (the basis of management fees for certain funds depends on the amount of assets under management and the Group’s remuneration for performance requiring it to achieve certain levels of return) as well as income from its Investment activity. Lastly, the general climate of uncertainty and greater difficulty in maintaining close relationships with its investor‑clients and its prospects could affect the Group’s ability to increase its assets under management, to distribute its new products and, in general, to carry out its business plan. 2.2.3 RISKS RELATING TO THE GROUP’S IMAGE, REPUTATION OR SERVICE QUALITY Any smear on Tikehau Capital’s reputation could be detrimental to its ability to maintain the quality of its activities, to engage in commitments and/or lead to a decrease in its assets under management, revenue and earnings. The integrity of the brand and reputation of Tikehau Capital is critical to attracting and retaining investor‑clients, business partners and employees. Tikehau Capital’s reputation could be tarnished by certain key factors such as a low return on its investments, litigation, regulatory action, misconduct or infringement of applicable laws or regulations by its managers or its distributors. Fund managers and other operational staff make daily decisions on funds managed by the Group’s asset management companies and in the conduct of its business, and there can be no assurance that these managers or operational staff will not make errors or be negligent or infringe regulations or the investment policies of the funds, any of which could damage the Group’s reputation. Tikehau Capital’s reputation could also suffer and it could be held accountable to investors, as well as from a regulatory standpoint, should the procedures and risk management systems implemented to prevent and/or mitigate such risks fail to identify, record and manage such errors, negligence or illegal or unauthorised activity. This risk tends to increase when Tikehau Capital addresses a "retail" customer base, which is broader and more adverse to risks. Such failure could have a material adverse effect on the reputation, business, assets under management, earnings and financial position of Tikehau Capital. The negative publicity that would result from the occurrence of any of these events could damage the reputation of Tikehau Capital, generating a risk of regulatory sanctions and harm its relations with its current and potential investor‑clients, external distributors and other business partners. Any discredit to the “Tikehau” brand would adversely affect the Group’s position in the sector and could result in a loss of business in the short- and long‑term. By way of illustration, an article was published on 10 January 2025 by a French media outlet concerning a report made by a former employee regarding an investment agreed in 2021 by funds managed by Tikehau Ace Capital (a management company within the Group that has since merged with Tikehau IM). The article mentioned the transmission of the report to the National Financial Prosecutor's Office by two French administrative authorities (the French Anti‑Corruption Agency and the AMF). Tikehau Capital contacted the Public Prosecutor's Office and these authorities on the same day and cooperated with the investigations. Tikehau Capital was not informed of these allegations and conducted an internal investigation with the help of external advisors, which did not reveal any wrongdoing or criminal behaviour. As of the date of this Universal Registration Document, Tikehau IM, successor of the management company in question, has not been heard, implicated, charged or convicted in relation with these allegations. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT119
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2. – – Risk and control Risk factors The failure or difficulties suffered by external operators taking part in the Group’s Asset Management activity could have a material adverse effect on its reputation or its business, likely to cause a decrease in its assets, its revenue and its earnings. Tikehau Capital is dependent on a number of providers assisting it in its operational and distribution activities (fund administration, accounting, custody of funds distributed through networks, risk analysis, provision of market data and market indices, funds transfer, etc.). The failure of any such provider to perform such services, including as a result of financial difficulties, or any negligence or errors committed by such parties in the performance of their services, could disrupt the business of Tikehau Capital or impact its ability to comply with regulatory requirements, which could damage its reputation and cause a decline in its assets, revenue and its results. In addition, funds and mandates managed by the Group’s asset management companies involve many other professionals as counterparties (e.g., brokers, commercial and investment banks, clearing houses or institutional clients). Any failure in performance by these counterparties, in respect of their obligations, would expose the relevant funds managed by Tikehau Capital to credit risk. Such counterparties may be impacted by unexpected changes in the financial markets or otherwise, which might hinder their ability to perform their obligations, or they may face other circumstances making them unable to meet their engagements. Such a failure or difficulty could negatively affect the assets held by Tikehau Capital, the funds it manages and their performance, which could lead to dissatisfaction on the part of Tikehau Capital’s investor‑clients and have a material adverse impact on its assets, revenue and results. Tikehau Capital may suffer from a failure of its operational process control mechanism by failing to avoid an error by one of its employees. This could lead to a disruption of the activities of Tikehau Capital or impact its ability to comply with contractual or regulatory requirements, which could result in regulatory sanctions or convictions by a court, damage its reputation and cause a decline in its assets under management, revenue and earnings. To the best of the Company’s knowledge, these risks of quality of service did not materialise in a significant way during the 2025 financial year and at the date of this Universal Registration Document. The failure or poor performance of the products offered by competitors could affect the image of Tikehau Capital and consequently result in a reduction in assets under management on similar products. The occurrence of events affecting the performance of products competing with those of Tikehau Capital could negatively impact investor confidence in the relevant product class overall. This loss of confidence could affect investors’ appetite for Tikehau Capital’s products, even if they are not involved in or subject to the circumstances affecting such competitors. The open‑ended funds of the Capital Markets Strategies activity could be exposed to withdrawals, redemption requests and liquidity problems, and in its other business lines, to an inability to successfully launch new funds and strategies, which might cause a decline in its assets under management, revenue and earnings. Tikehau Capital may lose investor‑clients because of low returns on its products, causing a decline in its assets, its revenue and its earnings. The return generated by Tikehau Capital products and solutions is critical to their commercial success, and determines the ability of Tikehau Capital to attract and retain investor‑clients. The performance levels achieved by Tikehau Capital in the past do not guarantee the level of future performance. In addition, Tikehau Capital may not be able to sustain its level of performance over time. For several reasons, Tikehau Capital’s results and performance levels could differ significantly from those achieved by Tikehau Capital in the past (in particular due to macroeconomic factors, the performance of new funds compared to that of past or existing funds, market conditions, investments made or investment opportunities). In particular, adverse changes in the economic, business and financial environment and the deterioration of the economic conditions associated with the current macroeconomic and geopolitical environment could alter the returns on Tikehau Capital's products and solutions. If the funds managed by Tikehau Capital were to record a lower return than that anticipated by its clients or that of similar products, investors could, in Capital Markets Strategies, increase their requests for redemption in order to invest their assets in products generating better returns, and, in closed‑end funds, refuse to participate in new funds launched by Tikehau Capital. In all such cases, the reputation of Tikehau Capital and its ability to attract new investor‑clients could also be affected, and the negative impact on its open‑ended or closed‑end funds could have a material adverse effect on its assets, revenue and operating income. 2.2.4 RISKS OF FRAUD OR IT SECURITY Fraud or circumvention of control and compliance procedures, and risk management policies, could have an adverse effect on the reputation, performance and financial position of Tikehau Capital. Tikehau Capital cannot guarantee that the controls, procedures, policies and systems that it has established will identify and successfully manage all internal and external risks to its operations. Tikehau Capital is exposed to the risk that its employees, counterparties or other third parties may deliberately seek to circumvent the controls established by the Group, or otherwise commit fraud or act contrary to the policies and procedures set up by Tikehau Capital, or to any legal or applicable regulations, particularly in relation to money laundering, corruption, or sanctions. Any violation or circumvention of such checks, policies, procedures, laws or regulations, as well as any fraud committed or conflicts of interest, real or perceived, could have a material adverse effect on the Group’s reputation, result in regulatory investigations and lead to regulatory penalties, criminal sanctions or financial losses. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 120
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Risk factors The context of geopolitical crisis and the current macroeconomic environment are giving rise to a resurgence of attempts at fraud or misappropriation of funds, whose sophistication in terms of identity theft, strategic intelligence and cyberattacks have developed very significantly. Even if, at the date of this Universal Registration Document, the Group has not been significantly affected by an attack of this nature, it could be exposed to an attempt to embezzle funds through hacking, in particular of its payment platforms used during the closing of transactions, during the distribution of funds or more regularly for the payment of its recurring expenses. Should such an event occur, this could disrupt the exercise of its activities and cause financial losses by affecting the availability, integrity and confidentiality of its data. A failure of Tikehau Capital’s operating or technology infrastructure, including business continuity plans, could disrupt operations and damage its reputation. The infrastructure of Tikehau Capital (including its technology, databases and office space) is vital to the competitiveness of its business. The inability of Tikehau Capital to maintain infrastructure commensurate with the size and geographic presence of its activities, a loss of business or the occurrence of events beyond its control (earthquake, hurricane, fire, act of terrorism, pandemic or other disaster occurring in a geographic area where Tikehau Capital has a strong presence), could substantially affect its operations, disrupting the pursuit of its activities or inhibit its growth. If such a disruptive event were to occur, Tikehau Capital’s ability to conduct its operations could be adversely affected, causing a drop in its assets, its revenue and its results, or could affect Tikehau Capital’s ability to comply with its regulatory obligations, which could damage its reputation and subject it to the risk of fines and other sanctions. In addition, a breakdown or failure of the Group’s information systems could impact its ability to determine the net asset values of the funds it manages or its ability to produce reliable financial or other reports, expose it to claims from its investor‑clients, or affect its reputation, any of which could have a material adverse effect on its business, financial condition or results. The current macroeconomic and geopolitical environment is testing the resilience of all national and international infrastructures supporting the information systems used by the Group. A resulting failure of the operating systems could disrupt the Group’s activities or even damage its reputation. The inability of Tikehau Capital to put in place effective information and cybersecurity policies, procedures and systems could disrupt the pursuit of its business and generate financial losses. Tikehau Capital is dependent on the effectiveness of information and cybersecurity policies, procedures and systems introduced to protect its computer and telecommunication systems, as well as the data transiting or stored in it. An incident affecting information security, generated by an external event such as an act of piracy, virus, worm or an internal failure (failure to control access to sensitive systems), might substantially affect Tikehau Capital’s activity or lead to the disclosure or modification of competitive, sensitive and confidential information. The occurrence of such events could result in substantial financial losses, a loss of competitive position, regulatory penalties, breach of client contracts, discredit to the reputation of Tikehau Capital or liabilities, which could in turn negatively impact its assets, its revenue and results. In response to the heightened cyber‑risk, the Group is constantly improving its IT architecture and systems, and external intrusion tests are conducted on a regular basis to check the robustness of the Group’s IT systems. The Group’s IT systems are frequently targeted by malicious intrusion attempts which have so far been thwarted by the procedures in place, without any negative consequences for Tikehau Capital. Similarly to the risk of fraud or misappropriation of funds mentioned above, the current context of uncertainties has led to a resurgence of cyberattack attempts on companies and healthcare institutions. Even if, at the date of this Universal Registration Document, the Group has not been affected by an attack of this nature, a failure in the processes for defending against cyberattacks could disrupt the conduct of its activities and result in financial losses, affecting the availability, integrity and confidentiality of its data. 2.2.5 REGULATORY, LEGAL AND TAX RISKS Tikehau Capital is subject to significant regulation and supervision. Various regulatory and supervisory regimes apply to Tikehau Capital in each of the countries where the Group conducts its business. These regulations may strongly influence the way in which Tikehau Capital operates. Tikehau Capital’s operations must be organised to comply with each of these regulatory regimes, which is costly, time‑consuming and complex. The global and market‑specific activities in which Tikehau Capital is developing or seeking to expand require the implementation of an operating infrastructure specific to each country and internal control systems intended to mitigate operational, regulatory, political, reputational and foreign exchange risks. The inefficacy of its internal control systems could create risks of non‑compliance and expose Tikehau Capital to regulatory or criminal fines or sanctions, any of which could negatively impact its reputation and result in a decline in its assets, revenue and results. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT121
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2. – – Risk and control Risk factors In particular, Tikehau Capital is subject to several regulatory regimes in connection with its Asset Management activity that enable it to operate in the management of funds and other collective investment undertakings (including UCITS and AIFs) (see the Glossary in Section 10.7 of this Universal Registration Document), portfolio management and investment advisory activities. Tikehau Capital is subject to regular checks by its supervisory authorities and may be adversely affected by any occurrence of the risk of non‑compliance with existing laws and regulations or by changes in the interpretation or implementation of existing laws or regulations. As a result, following the audit initiated by the Autorité des marchés financiers ("AMF") in October 2022, Sofidy entered into an administrative composition agreement in March 2024 providing for the payment of €300,000 to the French Treasury. This agreement was approved by the AMF College as well as the Sanctions Committee and was published by the AMF at the end of July 2024. In addition, the applicable regulations could hinder the development of the Group’s business, increase its operating costs or prevent it from implementing its development or reorganisation plans. The complexity of implementing compliance structures at Group level consistent with existing regulations and their interpretations around the world may increase the foregoing risks, particularly to the extent that the regulators of various countries have different interpretations or publish only limited guidance with respect to such regulations. In particular, failure to comply with applicable laws or regulations could result in criminal penalties, fines, a temporary or permanent prohibition on conducting certain businesses, damage to reputation and the attendant loss of investor‑clients, the suspension of employees or revocation of their licences or the licences or approvals of Tikehau Capital entities, among other sanctions, which could have a material adverse effect on the reputation of Tikehau Capital or its business and have a material adverse effect on the assets, revenue and results of Tikehau Capital. The geopolitical situation in Ukraine and Russia resulted in particular in sanctions being imposed, and especially by the European Union, the United States of America and the United Kingdom, with increased control obligations regarding investor‑clients and investment projects, under the responsibility of the Group’s asset management companies. Regulatory reforms undertaken or planned in the European Union and at international level expose Tikehau Capital and its clients to increasing regulatory requirements and uncertainties. In recent years, numerous regulatory reforms have been adopted or proposed in financial and related markets, and the level of regulatory oversight to which the Group is subject may continue to intensify. Some changes in laws or regulations could require the Group to change or re‑examine the way it conducts its business, which could be time‑consuming and costly and affect the Group’s future growth or its capacity to implement its development projects. These reforms could also affect some of Tikehau Capital’s investor‑clients, such as credit institutions, insurance companies or pension funds, which could prompt them to revise their short‑term or long‑term investment strategies and impact their willingness to invest in Tikehau Capital’s strategies or products. Tikehau Capital could be exposed to tax risks. As an international group with activities in several countries, Tikehau Capital believes it has structured its commercial and financial activities in accordance with the various regulatory obligations to which the Group is subject and with its business and financial objectives. To the extent that the tax laws and regulations of the various countries, in which Tikehau Capital entities are located or operate, do not always allow for clear or definitive guidelines, the tax regime applied to its business, operations or intra‑group reorganisations (past or future) is or may sometimes be based on its interpretations of French and foreign tax laws and regulations. Tikehau Capital cannot guarantee that these interpretations will not be questioned by the competent tax authorities. More generally, any breach of the laws and tax regulations of the countries where Tikehau Capital entities are located or operate may result in adjustments or late interest payments, fines and penalties. In addition, tax laws and regulations may be amended and the interpretation and application that is made by the courts or the authorities concerned can change, especially in the framework of common initiatives at international or European level (OECD, G20, European Union). Each of the above could result in an increase in Tikehau Capital’s tax burden and have a material adverse effect on its business, financial position and earnings. The new requirements regarding tax returns resulting from programmes against tax evasion introduced worldwide will increase administrative costs for Tikehau Capital. Tikehau Capital is bound to comply with the new requirements regarding tax declaration obligations, and will be required to comply in future with the new obligations that are part of anti‑tax evasion rules implemented globally. These new requirements for tax declarations and, more generally, any mechanism put in place to improve cooperation between tax administrations in the fight against tax evasion, will impact the funds managed by the Group’s companies worldwide, and will burden Tikehau Capital with increasing administrative charges and costly reporting requirements. The new regulations related to ESG criteria and sustainable investment include requirements, in particular in terms of reporting, which may be subject to interpretations that are still evolving. As a listed company, the Company fell within the scope of Directive 2014/95/EU on the disclosure of non‑financial information amending Directive 2013/34/EU (Non‑Financial Reporting Directive or "NFRD") and the Taxonomy Regulation, which governs the disclosure of information on the sustainability of the economic activities of companies falling within its scope. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 122
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Risk factors Directive 2022/2464/EU (Corporate Sustainability Reporting Directive or “CSRD”), which replaced the NFRD Directive from 1 January 2024, reinforces the reporting requirements for information that makes it possible to understand the impacts companies have on sustainability issues (the principal adverse effects) and the information that makes it possible to understand the influence of external impacts that may affect a company’s business development, results and position. As the Group had fewer than 750 employees as at 31 December 2025, it benefits from the so‑called "quick fix" simplifications designed to relax certain requirements under the CSRD, notably those relating to biodiversity and the Group’s workforce. An "Omnibus I" legislative package adopted in 2025 postponed the entry into force for certain categories of companies (notably newly covered large companies, listed SMEs and non‑EU groups), and confirmed, at this stage, a limited assurance regime on sustainability information with the expected European assurance standards. These directives are subject to evolving interpretations by the supervisory authorities and the procedures for reviewing the requirements, notably in terms reporting, are yet to be defined. Tikehau Capital strives to comply with the requirements set out in these texts and to follow the highest reporting and transparency standards, without being able to guarantee that its interpretations will be consistent with those ultimately adopted by the supervisory authorities. The incorrect interpretation or application of these texts could result in regulatory sanctions or fines, in a risk to reputation and standing, and in a loss of investor‑clients, which could have a significant unfavourable effect on Tikehau Capital’s reputation or business, and thus have a negative impact on Tikehau Capital’s assets under management, revenue and results. 2.2.6 TRANSITION RISKS AND PHYSICAL RISKS RELATED TO CLIMATE CHANGE AND TO NATURE Risks related to climate change and to nature could adversely affect the activities of Tikehau Capital’s portfolio companies or of the funds managed by the Group. The expected adverse effects of climate change and biodiversity loss may affect, depending on their location or type of activity, Tikehau Capital's portfolio companies or the funds managed by Tikehau Capital, in particular by affecting (i) their physical integrity or the operability of their sites of activity or (ii) by influencing the resilience of their business models. The potential impacts of these risks may affect production capacities, employee health and safety, operational costs and insurance coverage capacities. Direct physical risks may concern, for example, an increase in the risk of flooding generating damages and a shutdown of activity or, in the longer term, a negative impact on the sustainability of and the quality of access to and supply of potentially scarce resources, such as access to raw materials, water or energy. The effects can even lead to the displacement of activities due to, for example, the rise in sea levels. Transition risks will affect the ability of companies to adapt to the effects of climate change depending on the resilience of their activity (inability to substitute for potentially scarce resources, total or partial ban on the activity or use of raw materials, change in customer behaviours), of their industrial model (inability of production and distribution facilities to meet regulatory, energy or supply chain constraints) or of their economic model (inability of the company to maintain a certain level of economic performance if it encounters all or some of the risks mentioned above). Each of the aforementioned elements can lead to physical damage to sites that have become inoperative, to reputational risks or to legal proceedings in the event of damage caused to the environment or of the calling into question of business models that have become unsustainable, due to potentially scarce and/or protected resources or due to the disruption of the industrial or economic models of the companies concerned. For Tikehau Capital, these elements could then result in (i) a loss of value of its investments, in particular with regard to the real estate assets of portfolio companies, (ii) an obstacle in its future development given the image and reputation risk generated by a poor management of said risks generally resulting in a material adverse effect on its business, financial position and results. 2.2.7 RISKS IN RELATION TO RETAINING TEAMS AND “KEY PERSONS” The inability of Tikehau Capital to recruit and retain employees could cause it to lose investor‑clients and result in a decline in its assets under management, revenue and earnings. The success of the Asset Management activity of Tikehau Capital depends largely on the talent and efforts of its highly skilled workforce and its ability to contribute to their development in order to support the growth of the business in the long‑term. Portfolio managers, financial analysts, product specialists, sales personnel and other professionals operate in a highly competitive labour market. The ability of Tikehau Capital to attract and retain excellent employees depends on the Group’s reputation, the remuneration and benefits granted to its employees, and its commitment to ensuring the renewal of management positions, particularly by contributing to the development and training of qualified people. There is no guarantee that Tikehau Capital will successfully continue its efforts to recruit and retain staff, or that it will effectively manage the career development of its employees. If Tikehau Capital were unable to recruit, motivate and retain high‑quality employees, its competitive strengths and its ability to retain its investor‑clients could be negatively affected. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT123
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2. – – Risk and control Risk factors Tikehau Capital is dependent on an experienced and stable executive team. The success of Tikehau Capital is highly dependent on the skills and expertise of its executive and management team, the members of which have extensive knowledge of the Group’s sector, its challenges and its investor‑clients, and who have played, since the Group’s creation, and will continue to play a key role in its growth and continued business development. The retention mechanisms in force to retain key employees include performance share programmes, stock option programmes, long‑term incentive plans and the possibility of investing in a company that is a shareholder of Tikehau Capital Advisors benefiting from a 20% carried interest available for closed‑end funds managed by Tikehau Capital. These mechanisms may prove insufficient to ensure the loyalty or motivation of the management team, given the competitive nature of recruitment in the Group’s sector. In particular, the loss of a key member of the Group’s executive and management team, especially if an adequate replacement is not found in a timely manner, could have a material adverse effect on its reputation, its business, operating profit and financial position. Tikehau Capital relies on key individuals to manage the funds during their investment periods. Many of its funds include provisions that provide that the departure (or reduction in substantial involvement with the fund) of more than a specific limited number of identified key persons connected with such fund or the Group within a given period, results in a suspension of new investments by the funds until a suitable replacement has been found and required approvals have been obtained. In some funds, the departure of more than a specific number of key persons may also give rise to the replacement of the manager of the fund. Certain employees are designated as “key persons” within funds managed by the Group in accordance with these clauses. As a result, the departure of certain key persons from the Group or their inability to devote sufficient time to managing the funds in question could result in the temporary or permanent termination of new investments by such funds. Any interruption in the investment periods of its funds could have a material adverse effect on the Group’s reputation, growth in the Group’s assets under management, the fees earned by the Group for managing such funds or the ability of the managed funds to achieve their investment objectives. 2.2.8 RISKS OF A HALT TO DEVELOPMENT (ORGANIC AND/OR EXTERNAL GROWTH), OR OF SHRINKAGE OF BUSINESS ACTIVITIES Demand from Tikehau Capital’s investor‑clients depends on factors beyond its control and which affect the asset management market generally. Several factors beyond the control of Tikehau Capital could significantly impact investor‑client demand in its Asset Management activity. Unfavourable market conditions may limit net inflows under the combined effect of a reduction of new investments in Group vehicles and, for activities carried out through open‑ended funds, increased requests for withdrawal from the funds managed by Tikehau Capital. These factors include, in particular: If demand by Tikehau Capital investor‑clients were to be adversely impacted by any of these factors, net inflows and assets of Tikehau Capital would decline accordingly, thus lowering its revenue and earnings. Investor‑client demand for the asset classes managed by Tikehau Capital could decline. Tikehau Capital offers a wide range of solutions across its business lines. Investor‑client demand for certain asset classes could, however, vary from one year to another and in different markets, depending in particular on the attractiveness of a particular asset class or changes in applicable regulations and tax frameworks. In addition, new attractive asset classes could emerge, some of which may not already be part of the Tikehau Capital product offering. A concentration of demand in asset classes other than those managed by Tikehau Capital could affect its competitive position, reducing its assets under management and net revenue from management, and negatively impacting its results. External crises, such as those linked to the macroeconomic context and the volatility of the equity, fixed income and credit financial markets, as well as the geopolitical situation involving Russia and Ukraine and the Middle East, could affect investor‑client demand for the asset classes managed by Tikehau Capital. the macroeconomic environment in general, or more specifically in the countries in which Tikehau Capital markets its products, which may affect the ability of investors to invest; P the performance of markets for listed securities, in particular in countries where Tikehau Capital sells its products, which may impact demand from Tikehau Capital investor‑clients and the amounts of their investments in existing or new strategies; P the level of interest rates and the performance delivered by products in competition with those of Tikehau Capital in the countries in which Tikehau Capital operates; P tax arrangements that favour competing products, and any change or proposed change to existing arrangements favourable to Tikehau Capital products; or P any regulatory changes impacting the financial markets and asset managers, and in particular any regulatory P requirement making Tikehau Capital products less attractive, as well as regulatory changes that impact the ability of market participants to invest in Tikehau Capital products. 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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Risk factors In Capital Markets Strategies, Tikehau Capital’s investor‑clients may request withdrawal of their assets from its funds at any time. Management fees accounted for 98% of the revenue generated by Tikehau Capital’s Asset Management activity in 2025 (amounting to €374.3 million); these fees are primarily calculated based on fee‑paying assets under management. A significant number of the funds managed by Tikehau Capital (approximately €6.2 billion, i.e. 12% of Tikehau Capital’s assets under management as at 31 December 2025) are open‑ended, where investor‑clients may seek to exit at any time by requesting the redemption of all their shares. If financial markets were to deteriorate, if the return recorded on Tikehau Capital products were not sufficient, or if investor‑clients were not satisfied with the quality of the services provided by Tikehau Capital (for example with regard to the performance of products or the format of the reporting), the pace of requests for redemption or withdrawals from the funds could accelerate. These withdrawals and redemptions would have an immediate negative impact on the Group’s assets under management, revenue and results. The current macroeconomic and geopolitical context could increase the probability of withdrawal requests by investor‑clients seeking sources of liquidity. The decision by Tikehau Capital of whether or not to give financial support to certain funds could expose it to significant losses. Although it is under no legal or regulatory obligation to indemnify losses sustained by its funds, or to support its funds in the event of a liquidity crisis, Tikehau Capital could voluntarily decide to provide financial assistance to those of its funds sustaining significant losses (in particular to prevent clients from quickly withdrawing their assets) or encountering liquidity issues as a result of significant numbers of withdrawal requests. Any support given to these funds could consume capital and force Tikehau Capital to raise cash to meet the needs of the funds concerned. Moreover, the decision by Tikehau Capital to refrain from aiding those funds or its inability to do so could damage its reputation and cause a decline in its assets, its revenue and earnings. In the current macroeconomic and geopolitical environment, the risk of providing or not providing financial support to certain funds could expose it to significant losses, and could increase, even if, as at the date of this Universal Registration Document, no such need has been brought to the Group's attention. Tikehau Capital may not be able to implement successful external growth transactions. Although Tikehau Capital believes that organic development constitutes its main source of future growth, the Group contemplates certain external growth transactions in order to strengthen its management platforms and expand its geographic presence and product offering. Tikehau Capital could however not be able to identify attractive targets or conclude transactions in a timely manner and/or under satisfactory terms. Moreover, Tikehau Capital could not be able, particularly bearing in mind the competitive environment, to complete the contemplated external growth transactions in light of its investment criteria, which could have a significant negative impact on the implementation of its strategy. In addition, in order to obtain the authorisations required for acquisitions from the relevant authorities in one or more countries, it is possible that Tikehau Capital would be forced to accept certain conditions, such as the sale of certain assets or branches of business and/or commitments that would restrict the pursuit of its business. External growth involves risks and notably: (i) the assumptions in the business plans underlying valuations may not materialise, particularly with regard to synergies, expected savings and changes in the relevant markets; (ii) the Group may not be able to successfully integrate acquired companies, their technologies, their areas of expertise and/or their employees; (iii) the Group may not be able to retain certain key employees or key customers of the acquired companies; (iv) the distribution partnerships may fail to attract customers and increase Tikehau Capital's net outflows; (v) Tikehau Capital could increase its debt in order to finance its acquisitions, or remunerate the acquisitions through the issuance of new shares; (vi) the target companies' systems, as well as the monitoring of assets under management or the asset management and internal reporting of these target companies, may not be aligned with those of the Group; and (vii) Tikehau Capital may make acquisitions at an inopportune time in the relevant market. The expected benefits from future or completed acquisitions may not materialise in the timeframe and at levels expected, or at all, and could affect the financial position and earnings of Tikehau Capital, as well as its prospects. Tikehau Capital is exposed to a risk of fluctuation in its results. Tikehau Capital has experienced in the past and could experience in the future significant fluctuations in its results due to a number of factors affecting (i) its Asset Management activity, such as variations in its management or performance fees, in its operating expenses or the intensity of competition in its market, and (ii) its Investment activity, such as variations in the valuation of its assets (in particular listed assets), dividends or interest received, the timing of its realisation of underlying gains and losses, its level of indebtedness, and changes in macroeconomic and market conditions. Tikehau Capital’s Investment activity and its strategy also present a risk of loss of the amounts invested either in the Group’s strategies or through balance sheet investments, for example if the fund does not achieve the expected performance objectives or if the company in which the investment was made is bankrupt or faces serious difficulties. No guarantee can be given as to the realisation of profits from the Group’s investments or even the recovery of sums invested or due. There can be no assurance that the investments made by Tikehau Capital will generate profits, nor that the amounts committed by Tikehau Capital in connection with its investments will be recovered. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT125
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2. – – Risk and control Risk factors Tikehau Capital may not be able to develop new products and services or to meet the demand of its investor‑clients through the development of new products and services, which are also likely to expose it to operational risks or additional costs. The performance of Tikehau Capital depends, in particular, on its ability to develop, market and manage new services and products, while being able to meet the demand of its investor‑clients. The development and introduction of new products and services on the market require continuous efforts in innovation, as well as investment in time and significant resources. The introduction of new products and services is an important factor for risk and uncertainties, requiring the introduction of new relevant control systems, to meet changing demand and markets, to ensure the competitiveness of these products and services and their compliance with regulatory requirements. If Tikehau Capital were no longer able to support its efforts towards innovation, or to successfully launch new products, its assets, its revenue and earnings could be adversely affected. Tikehau Capital may not be able to obtain dedicated fund management from new institutional clients or may be forced to renew existing contracts on unfavourable terms. Tikehau Capital may not be able to obtain dedicated fund management from new institutional clients or may be forced to renew existing contracts on unfavourable terms. Tikehau Capital is regularly entrusted with the management of dedicated funds as a result of tendering processes. Despite the significant time and resources devoted to the preparation of these tenders, unless attractive terms are offered by the Group, Tikehau Capital could fail to win new contracts. Furthermore, Tikehau Capital may fail to retain existing contracts if it does not meet certain requirements of, or objectives set out in, such contracts. To combat competitive pressure, Tikehau Capital may have to reduce the amount of its fees, which would impact its profitability. Furthermore, and in order to encourage investor‑clients to renew their contracts on expiry or prevent their termination, Tikehau Capital could be forced to revise its fee terms downward, negatively impacting revenue and margins. Conversely, Tikehau Capital could lose its clients to competitors, resulting in a reduction in assets under management and associated revenue and a negative impact on its results. Tikehau Capital is exposed to significant competition. The alternative asset management market is highly competitive. The main competitors of Tikehau Capital are asset managers, some of which offer similar products to those of Tikehau Capital. This competition is based on a number of key factors: returns generated by investments, amount of fees charged, quality and diversity of the range of products and services, name recognition and reputation, efficiency of distribution channels, capacity for innovation, etc. In the asset management industry, management fees are generally calculated by applying a percentage to the assets under management, the fee rate depending in particular on the nature of the product and other factors. Although Tikehau Capital seeks to offer customers ground‑breaking solutions, a broad choice of investments remains available to investors, notably institutional investors who are the main investor‑clients targeted by Tikehau Capital. Institutional clients generally use tendering processes. Unless it succeeds in providing differentiating services as part of its offer, Tikehau Capital could be forced to reduce its fee rates to address competitive pressures, avoid loss of clients and/or launch new funds and strategies, which would lead to a decrease in its assets under management, revenue and results. In addition, the entry of new players into the asset management market would increase competition, and could have a material adverse effect on Tikehau Capital’s business, operating profit, financial position and prospects. Finally, asset management products compete with other types of investments offered to investors (equity, vanilla and structured bonds, regulated and non‑regulated bank deposits, real estate, etc.), and investors may prefer these other investments to those provided by Tikehau Capital, adversely impacting its ability to raise funds for its investments and its performance and results. Tikehau Capital's share price may not reflect the Group's maximum value for its shareholders, notably given the risks related to the volatility of listed securities markets and the liquidity of Tikehau Capital shares. The market price of Tikehau Capital shares may be subject to significant fluctuations, regardless of the Group’s results and prospects, due to factors such as the liquidity of the shares, speculative trading or fluctuations in the financial markets. These changes may result in a capital loss for Tikehau Capital shareholders. This risk is heightened in an uncertain macroeconomic and geopolitical environment and leads to increased volatility in the listed securities markets. For example, the block sale carried out by Esta Investments in November 2025 led to a significant decrease in the Tikehau Capital share price, with no correlation to the performance of the underlying activities. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 126
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Risk factors 2.2.9 RISKS RELATED TO THE LEGAL FORM, ARTICLES OF ASSOCIATION AND ORGANISATION OF TIKEHAU CAPITAL The Company’s main shareholder (Tikehau Capital Advisors) controls the Company due to the Group’s legal structure, and any person seeking to take control of the Company may not, in practice, do so without first securing the consent of Tikehau Capital Advisors. Given the legal structure of the Company as a partnership limited by shares (société en commandite par actions), a shareholder who might obtain control of the majority of the Company’s share capital and attached voting rights, including through a tender offer, will be unable to control the Company without having received, pursuant to legal provisions and the Company’s Articles of Association, the agreement of Tikehau Capital Commandité, a company wholly‑owned by Tikehau Capital Advisors, acting as general partner. Such an agreement would, in particular, be necessary for making the following decisions: As a result of the foregoing, any shareholder who is able to take control of the Company’s share capital and attached voting rights and who seeks to amend the Company’s Articles of Association, appoint one or more new Managers or terminate the office of one or more Managers will not have the practical ability to do so without the agreement of Tikehau Capital Advisors. These provisions are therefore likely to prevent a change of control of the Company without the agreement of Tikehau Capital Advisors. As of 31 December 2025, the share capital of Tikehau Capital Advisors was divided between the founders and the management of Tikehau Capital who hold together, through various structures, 68.81% of the share capital and voting rights of Tikehau Capital Advisors, and a group of institutional shareholders with the balance of 31.19%. The Managers of the Company have extremely broad powers. The management of the Company is exercised by two Managers, AF&Co Management, whose Chairman is Mr Antoine Flamarion and which is wholly‑owned by AF&Co, a company controlled by Mr Antoine Flamarion, and MCH Management, whose Chairman is Mr Mathieu Chabran and which is wholly‑owned by MCH, a company controlled by Mr Mathieu Chabran. The Managers of the Company have the broadest of powers to act in all circumstances on behalf of the Company. Moreover, it is clear from the legislation applicable to partnerships limited by shares and the Company’s Articles of Association that the removal of a Manager can only be decided by unanimous resolution of the general partners, or by the Commercial Court for a legitimate cause at the request of any shareholder, or (pursuant to Article L.226‑2 of the French Commercial Code and Article 8.1 of the Company’s Articles of Association) at the request of the Company. Tikehau Capital Commandité is the sole general partner of the Company and is wholly‑owned by Tikehau Capital Advisors, whose Chairman is AF&Co, a company chaired by Mr Antoine Flamarion, and whose Chief Executive Officer is MCH, a company chaired by Mr Mathieu Chabran. Accordingly, any desire of the limited partners of the Company (even with a very large majority) to terminate the duties of Manager of AF&Co Management and MCH Management will require an application to the courts for such termination. Given these conditions, there is no certainty for the shareholders that they will be able to remove the Managers. Moreover, the powers of the limited partners are restricted to a small number of decisions such as, for example, the amendment of the Company’s Articles of Association (noting that any such amendment also requires the prior agreement of the general partner), the approval of the financial statements and the proposal for the allocation of income, the appointment or resignation of the members of the Supervisory Board or the appointment and dismissal of the Statutory Auditors. Whilst the Supervisory Board and its Committees exercise control of the management of the Company and, as such, may ensure that the Managers do not exercise their management authority abusively (within the limits of their duties of supervision), they may under no circumstances control the Managers’ actions nor remove the Managers. In addition, the limited partners (i.e. the holders of securities subscribed for or acquired on the market) will be unable to institute effective checks and balances against the Managers (though, in the event that a fault of the Managers could be claimed, one or more limited partners could take action ut singuli, i.e. on behalf of the Company against the Managers). As a result of the foregoing, the shareholders of the Company will be limited in their ability to influence the actions of the Company and may not be able to effectively counteract any decisions or strategies of the Company undertaken by the Managers with which they disagree. appointment or removal of a Manager;P amendment of the Company’s Articles of Association; andP appointment of new general partners.P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT127
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2. – – Risk and control Risk management culture and compliance obligations 2.3 Risk management culture and compliance obligations Risk management is at the heart of the Group’s business lines and everyone is responsible for internal control, from the management and control bodies to Group employees as a whole. This organisation is based on an environment that promotes a culture of risk management, by applying to each situation that requires it the principles of identification, evaluation, control and reporting of these risks, whether they relate to market or financial risks, operational risks or non‑compliance risks. This culture is fully associated with the promotion of honest and ethical behaviour by all. To this end, the Group has defined the key principles expected of each of its employees, in particular on the topics described below. 2.3.1 CODE OF ETHICS A Code of ethics has been issued to all Group employees. It aims to specify the obligations of Group employees to comply with regulations and professional ethics for third‑party managers and the environment for listed companies. This procedure is based on regulations governing Tikehau Capital’s business and on generally accepted professional Codes of conduct, including those of key professional associations of which Tikehau Capital is a member. The main subjects addressed in the Code of ethics are the following: In addition to this Code of ethics, the Group has defined Group policies covering in particular: 2.3.2 BUSINESS PRACTICES Code of Conduct Compliance with ethical principles is a fundamental pillar of the Group’s Asset Management and Investment activities and a key element for its reputation. In all of its actions, Tikehau Capital is committed to complying with rules of conduct with respect to all its stakeholders and in the way it conducts its business. This code is not exhaustive and should be considered as a complementary tool to other existing policies; it aims to bring together, in a single document, the Group’s main commitments, policies, procedures and expectations in terms of the behaviour of both its employees and its main stakeholders. It covers the following topics: All Group employees receive dedicated training in the rules of the Code of Conduct and, where relevant to their activities, teams are made particularly aware of the risks of non‑compliance of all kinds, and training and systems have been put in place to prevent certain breaches and economic offences that may occur in the conduct of the Group's activities (insider trading, fraud, corruption, tax evasion, money laundering, financing of terrorism, etc.). the procedures for the protection and management of personal and/or insider data and confidentiality (including physical security, clean desk policy and professional confidentiality obligation); P the rules for written communication and social media usage; P personal transactions;P gifts, invitations and other benefits to employees;P procedures for combating money laundering and the financing of terrorist activities and procedures for the management of market abuse; P declarations of activities outside the Group;P donations and political contributions where applicable;P whistleblowing procedures for potential cases of non‑compliance. P a procedure to combat money laundering and the financing of terrorism; P a code defining the obligations and procedures to be followed in the fight against money laundering and the financing of terrorism; and P whistleblowing procedures.P relations with customers, suppliers and external stakeholders (e.g. responsible marketing and communication); P rules of conduct on protection and reputation (e.g. cybersecurity and data protection); P anti‑corruption conduct rules (e.g. lobbying);P rules of conduct for governance;P social conduct rules (e.g. freedom of association, diversity policy and the fight against harassment); P environmental approach (commitments and eco‑friendly actions); and P application of the Code of Conduct (whistleblowing platform, speak‑up culture and penalties policy). P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 128
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Risk management culture and compliance obligations In terms of the fight against tax evasion, Tikehau Capital has set control measures to ensure that its operations comply with tax laws and regulations. Tikehau Capital is bound to comply with the new requirements regarding tax declaration obligations, and will work to implement the new obligations that are part of anti‑tax evasion rules implemented globally. The teams of each of the Group’s entities are especially aware of the risks of non‑compliance, including risks relating to tax evasion. For its Investment activity, any company exposed to tax havens is scrutinised by the compliance team. More generally, through this Code of Conduct, the Group reiterates the general principles of complying with the agreements, laws and regulations applicable in all the jurisdictions that govern it, as well as with the international commitments and agreements that the Group has adopted, respecting human rights and the environment wherever the Group’s activities are developed. Tikehau Capital acts in accordance with the International Bill of Human Rights, the United Nations Global Compact ("UNGC"), and the Guidelines for Multinational Enterprises of the Organisation for Economic Co‑operation and Development ("OECD"). In this context, the Group is also committed to respecting high standards in terms of CSR and to adopting ethical behaviours. It subscribed to the United Nations Principles for Responsible Investment and the United Nations Global Compact, and cooperates in these initiatives. Anti‑corruption system Among these principles, the fight against behaviours or actions contrary to business ethics, such as corruption or influence peddling, is essential. This Code of Conduct sets out the definition of illicit behaviour (corruption, influence peddling, abuse of corporate assets, etc.), the associated risks for the development of the Group’s activities, the guidelines to be adopted and a procedure established to ensure the implementation of the system (i.e. roles and responsibilities, whistleblowing procedure, associated sanctions). The Group encourages the use of fair practices by both its teams and service providers. Similarly stringent requirements are set for the companies in which the Group and the funds managed by the Group invest. In addition to the Code of Conduct, the anti‑corruption system is based on: Lastly, internal and external accounting controls are intended to ensure that the books, registers and accounts are not used to conceal acts of corruption or influence peddling. Fight against money laundering and terrorism financing Asset managers and investment service providers are required to report to an anti‑money laundering unit under the authority of the French Minister of the Economy, Tracfin (the acronym translates as “Intelligence Processing and Action Against Circuits of Illegal Financing”), any amounts recorded in their accounts that they suspect may derive from drug trafficking or organised crime, any unusual transactions exceeding certain amounts and all amounts and transactions that they suspect to be the result of an offence punishable by a term of imprisonment longer than one year or which may contribute to the financing of terrorism. The Group’s Compliance teams are in charge of monitoring the existence and implementation of procedures relating to the prevention of money laundering or the financing of terrorism; they make it possible to identify the client (as well as the actual beneficiary) in any transaction (“KYC”, see the Glossary in Section 10.7 of this Universal Registration Document). These same teams carry out second‑level checks on money laundering and terrorist financing risk assessment and management systems adapted to the operations and clients concerned. Regular training sessions are provided to all employees concerned by these systems, in order to maintain a high level of awareness of these issues. Responsible investment policy and responsible purchasing charter Tikehau Capital is committed to respecting stringent CSR standards. Accordingly, the investment policy is based on a responsible investment strategy that is integrated into the Group’s activities. Subject to both financial and non‑financial responsibilities, Tikehau Capital’s investment teams place ESG criteria at the heart of their decisions. Entitled “Sustainability by Design”, this ESG approach applies to all investments made as part of the Group’s Asset Management and Investment activities and is integrated into the evaluation procedures of all Group employees. an internal whistleblowing system designed to collect reports from employees concerning the existence of conduct or situations contrary to the Group’s Code of Conduct. In particular, as part of its anti‑corruption and duty of care policies, a whistleblowing system may be used by all Group employees; P risk mapping exercises in the form of regularly updated documentation designed to identify, analyse and prioritise the Company’s risks of exposure to external solicitations for the purpose of corruption, notably according to the P business sectors and the geographical areas in which each Group company operates; procedures for assessing the situation of third parties (notably leading clients or suppliers); P a training programme for the managers and employees most exposed to the risks of corruption and influence peddling; P a system for reviewing patronage, sponsorship and political contributions, depending on the region; and P a disciplinary regime to sanction employees in the event of a breach of the Code of Conduct. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT129
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2. – – Risk and control Risk management culture and compliance obligations It is based notably on the Sustainable Investment Charter which sets out: Applying a similar level of requirements to its investments and those of its funds under management, the Group wishes to continue its efforts to meet high standards and requirements by strengthening its responsible purchasing policy, in order to integrate even more into its selection criteria, its vigilance and assessment of the systems put in place by suppliers and their subcontractors in terms of (i) anti‑corruption measures, (ii) human rights, labour law and development of human potential compliance, (iii) business ethics, (iv) confidentiality and intellectual property, (v) the environment, and (vi) supply chain. In this approach, the Group has defined and made available to its teams standard clauses expected for the drafting and negotiation of contracts with its suppliers. This policy is also formalised in a document that is regularly updated and available on the Company’s website. 2.3.3 STOCK MARKET PROFESSIONAL CODE As part of the listing of the Company’s shares on the regulated market of Euronext Paris, a Stock Market Professional Code was adopted by the Company’s Supervisory Board. It aims to outline the stock market regulations applicable to corporate officers and persons of a similar level, to permanent insiders as well as occasional insiders. It summarises the applicable laws and regulations, as well as the administrative and/or criminal penalties for failure to comply with such laws and regulations, and details the implementation of preventative measures enabling any person to invest in Company securities whilst complying with the rules of market integrity. 2.3.4 MANAGEMENT OF CONFLICTS OF INTEREST Regulatory constraints (and, if applicable, the constraints specific to certain funds/mandates as may be required by the governing documents) require the regulated entities of Tikehau Capital to: Conflicts of interest may potentially exist when Group entities or their employees are in situations in which such entities or employees can obtain financial gain or avoid financial loss at the expense of assets of the investor‑clients. Concerning conflict of interest management in particular, Tikehau Capital has implemented a policy to avoid situations where there is a risk of conflict of interests and to manage the various interests involved in the provision of investment services to investor‑clients. The Group's Compliance Department is responsible for drawing up an inventory of conflicts of interest and implementing measures to prevent them, including the documentation of policies and procedures for preventing potential conflicts of interest. It updates this conflict of interest management and prevention procedure and the records of all instances of conflict that arose and were resolved. If necessary, the record can be used to demonstrate that the resolution of the conflict prioritised the interests of the investor‑clients. Finally, the Group’s regulated activities are organised according to specific procedures to avoid creating a situation of conflict of interests. Procedures are put in place at the level of each asset management company to review and control the rules for the allocation of investments made for the accounts of the investment funds managed or advised and for mandates entrusted to them by investor‑clients. Such allocations are documented to demonstrate that they respect the interests and rules of fair practice towards the investor‑clients (fund investors and mandators) of these Group entities. The application of the allocation policy is validated and monitored by the Compliance and Internal Control teams. the founding principles of the Group’s approach to sustainable development, which are an integral part of the investment processes; P the four main pillars applicable to all of the Group’s activities: P exclusion: exclusion of certain risky sectors, behaviours and jurisdictions to protect value, 1. ESG integration: incorporation of ESG factors in financial analysis to increase value, 2. engagement: working with management and/or governance bodies to identify value‑creating ESG measures, 3. themed and impact investing: meeting societal challenges while generating competitive financial returns for investors; 4. the policy defined to combat climate change and protect biodiversity; P the internal control system associated with the implementation of the Charter; and P moreover, the Group prohibits agreements and behaviours that could be qualified as anticompetitive. P identify conflict of interest situations;P manage conflict of interest situations;P record any resolutions adopted to achieve conflict management (record of conflicts); and P provide the necessary transparency for investor‑clients on conflict resolution. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 130
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Internal control Where an investment opportunity is eligible for the investment strategy of several funds or mandates, the portfolio manager must prepare a pre‑allocation among the various investment vehicles and mandates by applying the following rules: 2.3.5 FRAUD PREVENTION Fraud prevention is an integral part of the control system and of the promotion of sound and effective risk management. It is based on regularly raising the awareness of all employees to examples of external or internal fraud that could result in financial or reputational damage to the Company or its subsidiaries. A policy has also been formalised at Group level to specify the principles and mechanisms expected of each person taking part in the fraud prevention system. 2.3.6 PERSONAL DATA PROTECTION POLICY The Group has drawn up a personal data protection policy, which is available on the Company’s website. In accordance with the General Data Protection Regulation ("GDPR"), the purpose of this policy is to inform all individuals about how the Company collects and uses personal data, how to control this use, how the Company communicates such data to third parties when necessary, and how and under which conditions the confidentiality of personal data is protected. The Company has set up an internal procedure to deal with requests from individuals regarding the exercise of their rights on the processing of their personal data (in particular, their rights of access, rectification, opposition, their right to portability, and the withdrawal of their consent) and any complaints they may have. This system involves cooperation among the various departments involved (Information Systems, Legal, Communication, Risk Management, Internal Audit) in order to be able to analyse an incident involving personal data and, if necessary, to notify any such breaches both to the French Data Protection Authority ("CNIL") and to the relevant individuals, in compliance with the terms of the GDPR and the applicable legal provisions. 2.4 Internal control 2.4.1 ORGANISATION OF THE COMPANY’S INTERNAL CONTROL SYSTEM 2.4.1.1 Definition and objectives of internal control Internal control is a system within the Company and its subsidiaries, defined and implemented under their responsibility, which seeks to ensure: By participating in the prevention and control of risks and particularly the risks of failing to achieve the objectives set by the Company for itself, the internal control system plays a key role in the steering and management of its various activities. With the first and second lines of defence, its main objective is to reduce all the risk factors inherent to the Group’s activities to residual risks subject to specific control and management measures, and to the level of appetite or tolerance acceptable in light of the levels defined by the Managers and reviewed by the Supervisory Board. These are essentially processes implemented by the Company or its subsidiaries on an autonomous basis, and intended to provide the Group with reasonable assurance that the transactions are, in accordance with the objectives, actually carried out and optimised, that the financial information is reliable and that laws and regulations are complied with. However, internal control cannot guarantee that the Group's objectives will be achieved. the investment capacity of each fund/mandate eligible for the investment; P the specific management constraints of each fund/mandate (regulatory, contractual or statutory); and P the maturity of the funds/mandates with regard to the investment period. P compliance with applicable laws and regulations;P the application of instructions and guidelines set by the Managers or the executive management of each Group entity; P the application and proper running of the internal processes of the Company and its subsidiaries, including those relating to the safeguarding of their assets; P the reliability of financial and accounting information;P the reliability of sustainability information; andP in general, its contribution to the control of their activities, the efficiency of their operations and the efficient use of their resources. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT131
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2. – – Risk and control Internal control The control system and its related procedures also aim to provide a framework for the preparation and monitoring of sustainability information, as well as the ESG indicators defined by Group business line. This system is based notably on the work carried out to draw up the double materiality map, which is analysed in parallel with the other mapping exercises implemented at Group level, as detailed above. Lastly, the internal control procedures put in place are designed to ensure the quality of accounting and financial information and sustainability information, and notably: ➤ Challenge strategy and objectives ➤ Challenge defined risk appetite and tolerance Tikehau Capital Supervisory Board ➤ Definition of strategy and objectives ➤ Definition of risk appetite and tolerance Managers of Tikehau Capital➤ ➤ Preparation of the Group major risks mapping - Challenge risks evaluation and assessment on internal controls implemented and ensure that these risks are monitored in the respect of risk appetite and tolerance defined by the Managers and the Supervisory Board Audit of the internal control toolset Internal Audit Operations (AM & Investment activities) Corporate support – AM and Corporate teams Residual risk mapping Risks Mapping of risks and identification of sources of risks Gross valuation of inherent risks ➤ ➤ Internal control toolset ➤ 2nd line of defence – Corporate support ➤ 1st line of defence – Operations to ensure the validity and completeness of the transactions entered in the accounts of the Company and its subsidiaries; P to ensure that management actions fall within the strategic guidelines adopted by the Managers or the executive management of each entity and that they comply with the Group’s internal rules; P to confirm the valuation methods of transactions and portfolio lines; P to ensure that transactions, including those that are off‑balance sheet, are properly associated to the relevant financial year and recorded in the accounts, including off‑balance‑sheet commitments, in accordance with current accounting standards, and that the accounting measures used for the presentation of financial statements comply with applicable regulations; P to ensure that sustainability reporting mechanisms are defined in accordance with the rules established by the Group and in line with the regulations in force; and P to check that the accounting, financial and sustainability information reflects fully and accurately the business activity and financial situation of the Company and its subsidiaries. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 132
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Internal control 2.4.1.2 Organisation of control functions Everyone is responsible for internal control, from the management and control bodies to all employees of the Company and its subsidiaries. The internal control system is organised to respond to both the specific regulations applicable to Asset Management activity and the specific obligations arising from the Company's status as a listed company. Each system is structured around an independent activity of its own and can be summarised as follows: Tikehau Capital Supervisory Board Tikehau Capital Managers General Management of Asset Management activity 2nd line of defence Compliance and internal control 1st line of defence Operations Capital Markets Strat. Credit Private equity Real assets Funds operations Client services Back Office Foreign offices 1st line of defence Operations Investments processes performed with the assistance of AM teams or countries Portfolio mgt Back Office 2nd line of defence Corporate support(1) Risk management Operations (Investment activity & Corporate) Operations (AM) Support functions (Finance, Legal, IT, Human Capital, etc.) 2nd line of defence Corporate support(1) 3rd line of defence Internal audit Compliance and Internal Control Risk management Support functions (Finance, Legal, IT, Human capital, etc.) Authorities External Audit The system is built on a model of three lines of defence, which make it possible to clarify each person’s responsibilities within risk management and to ensure a separation of the obligations and duties of those who take and manage risks from those who supervise or control them: Generally speaking, the managers, the functional and operational departments and the members of executive committees of the Group’s various entities are the focal points of internal control and risk management, as the main beneficiaries, but also as the key contributors to the due execution the internal control and risk management system. The organisation of the Company’s internal control is overseen by the Supervisory Board and the Audit and Risk Committee, as described below. Supervisory Board It is the responsibility of the Managers to report to the Supervisory Board on the main characteristics of the internal control system, its deployment within the Group and the measures implemented to improve it. Where needed, the Supervisory Board may use its general powers to carry out any inspections and verifications it deems necessary or take any other action it considers appropriate in the matter. The function of Corporate support can be dedicated to a company or an activity or be cross‑functional for the whole Group.(1) the first line of defence consists in the operational functions and their various operational managers, who are responsible for their own risks and for the controls put in place in relation to the processes in which they operate; P the second line of defence consists in the control and supervision functions and includes the Legal, IT, Finance and Human Capital support functions (depending on the relevant processes), as well as the Risk Management, Compliance and Internal Control teams. These functions ensure that risk management policies are effective and operational; P the third line of defence is provided by the Internal Audit team, which independently reviews and assesses the definition and effectiveness of the control system put in place by the first and second lines of defence. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT133
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2. – – Risk and control Internal control In accordance with the laws and the regulations applicable to the Company, the Supervisory Board is responsible for the permanent control of the management of the Company by the Managers, including notably the financial, accounting and sustainability information. To this end, it has the same powers as the Statutory Auditors. It makes a report to the Annual Ordinary General Meeting of the Shareholders, in which it indicates, in particular, the irregularities and inaccuracies noted in the annual and consolidated financial statements for the financial year. Ahead of the meeting, it is presented with the same documents, and at the same time, as the Statutory Auditors. Audit and Risk Committee The Audit and Risk Committee, a specialised Committee of the Supervisory Board, has the following main responsibilities: (See Section 3.4.2.1 (Audit and Risk Committee) of this Universal Registration Document). Managers The Managers have the broadest powers to act in the name and on behalf of the Company in all circumstances, in accordance with the law and the Company's Articles of Association, and represent the Company in its dealings with third parties. The Managers support the Group in closely associating risk management and internal control, which are based on a set of appropriate resources, procedures and actions to ensure that the necessary measures are taken to identify, analyse and control the risks liable to have a significant impact on the Group’s assets or on the achievement of its objectives, whether of an operational or financial nature, or as regards compliance with applicable laws and regulations, the effectiveness of operations and the efficient use of resources. The Managers submit their annual operating targets to the Supervisory Board as well as, at least once a year, their long‑term strategic projects. The Managers set multi‑year strategic guidelines in terms of CSR and present to the Board the methods for implementing this strategy with an action plan and the timespans within which such actions will be carried out. The Managers report annually to the Board on the results achieved. The Supervisory Board annually examines the results obtained and the advisability, where necessary, of adapting the action plan or modifying the objectives in view of changes in the Group’s strategy, technologies, shareholder expectations and the economic capacity to implement them. More generally, the Supervisory Board periodically reviews the positive or negative impacts on sustainability which are related to the Group’s activities, as well as the Group’s financial risks and opportunities in terms of sustainability. to review of the Company’s draft statutory and consolidated financial statements and the sustainability information that must be submitted to the Supervisory Board, with a view notably to verifying the conditions for their preparation and ensuring the relevance and consistency of the accounting principles and methods applied, in particular with regard to (i) the review of the choice of consolidation framework for the financial statements and the scope of consolidation of the Group’s companies, and (ii) the review of changes and adaptations to the accounting principles and rules used for the preparation of said financial statements to prevent any possible breach of these rules; P to review the consistency and effectiveness of mechanisms implemented for internal control procedures, risk management, professional ethics and, where appropriate, internal auditing, as regards the procedures for the preparation and processing of accounting, financial and sustainability information, without prejudice to its independence; P to review the section of the report concerning the main characteristics of the internal control procedures and risk management procedures put in place by the Company for the preparation and processing of accounting and financial information as contemplated in Article L.22‑10‑35 paragraph 2 of the French Commercial Code; P to review the multi‑year internal audit plan and, in general, monitor the results of the missions carried out and the progress of the recommendations issued by internal audit; P to review related‑party agreements, within the meaning of Article L.226‑10 of the French Commercial Code, falling within its remit, review of the conclusions of the report prepared by the Internal Committee on agreements relating to current transactions concluded under normal conditions and to conduct the annual review of the procedure for examining current agreements entered into at arm's length conditions and the results obtained during the past financial year, and present the results of this review to the Board; P to conduct the annual review of the presentation of the Group’s risk mapping, including financial risks, social responsibility risks and sustainable development risks; P to review, jointly with the Governance and Sustainability Committee, the Group’s impacts, risks and opportunities in terms of sustainability and monitoring their evolution; P to review, together with the Governance and Sustainability Committee, the Group’s annual consolidated sustainability information to be published by the Company, and monitor key aspects of the sustainability information drafting process; P to conduct the procedure for the selection of Statutory Auditors for the certification of the financial statements and the selection of the Statutory Auditor(s) and/or Independent Third‑party Organisation(s) ("ITO") for the certification of the information on sustainability and to give an opinion to the Managers on their appointment or renewal, as well as on their remuneration; P to review and monitor the independence of the Statutory Auditors and/or the ITO, notably by examining the details of the fees paid to them for the certification of the financial statements, the certification of the sustainability information and/or other services provided by each of the Statutory Auditors as well as by the members of the network to which they may belong, and to provide prior approval, if necessary, of the provision of the services referred to in Article L.822‑11‑2 of the French Commercial Code; P to review the work programme of the Statutory Auditors and, in general, monitor the Statutory Auditors’ statutory audit and certification work in relation to the information on sustainability by the Statutory Auditors or the ITO. 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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Internal control The Managers also rely on ad hoc committees, such as the Capital Allocation Committee, composed of representatives of the Group’s senior management, the operation of which is detailed below in the first‑level controls of capital investment operations. Third‑level control Internal audit The Internal Audit Department periodically ensures the regularity, security and efficiency of operations as well as the management of all types of risks across all Group entities. It carries out cross‑functional control over all activities and business flows. Controls take place according to a multi‑year schedule covering the main processes identified at least once per three‑year period. This schedule is based on either (i) a full review of an independent entity (company, branch) by country, or (ii) a cross‑functional department approach (business line teams or support functions). With the exception of one specifically required assignment, the multi‑year audit plan does not provide for the scheduling of individual audits per fund under management for one of the Group’s management companies. The multi‑year audit programme is defined, on the one hand, on the basis of the results of the risk mapping work and, on the other hand, on the basis of the assessment of the internal control system expected for each structure or activity. It may be updated and/or amended depending on changes in the Group’s scope, or on the emergence of a risk area identified during an audit or an update of the risk mapping framework, or at the request of the Managers or the executive management of the Group’s entities for specific missions. Such work can be organised around financial audit missions (review of financial statements, examination of systems and rules established to ensure the reliability of financial information), operational audit missions (review of main cycles of business and analysis of the organisation in place to ensure it can control risks and achieve the objectives set) or specific missions such as diagnostic or organisational assignments. Internal audit also includes in its audit controls and tests the review of the internal control systems put in place, both (i) at the level of the management companies and their activities, and (ii) at Group level. These systems aim to cover all the key processes of each business line, whether they are operational, financial or sustainability processes. Each assessment results in a report and proposals for improvement, the implementation of which is monitored. The Internal Audit Department presents its findings to the executive management of the Group entities and the relevant Audit and/or Risk Committees. The Internal Audit Department participates in the annual Internal Committee in charge of assessing the unregulated agreements existing within the Group (it also involves representatives of the Corporate division of the Legal Department, and the Financial Control and Accounting divisions of the Finance Department); its conclusions are reviewed by the Internal Audit Department and presented to the Audit and Risk Committee (see Section 3.5.3 (Procedure for reviewing customary agreements relating to arm's length transactions) of this Universal Registration Document). The Internal Audit Department reports functionally to the Managers and to the Audit and Risk Committee. Finally, its progress is regularly reported on by the Internal Audit Department directly to the Chairman of the Supervisory Board and during Supervisory Board meetings. Second‑level control Compliance and Internal Control The Compliance Department makes sure at all times, on the one hand of the compliance with regulatory requirements in third‑party management and, on the other hand, of the compliance with regulations on money laundering, terrorist financing, fraud, personal or professional ethics, internal and external corruption and circulation of inside or confidential information. It monitors regulatory changes and adapts and organises internal procedures so that the system is able to meet the organisational requirements of the local regulator of the country where the regulated activity is conducted. These obligations also include second‑level controls on sustainability information. Depending on their scope of intervention, the Compliance and Internal Control teams report to the Chairman of the Board of Directors of each asset management company, and functionally report to the General Counsel. They present their findings to the Compliance and Internal Control Committees or to the Boards of Directors of the various entities to which they are attached and also share their findings with the Internal Audit Department, who receives all of their reports. The Compliance Department performs second‑level controls and leads the permanent control system. Risk management The Risk Management teams carry out second‑level controls, mainly on market, credit, liquidity and counterparty risks, and define the valuations of investments made by the funds under management. They also carry out second‑level controls on ESG indicators specific to each business line for their funds and/or their investments. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT135
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2. – – Risk and control Internal control Given the nature of these activities, the Risk Management teams may sometimes be pooled between certain asset management companies. As such, the teams: The risk teams report to the Chief Executive Officers of each asset management company depending on the scope of their checks. They present their findings to the Risk Committees and/or the various entities to which they refer; a permanent guest of these Committees, the Internal Audit Department receives all of these reports. Finance Department and Tax Department The Finance Department of Tikehau Capital handles the core areas of finance, treasury, accounting and financial control (particularly portfolio management). As such, the team: The Finance Department reports to Tikehau Capital's Deputy CEO. The Tax Department is responsible for the core areas of preparing tax returns, and analysing the tax consequences of investment transactions or structuring funds; it reports to Tikehau Capital's Deputy CEO. Legal Department The Legal Department handles the review of contracts, assists where needed in the structuring of investment or the financing of transactions, and in the monitoring of regulatory provisions applicable in all the jurisdictions where the Group operates or is present. As such, the team: The Legal Department’s teams report to the Group’s General Counsel and are located in the operating structures and, if relevant, in accordance with any specific operational requirements. ESG team The ESG team is dedicated to ESG and climate issues across the Group, the funds managed by the Group and their investments. It is composed of members functionally and hierarchically integrated within each business line who are coordinated at Group level by a central team according to the following principles: The ESG team reports to Tikehau Capital's Deputy CEO. IT Department The IT Department handles all the core areas that define the structuring of the IT system and the security of IT infrastructure or business tools. The IT teams dedicated to business management tools and the IT teams dedicated to infrastructure all report to the Head of IT, who in turn reports to Tikehau Capital's Deputy CEO. The IT Department regularly communicates to the Compliance and Internal Control teams the results of security checks and action and development plans implemented at Group level concerning the IT systems of infrastructures or business lines. Human Capital Department The Human Capital Department is responsible for recruitment, career management and training, the preparation of compensation policies which will be reviewed by the Governance and Sustainability Committee, and the management of employee payroll and insurance schemes (health insurance, disability‑incapacity‑death coverage funds [prévoyance], etc.). verify that the Company and its investor‑clients are not exposed to financial risks beyond their threshold of tolerance; P check that market, liquidity, credit and counterparty risks are controlled and that management constraints are complied with; and P independently review the valuation of investments used in the funds under management. P carries out, where appropriate with the aid of external auditors, the preparation of the statutory accounting statements on a quarterly frequency and the consolidated accounting statements on a half‑yearly basis; P co‑ordinates and oversees the budgeting process and monitors budgetary implementation and financial control; and P supervises all Group financing and cash management transactions. P reviews all legal documentation for the structuring of funds or investments; P oversees compliance with regulatory requirements related to listed companies; P prepares the working documentation for the various governance bodies of the Company and its subsidiaries; P monitors any disputes or litigation;P monitors the legal aspects of external growth transactions and partnerships; and P undertakes regulatory and legal surveillance.P each business line team is responsible for (i) overseeing the integration of ESG policy into all activities and by all teams, (ii) increasing the ESG, impact, climate and biodiversity skills of the teams, (iii) participating in commitment measures with portfolio companies or in progress plans for real assets; P the central team is responsible for coordinating the Group’s sustainability policies, coordinating ESG efforts in a cross‑functional manner, preparing the specific reports required notably by the CSRD, and lastly leading the Group’s Committees working on ESG. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 136
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Internal control 2.4.1.3 For certain categories of staff, remuneration policies must notably comply with the provisions of the AIFM, AIFM II and UCITS V directives or the FCA's MIFIDPRU Remuneration Code. Organisation by legal entity The second‑level functions located in operating companies break down as follows: TIKEHAU CAPITAL CIC* /endash.case FINANCE /endash.case HUMAN CAPITAL /endash.case IT /endash.case LEGAL & TAX TIM CIC* – Human Capital – IT – Finance – Legal & Tax – Risks SOFIDY CIC* – Finance – IT – Human Capital – Legal – Risks TIM Japan CIC* TIM ASIA CIC* – Finance – IT TCE CIC* – Human Capital – IT – Legal TC NA CIC* – Finance & Tax – Legal IREIT Global Group CIC* – Finance Homunity & Opale Capital CIC* – Finance – IT – Legal * Compliance and Internal Control Entities with no FTE specifically employed for controlling function : Tikehau Amova Investment Management, TC Canada, TC Hong Kong, TC Israël, TC Korea, TC Middle East, TC Switzerland, Selectirente First‑level control The first level of control is the responsibility of the operational management of the various business lines and is exercised through functions such as the front, middle and back office (the latter can be outsourced) or other operational support functions. This level of control must ensure that transactions are authorised with the appropriate level of delegation and observe the risk policies laid down by the Company or its subsidiaries (including investment limits and strategies). IT architecture and security Tikehau Capital’s information system is built on the following principles: If the premises were to be completely destroyed or inaccessible, Tikehau Capital would be able to restart its information system and access all of its data in less than a day. The procedures to be implemented during such disaster are as follows: availability: several known and proven technologies are used by the Group. First, service virtualisation helps to completely overcome the physical characteristics of a server. It is possible to restart a service from any server, even if a physical server fails. Secondly, clustering services can detect and automatically switch from one node to another in the cluster in the event of physical failure. Finally, all equipment has a guarantee on parts and labour with four‑hour onsite callout seven days a week, 24 hours a day; P integrity: all data and systems information are consolidated on “SAN”-type storage (Storage Area Network). This technology consists of several servers comprising a storage P farm, the whole being highly redundant with several hundred terabytes of storage. If one of the drives malfunctions, the equipment sends alerts. The equipment is supported by the manufacturer, with parts replacement in less than four hours, every day of the year, until 2025. If one element fails, the system immediately rebuilds redundancy in the remaining elements. The system is such that an entire server can be lost without service disruption. Every day, data backups are made, thus allowing any information that might have been deleted accidentally or maliciously to be restored in minutes. Data backups are stored on a different drive array and on tape. Furthermore, each piece of equipment is twinned, with data from the Paris site, for example, being duplicated at the London site. Snapshots are replicated every day on the twinned equipment. In the event of a major system failure or theft, it is thus possible to retrieve all the information in less than half a day. A monthly offline backup is also in place in the event of corruption or unavailability of the backup system; security: the security of information systems is at the heart of the Group’s concerns and its processes. As such, Tikehau Capital invests in both tools and processes dedicated to cybersecurity and has an internal team dedicated to managing cybersecurity risks. The defensive arsenal put in place consists of several elements including (i) rigorous monitoring systems for vulnerabilities, (ii) regular employee awareness campaigns, (iii) the implementation of strong authentication systems, (iv) the evaluation of suppliers on IT security criteria, and (v) the implementation of routine checks including the aggregation of events for detection or investigation purposes. A particular effort is made to explain and educate employees and external stakeholders in order to raise everyone’s awareness of these issues. P the above‑mentioned twinned equipment, hosted on a separate site, containing all the data and which, until now, had been operating “passively”, is now declared “active”. To avoid any risk of confusion, the replication with the equipment from the destroyed site is deactivated; P physical servers on stand‑by are also present at the back‑up site: these are configured to access the data equipment and ready to be activated. Using the above‑mentioned virtualisation technology, services are restarted on these physical servers; P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT137
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2. – – Risk and control Internal control Computer systems tests are spread over the year. These cover different topics: remote server access through secure channels (should the premises become unavailable), restoration of old backed up data (time, quality, etc.), partial interruption of machines/servers, etc. Finally, a business continuity plan (“BCP”) has been set up. The BCP outlines the procedures to be followed in the event of a disaster. Depending on the severity and duration of the incident, the teams are relocated: working remotely or working from a fall‑back site for management and the middle office in particular. 2.4.2 INTERNAL CONTROL SYSTEM BY ACTIVITY 2.4.2.1 The Company and its subsidiaries have defined several levels of control, the objective of which is to ensure compliance with internal policies and procedures, as well as external regulations to which the Group is subject, and the identification and proper risk management relating to Tikehau Capital’s various activities. The main control and risk management systems can be classified according to the activities and companies concerned between: For the Asset Management activity, the compliance manuals of each asset management company are the main source of the following descriptions for these systems. This presentation is limited to the Group’s most significant asset management companies in terms of contribution to its performance: i.e. Tikehau IM, Tikehau Capital Europe, Tikehau Capital North America and Sofidy. This presentation therefore does not include IREIT Global Group, Selectirente, Homunity or Opale Capital. First level of internal control – Operational teams The first level of control is the responsibility of the operational management of the various business lines and is exercised through functions such as the front, middle and back office (the latter can be outsourced) or other operational support functions. This level of control must ensure that transactions made are authorised with the appropriate level of delegation, and comply with the risk policies laid down by the Company or its subsidiaries (including investment limits and investment strategies). First‑level controls carried out on Tikehau IM activities First‑level controls conducted by the investment teams involve checking: In the specific case of investments in closed‑end funds, investment decisions are subject to the approval of an Investment Committee appointed by strategy, which reviews the investment memoranda, the identity checks of investors carried out by the compliance and internal control teams, the recommendations of the risk teams where applicable, and the consistency of the investment with regard to the policy defined in terms of ESG criteria. Tikehau IM’s ESG Committee has a veto right upstream of the Investment Committee if the identified ESG risks are not considered acceptable or in line with the Group policy. Prior to their investments, the Compliance and Internal Control teams verify compliance with the allocation rules between funds with the same strategy and their co‑investors, where applicable. As part of the net asset control process, the middle office teams verify the following components: First‑level controls conducted by back‑office teams are outsourced to the administrators of the funds and involve checking: Furthermore, the system is based on the usual controls carried out by custodians, notably the monitoring of the investment rules and restrictions reported in the monitoring tool. once the services are rebooted, all that remains is to redirect email traffic to the back‑up site. To do this, the DNS (Domain Name Servers), whose domains belong to Tikehau Capital, are modified, in particular by informing them of the IP (Internet Protocol) addresses; P the majority of employees are now equipped with a laptop computer and a mobile phone enabling them to connect remotely regardless of their location; P employees can also connect remotely using Citrix technology or via SSL VPNs; P ® since some of the information used within the Group is obtained through Bloomberg , it is possible to reinstall the application on any computer in a few minutes and access all services. Market Data‑type data continues to be available during the back‑up procedure. P ® asset management; andP Investment activity of the Company and activities related to its functions as the Group’s listed holding company. P the consistency of orders with portfolio management policies (prospectus or mandate) and company policy; P the consistency between traded prices and market prices; and P pre‑trade and post‑trade controls (as the case may be) in accordance with the rules implemented in the FusionInvest monitoring tool for UCITS, or eFront in the case of closed‑end funds. P ® ® the reconciliation of cash positions;P the valuation of finance revenues;P the valuation of assets; andP the validation of the net asset value ("NAV") of the managed funds. P the correct reconciliation of assets;P the reconciliation of cash positions; andP the calculation of the net asset value.P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 138
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Internal control In the case of Capital Markets Strategies, fund managers record their individual and collective management transactions in FusionInvest . FusionInvest also interfaces with the custodians of the Tikehau IM’s UCITS and the account administrators under individual management mandates. Transactions in closed‑end funds are recorded in the eFront and/or Imogate tool. At each NAV date, information input to eFront is reconciled with the statements drawn up by the account administrators. Reconciliation between the “front” and “accounting” positions is conducted in accordance with the valuation procedure implemented by Tikehau IM, which is also applied by the custodians and account administrators. The middle office compares the valuations of portfolios in individual management or UCITS in collective management between those from front office data and those retrieved from the custodians and account administrators. FusionInvest facilitates the monitoring and control of valuations which is, as far as possible, automated for open‑ended investment funds. With regard to sustainability data, the investment teams must ensure that they comply with the Group’s sustainability policies and integrate sustainability into the investment process. As such, these teams are responsible for: First‑level controls carried out on the activities of Tikehau Capital Europe First‑level controls are carried out by the person responsible for the transactions and consist mainly in carrying out the following checks: With regard to sustainability data, the investment teams must ensure that they comply with the Group’s sustainability policies and integrate sustainability into the investment process. As such, these teams are responsible for: First‑level controls carried out by risk and compliance teams on the activities of Tikehau Capital North America The first‑level controls carried out by the investment teams of the CLOs mainly consist of the following checks: The first‑level controls carried out by the private secondary debt and infrastructure investment teams include: ® ® ® ® ® verifying that the investments are not subject to the restrictions provided for in the Group’s exclusion policy and the restrictions related to the constraints of the funds; P analysing the company on the basis of environmental, social and governance criteria, either by establishing an ESG score through the S&P Corporate Sustainability Assessment platform for companies, or through a proprietary ESG grid for real estate investments, or lastly through the analysis of controversies related to the company, which is carried out via an ISS score; P defining and prioritising engagement and voting actions with portfolio companies; P implementing the action plans defined to mitigate environmental risks; P identifying and monitoring controversies related to sustainability issues; and P ensuring the necessary transparency of sustainability information by providing the elements required by regulations in reporting. P review of the correct recording of purchases;P control of the due recognition of transactions by the custodian; P an at least monthly review of the value of all assets invested by the different CLOs; and P control of the investment rules and restrictions reported in the trustee’s reporting as well as the revenue calculated for each CLO on a quarterly basis. P verifying that the investments are not subject to the restrictions provided for in the Group’s exclusion policy and the restrictions related to the constraints of the funds; P ensuring the necessary transparency of sustainability information by providing the elements required by regulations in reporting. P a review of the due recording of acquisitions;P control of the recognition of transactions by the custodian;P an at least monthly review of the value of all assets invested by the different CLOs; and P control of the investment rules and restrictions reported in the trustee’s reporting, as well as the revenue calculated for each CLO on a quarterly basis. P controls of investment decisions, which include documentation of the rationale and expected returns of a potential investment; P control of the execution of transactions, which includes obtaining an appropriate authorisation prior to the closing of an investment; and P valuation and monitoring controls, which include monitoring the financial and operational performance of an investment, as well as re‑measuring its fair value, as necessary. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT139
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2. – – Risk and control Internal control The investment decisions of Tikehau Capital North America’s investment teams are subject to the approval of the investment committees. These committees ensure, among other things, that the proposed investments are consistent with the strategy and risk parameters of the fund concerned. To assist in this determination, the investment committees review the investment memorandums which detail the potential investment and describe, where applicable, the checks carried out by the risk and compliance teams. First‑level controls carried out on Sofidy’s activities Real estate investments Direct real estate investments are carried out by the Investment Department, under the responsibility of the Investment Director. Monthly “investment” meetings are held according to a schedule set at the beginning of the year, and whenever necessary for specific matters. The monitoring tables are updated at these meetings, which are attended by the Management Board, employees of the Investment Department and a representative of the Real Estate Management Department. They can be viewed on the asset management company’s intranet: The general principles of internal control are based on the following: Fundraising activity The Sales Department is responsible for fundraising inflows. Inflows and client accounts are managed using a specific software installed, developed and maintained by a recognised external supplier, with tiered access that protects the confidentiality of partner information. Monthly fundraising meetings are held according to a schedule set at the beginning of the year, and whenever necessary for specific matters. A report is drawn up after these meetings, which are attended by the Management Board and the Head of Sales Department. The general principles of internal control are based on the following: Asset & Property Management In addition to decision‑making, the Real Estate Management Department is responsible for the following: For its various tasks, the Real Estate Management Department uses a specific software installed, developed and maintained by a recognised external supplier, with tiered access that protects data and limits the risk of errors and fraud. A monthly “Real Estate Management” meeting is held for each asset type (offices, ground floor real estate, out‑of‑town shops/malls) according to a schedule set at the beginning of the year, and whenever necessary for specific matters. These meetings successively cover the points above and are attended by the Management Board, a representative of the Investment Department and employees of the Property Management Department. Following these meetings, reports are prepared and the monitoring tables are updated. These can be viewed on the asset management company’s intranet. Depending on the asset type (multi‑tenant offices with significant turnover, assets located abroad, etc.), it may be preferable to outsource the rental management to a local representative. the monitoring table for investment projects includes their progress status (new pre‑selected investments, offers, seller agreements, notary entries, provisional sale agreements, authentic instruments, etc.); and P the monitoring table for financial commitments (in secured files) taking into account each structure’s available cash. P cooperation: investment decisions are taken jointly at the “investment” meetings attended by a representative of the Real Estate Management Department. However, the final decision rests with the Chief Executive Officer. Real estate purchase offer letters require two signatures, in accordance with the list of authorisations regularly updated by Sofidy; and P prior definition of the investment criteria: in addition to the investment policy that is specific to each fund, the asset management company defines investment criteria in terms of risk dispersion and management of conflicts of interest, and their consistency with the ESG policy under the control of its dedicated ESG Committee, in particular. P separation of tasks between employees in relation to partners/intermediaries and the departments responsible for receiving the settlements (Accounting Department); P automating tasks using computerised data makes it possible to limit manual interventions and the associated risks; and P payments, repayments, ownership transfers, divisions and other transactions impacting the entitlement of the units are signed according to the applicable list of authorisations. P monitoring the tenant relationship: rentals, re‑lettings of real estate, removal of caps, de‑specialisations, renewals, lease disposals, etc.; P monitoring the life of the building: security of assets, works, joint ownership, buildings insurance; and P expert reports, etc.P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 140
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Internal control The general principles of internal control are based on the following: Commitments The various departments of the asset management company are likely to generate commitments leading to expenses. These are approved by the chain of authorisation then recorded by the Accounting Department. Settlements (signature of cheques and payment orders) may only take place in line with the applicable list of authorisations. The general principles of internal control are based on the following: With regard to sustainability data, the investment teams must ensure that they comply with the Group’s sustainability policies and integrate sustainability into the investment process. As such, these teams are responsible for: First‑level controls carried out on the Company’s direct investments A Capital Allocation Committee was created to assist the Managers of the Company: The Managers can consult the Capital Allocation Committee on any decision within its competence. The Capital Allocation Committee is chaired by representatives of the Managers. Its other members are representatives of Group senior management. First‑level controls are performed in two stages conditional on the disbursement of the transaction. When the conditions of an investment or divestment are sufficiently defined, especially if the investment decision has been issued by a Manager of the Company (if appropriate, on the recommendation of the Capital Allocation Committee), a handover meeting is organised between the teams in charge of the investment and the corporate support functions (accounting, treasury, portfolio management, tax and legal teams) to review and evaluate all aspects of the transaction and allow proper monitoring over time. For this meeting a monitoring form is prepared, identifying the main points of attention to be addressed concerning the transaction. As early as possible, the portfolio monitoring team in the Finance Department sends all supporting documents to the treasury team by email. The treasury team performs a second comprehensive check of the various documents. The transaction is recorded in eFront and the payment is made. separation of responsibilities according to the list of authorisations; P management of information flows: because the Management Board collects the letters and faxes received each day, it is possible to have prior information on Asset/ Property Management problems, prior to forwarding to the relevant employees. Outgoing mail and the most important incoming mail are recorded; P all requests from tenants are identified in a specific table; and P implementation of outsourced management monitoring (reporting, meeting, control). P compliance with expenditure and investment budgets which are set annually and updated over the course of the financial year; P authorisation: each employee with an authorisation is limited in the amounts they are able to commit; and P separation of tasks between the department committing the expenses, the department that records the commitment and method of payment, and the person that signs off the payment. P verifying that the investments are not subject to the restrictions provided for in the Group’s exclusion policy and the restrictions related to the constraints of the funds; P analysing the company on the basis of environmental, social and governance criteria, either through an ESG score established using the S&P Corporate Sustainability P Assessment platform, or through a proprietary ESG grid for real estate investments; implementing the action plans defined to mitigate environmental risks; P identifying and monitoring controversies related to sustainability issues; and P ensuring the necessary transparency of sustainability information by providing the elements required by regulations in reporting. P in its investment decisions, whether these are made (i) by the Company or its subsidiaries, (ii) by funds or vehicles managed by the Group, or (iii) via external growth transactions; and P in monitoring the financial performance expected from these investments. P ® TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT141
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2. – – Risk and control Internal control 2.4.2.2 Second level of internal control – Risk management, compliance and internal control teams Second‑level control defines the policies and procedures of risk management, ensures the efficiency of the system through the monitoring of a number of key indicators and checks compliance with the laws, regulations and codes of conduct in force. It performs its supervisory role through permanent controls within the different activities. This level of control, independent from the operations, also covers the operational risk including in particular legal risk, IT risk and the business continuity plan. Second‑level controls carried out by the risk management team on the activities managed by Tikehau IM The Tikehau IM Risk Management Department: The review of financial and non‑financial risks by the Risk Management Department is based on the following tools: For each type of risk identified, qualitative and quantitative indicators are defined by the Risk Management team and monitored constantly. These indicators mainly involve the monitoring of: The Risk Management team is informed of any alerts and breaches of thresholds and limits (that it might have defined internally or that are contractual or regulatory) in the implementation of its risk monitoring. In addition to the monitoring indicators, the risk management team conducts regular stress testing of portfolios. The Risk Management team presents its work regularly and reports the results of its analyses to the Risk Committee of Tikehau IM. In particular, it draws the attention of the executives to key indicators and their relevance. Each Risk Committee is responsible for: It supervises and validates the overall monitoring of risk and evaluation. It has a decision‑making and implementation role. As of the date of this Universal Registration Document, the Risk Committee is composed of the Chief Executive Officer and/or the Chairman of Tikehau IM, the Head of Risk, a Group co‑Chief Investment Officer (co‑CIO), the Head of Compliance, the Head of the Middle Office, and portfolio managers. The Group Internal Audit Director is a permanent guest of the Risk Committee. The Risk Committee meets separately for each entity on a monthly, quarterly or half‑yearly basis, depending on the activity concerned, and may be convened at any time if an exceptional situation warrants it. Second‑level controls carried out by the Compliance and Internal Control Department teams for the activities managed by Tikehau IM The Compliance and Internal Control Department monitors compliance with regulatory and contractual constraints, the consistency of methods and the proper application of procedures. controls transactions by portfolio managers and indicators for measuring risks (such as the liquidity profile, the exposure and gross commitment of the portfolio, or the ESG risks); P checks compliance with internal limits and alert thresholds; and P reviews the valuation of the portfolios in the Valuation Committee, whose mode of operation is detailed below. P financial risk mapping (at fund and management activity level) which identifies, for each fund, the types of financial risk that are monitored, the associated level of risk, the risk measurement indicators identified and the corresponding associated limits for risk mitigation; and P financial and non‑financial risk indicators.P the overall exposure and leverage, market risks (such as credit risk, equity risk, interest rate risk, derivatives risk, currency risk, etc.); P liquidity risk (which is analysed daily and monthly for all Capital Markets Strategy funds and quarterly for Private Debt funds); P non‑financial risks, which are defined by fund at the time of their launch and by investment at the time of their acquisition (for private strategies); and P counterparty risk, which is monitored permanently and leads to the production of a daily report. P defining the strategic guidelines for risk management; andP monitoring and checking the exposure of portfolios to the main risk factors (including market risk, liquidity risk, credit risk, counterparty risk and non‑financial risk). P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 142
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Internal control The results of the work carried out by the Compliance and Internal Control teams are presented to the Compliance and Internal Control Committee. It meets on a quarterly basis and: The Compliance and Internal Control Committee is composed of the Chairman of Tikehau IM, the Chief Executive Officer of Tikehau IM, the Head of Compliance, the Head of Risk, and the Chief Operating Officer. The Group head of internal audit is a permanent guest. Second‑level controls carried out by risk and compliance teams on the activities of Tikehau Capital Europe The controls conducted by the risk management team primarily involve: A risk log is also set up and updated if new risks are identified or have changed significantly. The Compliance Department monitors and assesses the adequacy and effectiveness of the measures and procedures put in place to manage Tikehau Capital Europe’s compliance obligations, taking measures to help executive management remedy any shortcomings. With regard to sustainability data, the Compliance Department ensures that the investment processes comply with the Group’s sustainability policies and ensures that it remains in compliance with regulatory sustainability reporting requirements where applicable. The results of the work undertaken by the risk and compliance teams are presented to the Risk and Compliance Committee of Tikehau Capital Europe. Tikehau Capital Europe's Risk and Compliance Committee is responsible for overseeing all risk management activities performed and examining the adequacy of the work relating to this company’s business and regulation. It meets on a quarterly basis and submits a half‑yearly report to the Board of Directors. It is composed of the directors of Tikehau Capital Europe, the Head of Risk, the Head of Group Compliance and the Head of CLO Business; the Group Head of Internal Audit is a permanent guest. Second‑level controls carried out by risk and compliance teams on the activities of Tikehau Capital North America The main objective of Tikehau Capital North America’s compliance and internal control programme is to manage the risks related to portfolios under management related to CLOs, to secondary private debt securities, and to investment portfolios related to infrastructure and, in this regard, to provide a reasonable level of assurance regarding compliance with applicable laws, regulations and internal rules. The Compliance Committee of Tikehau Capital North America is responsible for overseeing all compliance‑related activities carried out by Tikehau Capital North America. It meets every quarter and is composed of the directors of Tikehau Capital North America; the Head of Compliance of Tikehau Capital North America; and the Head of Operations of Tikehau Capital North America. The Group Secretary General, as well as the Head of Internal Audit, are permanent guest members. defines the policy on compliance, validates and monitors the action plan of the compliance teams; P ensures the consistency, efficiency and completeness of the internal control system; P reviews and monitors the results of the checks carried out by the compliance teams; P reviews the risk management system (including financial and non‑financial risks), its status and its changes; P reviews the overall risk situation, its evolution, the level of the main risk limits and, in particular, their use (covering both financial and non‑financial risks); P reviews the production of the annual report on the management of non‑compliance risks; and P records management decisions in the event of regulatory developments or changes which give rise to the commitment of significant resources. P preparing a quarterly report that (i) reviews the compliance of the investment rules, (ii) reviews the Credit Committees and investment files, ensuring consistency between the files and the positions invested, (iii) presents the market valuations selected and approved by the Valuation Committee, (iv) presents any new counterparty for approval, and (v) presents a detailed analysis of the levels of credit risk and other key market indicators relating to the CLO activity as provided for in this policy; P coordinating and supervising the quarterly valuations of the tranches of the subordinated notes in which Tikehau Capital Europe is invested; and P regularly (at least annually) reviewing credit risk assessment models for the issuers invested, and the issuance of a report in the event of comments or recommendations. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT143
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2. – – Risk and control Internal control The Global CLO Risk Committee, as part of its remit, oversees the risk management activities related to the CLO activity of Tikehau Capital North America. The Committee meets every quarter. It is composed, among others, of the Head of Risk, the Head of CLO activity and the Head of Regulation and International Compliance. The Internal Audit Director is a permanent guest of this Committee. Second‑level controls carried out by the risk management team on the activities managed by Sofidy The risk monitoring and management process has three main focus areas: The Head of Risk management also monitors regulatory and statutory ratios, as well as those in the information notes and prospectuses of the various funds as part of the financial risk management approach. The Head of Risk management is also responsible for: Second‑level controls carried out by the Compliance and Internal Control teams on the activities managed by Sofidy The main objective of Sofidy’s compliance and internal control is to manage risk linked to the Real Estate AIF (SCPI, OPCI, Real Estate companies), UCITS and third‑party portfolios under management and, in this regard, provide a reasonable level of assurance concerning: Therefore, the role of the Sofidy RCCI is to: The RCCI is responsible for permanent control and defines and implements an annual audit plan. This audit plan covers all of Sofidy’s cycles, favouring a risk‑based approach. To carry out these second‑level controls, the RCCI relies on a range of first‑level controls performed by the operational teams. Specifically, the controls consist of: Second‑level controls carried out on the Company’s direct investments The second‑level controls mainly consist in monitoring the valuations of the assets in the portfolio by the teams of the Finance Department. These controls are detailed in the following section below. mapping of operational, financial and non‑financial risks;P analysis of the risks identified and introduction of a tailored prevention system; and P regular checks on the adequacy and efficacy of the internal control and risk management system. P calculating the minimum regulatory equity for Sofidy pursuant to the AIFM Directives; P carrying out stress tests;P the business continuity plan; andP managing the insurance policies taken out by Sofidy and/or the funds it manages. P compliance with applicable laws, regulations and internal rules; P the actual implementation and optimisation of management decisions; P protection of assets; andP the reliability of financial and non‑financial information.P identify the procedures necessary to comply with the professional obligations defined by laws, regulations and professional rules applicable to Sofidy, and the decisions taken by the management body; P monitor the record of all of these procedures;P circulate all or part of said record to the corporate officers, employees and physical persons acting on the Sofidy's behalf; P examine the compliance of new products or services prior to launch, and examine changes planned to existing products or services; P review the non‑financial risk indicators, notably the completion of ESG grids during Investment Committees; P perform advisory, training and regulatory oversight functions for the benefit of corporate officers, employees and physical persons acting on Sofidy's behalf; and P carry out formal checks on compliance by Sofidy, its corporate officers, employees and physical persons acting on its behalf, to all of the above procedures, making proposals to resolve any malfunctions and monitor the measures taken for this purpose by the corporate officers. P controls of procedures: existence of first‑level controls and examination of their implementation; P checks on the IT system via consistency tests and random sampling; P interviews with operational managers in charge of applying the management company's operational policies and procedures; and P checks on the monitoring of recommendations.P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 144
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Internal control 2.4.2.3 2.4.2.4 Third level of internal control – Internal Audit The third level of control is exercised by the Internal Audit Department, which conducts periodic independent checks. Third‑level controls carried out on Asset Management activity Periodic monitoring may be commissioned – if necessary – by the Internal Audit Department or external auditors depending notably on (i) the general assessment of internal control, the findings forwarded by the Compliance Department, and (ii) the update of risk mapping monitored by the risk management teams and Compliance Department. During the 2025 financial year, controls were carried out, as part of the multi‑year plan, on cross‑functional research activities, private debt activities, and the human capital departments. Specific reviews were carried out on the activities of Homunity, the Belgian and Luxembourg branches of Tikehau IM, the Singapore‑based subsidiaries Tikehau Investment Management Asia and IREIT, and Tikehau Capital Israel. As part of the Group's multi‑year audit plan, the Internal Audit Department may set up a dedicated plan for a specific entity, if required. Thus, as regards Tikehau Capital Europe, the Internal Audit team is required to carry out checks on processes where the risks are considered higher in terms of materiality or likelihood of occurrence, based on the risk mapping and the risk log. Moreover, an overall review of the control system (particularly second‑level controls) and the identification of areas for attention did not, however, lead to formal recommendations being issued. Third‑level controls conducted on the Company's investment transactions The Internal Audit Department is responsible for identifying risks and updating the risk mapping results submitted to the Company’s Audit and Risk Committee (see Section 2.1 (Strategy and associated risk tolerance and appetite levels) of this Universal Registration Document). The Internal Audit Department sits on in the Valuation Committee and reviews the investment valuations of Tikehau Capital proposed by the investment teams and validated by the financial teams. The Internal Audit Department controls the process of preparing financial information and follows the recommendations of the Statutory Auditors. It reports to the members of the Audit and Risk Committee on the progress of its projects and the monitoring of the implementation of any recommendations it might have made or that have been made by the Statutory Auditors or by the regulator. The multi‑year audit plan for the 2025‑2027 period was presented to the Audit and Risk Committee, which met on 6 December 2024. Based on analysis of the Group’s organisation and the major risk mapping exercises, it sets out an audit programmes for the independent asset management entities (company, branch or subsidiary) and the business line and back‑office cross‑functional activities (including sustainability issues), covering each theme over at least a three‑year horizon. The future audit programme and achievements compared to the programme initially defined are presented at each Audit and Risk Committee meeting. Investment valuation activities Valuation systems implemented for Tikehau IM’s activities The valuation tools used are eFront , FusionInvest , Bloomberg (as information provider, mainly providing market offers and valuations of instruments) and Markit , as credit data provider, mainly for liquid loans. The valuation process involves portfolio managers, middle office teams and risk teams. The valuation methods are defined by type of asset, notably: ® ® ® ® instruments listed on a regulated or organised market are valued at the closing rates on the day of the transaction; P OTC bonds are valued based on the last mid‑price available on Bloomberg; P UCITS or AIF‑type instruments (see the Glossary in Section 10.7 of this Universal Registration Document) are valued based on the last net asset value known on the valuation date, adjusted if necessary by events (capital calls, etc.) that might have occurred between the date of net asset value publication and the valuation date; P non‑listed capital instruments are valued at the purchase price if the transaction is recent and there is no indicator of impairment. Otherwise, a multi‑criteria valuation approach is used. An annual valuation is also carried out by an external appraiser; P unlisted bonds are subject to impairment tests based on internally developed models for discounting future cash flows; P real estate assets are valued ever half‑year on the basis of external appraisal values at the end of each half‑year and on the basis of the "technical" net asset value in the first and third quarters; and P the valuation of loans is based on the prices reported by Markit when these are available, or other available brokers’ valuations. In the absence of observable market data, a valuation on a marked‑to‑model approach is conducted. P ® TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT145
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2. – – Risk and control Internal control Capital Markets Strategies Valuations of the Capital Markets Strategies funds are checked according to their liquidity frequency (daily, weekly or even monthly). Custodians and fund administrators are involved in the valuations. Tikehau IM teams control the values of the instruments conveyed by the fund administrator and ensure that the cash positions of each fund are properly reconciled. Work is also conducted on the calculation of management fees and performance fees applied per unit. The Group has also set up procedures for control and documentation in the event of manual price changes. Private Debt The Private Debt funds mainly consist of non‑liquid instruments or loans, for which the valuation principles have been detailed above. In accordance with the principles of independence required by the AIFM Directives (see the Glossary in Section 10.7 of this Universal Registration Document), a Valuation Committee has been established on a quarterly basis to review and monitor the values of illiquid assets that are not subject to expert assessment by an independent third party. The Committee may meet more frequently as needed. The Valuation Committee is responsible for monitoring and validating valuations of the assets in the Private Debt funds managed by Tikehau IM. The Committee oversees the control of valuations. The Valuation Committee is composed of the Chief Executive Officer and/or Chairman of Tikehau IM, the Head of Risk, the Chief Operating Officer (COO), the Head of Compliance, the Head of the Middle Office, and the managers of the Private Debt activity. The Head of Risk is responsible for the organisation of this Committee, and in particular has the role of ensuring (i) the presence and participation of its members, (ii) the quality of the valuation documents presented and the consistency of the methods used, and (iii) that decisions on valuations adopted are written up in reports. The middle‑office teams monitor, whenever the net asset value is published, whether the valuation data used by the custodian comply with decisions taken and that all closing elements have been properly integrated. Real Estate/Real Assets The valuations of the Real Estate funds are based on independent external valuations received on a half‑yearly basis and adjusted for cash flows on a quarterly basis. In accordance with the principles of independence required by the AIFM Directives (see the Glossary in Section 10.7 of this Universal Registration Document), a quarterly Valuation Committee has been established to review and monitor the values of Real Estate assets invested in the funds. The Committee may meet more frequently as needed. The Valuation Committee is responsible for monitoring and validating valuations of the assets in the Real Estate funds managed by Tikehau IM. The Committee oversees the control of valuations. The Valuation Committee is composed of the Chairman of Tikehau IM, the Head of Risk, the Chief Operating Officer (COO), the Head of Compliance and Internal Control (CCICO), the Chief Executive Officer of Tikehau IM, the Head of the Middle Office, and the managers of the Real Estate activity. The Head of Risk is responsible for the organisation of this Committee, and in particular has the role of ensuring (i) the presence and participation of its members, (ii) the quality of the valuation documents presented and the consistency of the methods used, and (iii) that decisions on valuations adopted are written up in reports. The middle‑office teams monitor, whenever the net asset value is published, whether the valuation data used by the custodian comply with decisions taken and that all closing elements have been properly integrated. Private Equity The Private Equity funds mainly consist of non‑listed equity instruments, for which the valuation principles have been detailed above. In accordance with the principles of independence required by the AIFM directive (see the Glossary in Section 10.7 of this Universal Registration Document), a Valuation Committee has been established on a quarterly basis to review and monitor the values of illiquid assets that are not subject to expert assessment by an independent third party. The Committee may meet more frequently as needed. The Valuation Committee is responsible for monitoring and validating valuations of the assets in the Private Debt funds managed by Tikehau IM. The Committee oversees the control of valuations. The Valuation Committee is composed of the Chairman of Tikehau IM, the Head of Risk, the Chief Operating Officer (COO), the Head of Compliance, the Head of the Middle Office, and the managers of the Private Equity activity. The Head of Risk is responsible for the organisation of this Committee, and in particular has the role of ensuring (i) the presence and participation of its members, (ii) the quality of the valuation documents presented and the consistency of the methods used, and (iii) that decisions on valuations adopted are written up in reports. The middle‑office teams monitor, whenever the net asset value is published, whether the valuation data used by the custodian comply with decisions taken and that all closing elements have been properly integrated. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 146
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Internal control Valuation systems implemented for Tikehau Capital Europe’s activities The valuation tools used are the Markit tools, in its capacity as a credit data provider, mainly for liquid loans and possibly Bloomberg (as information provider, especially for market offers and instrument valuations). All assets held by CLOs are valued at least monthly. The valuation process is monitored by the head of operations, who reports to Tikehau Capital Europe's Valuation Committee on a quarterly basis, depending on the payment date of each CLO. The Valuation Committee has a decision‑making power in the event of a disagreement, with the Director of Tikehau Capital Europe, who is a member of the Committee and remains the decision‑maker in the event of final arbitration. It consists of a Director of Tikehau Capital Europe, the Head of Risk, the Head of Compliance and the Head of Operations who presents his work. Valuation systems implemented for Sofidy’s activities General principles Real estate assets are valued by real estate experts mandated by each fund under management. Expert appraisals are the cornerstone of the valuation procedure. Although Sofidy has not developed a specific internal tool to value real estate assets, it systematically undertakes a critical review of appraisals (and of all of the underlying assumptions) produced by the real estate experts, in line with the process outlined below. Sofidy occasionally carries out internal valuations using the comparable method and the discounted cash flow method. The work of the real estate experts is forwarded as Excel‑compatible computer files at least one month prior to the conclusive meetings with the experts. The critical review of the annual expert reports usually takes place between 15 November and 15 December each year. In addition to the scope checks by the Property Management Department, the Risk Department and the Finance Department the critical review primarily involves: When the net asset value of an OPCI, OPPCI or any other AIF holding real estate assets is determined more frequently than in the appraisals, and in the absence of any expert appraisal at the time the net asset value is determined, Sofidy performs a critical review of the real estate asset to identify any major changes to factors impacting the valuation of the buildings (major change to the rental situation, major works, major changes to market conditions, etc.) to adjust the values of the relevant assets. Failing this, Sofidy uses the most recent expert appraisal available. Real estate assets acquired indirectly via an SCI are valued by multiplying the adjusted net asset value and the current accounts of partners by the percentage ownership of the fund in the SCI. Relations with experts Real estate experts are selected via a bidding process and according to the “best selection” and “best execution” principles. Schematically, relations with experts are as follows: ® ® a review of the assumptions used by the experts, taking into account market conditions known by the Investments Department and the Property Management Department for real estate investment and rental management; P a review of the assumptions used by the experts taking into account all management events that have taken place since P the previous campaign (re‑lettings, renewals, lease disposals, works, negotiations with tenants, etc.); a review of the assumptions used by the experts taking into account capitalisation rates and changes in said rates; at this time the Risk Department also interviews the Property Management Department and the Investments Department; P a review of the “winners and losers” (lowest and highest capitalisation rates, most dramatic increases or decreases in expert valuations since the previous evaluation cycle, the most dramatic increases or decreases in market rental value since the previous expert appraisal campaigns, etc.); and P a review of the methods used by the real estate experts.P a contract governing their work is drafted;P experts are provided with all of the information necessary to carry out their work (scope validation, new acquisition, rental situation, etc.); P experts submit a table summarising their work;P critical review by Sofidy’s teams and discussion with the experts; and P final feedback meeting and submission of detailed reports, monitoring of the entire process by the independent evaluator (AIFM). P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT147
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2. – – Risk and control Internal control Procedures and periodicity Valuation systems implemented for the Company's investment transactions The investment portfolio is subject to a quarterly valuation process, which includes an analysis of performance as well as of events that could change the assessment of each line. This quarterly review is attended by the investment team and representatives of the Finance Department. If necessary, additional analyses are conducted to identify potential consequences and revaluations or devaluations if significant. On a half‑yearly basis, a valuation process is conducted on all of the portfolio lines. Depending on the nature of the underlying asset, valuations are based on: The summary of this work is reflected in the presentation of the relevant financial statements. In order to take into account the portfolio’s high diversity, a Valuation Committee was set up to meet during the preparation of the annual and half‑yearly closing of financial statements to discuss the nature and conclusions of the work carried out by the independent evaluator (AIFM). As a reminder, the main missions of the independent evaluator (AIFM) are: The Statutory Auditors have access to the analyses and documents supporting valuations, and can have discussions with the investment teams in their work of reviewing the financial statements. 2.4.3 INTERNAL CONTROL PROCEDURES RELATING TO THE PREPARATION AND PROCESSING OF THE FINANCIAL AND ACCOUNTING INFORMATION OF TIKEHAU CAPITAL This section describes the internal control procedures relating to the preparation and processing of Tikehau Capital’s financial and accounting information as they existed on the date of this Universal Registration Document. Teams involved in the preparation and treatment of the financial and accounting information of Tikehau Capital Finance Department As the Company is the consolidating company, the Finance Department of Tikehau Capital defines and oversees the process to prepare the published accounting and financial information. For the scope of the annual and consolidated financial statements, it handles the core areas of accounting and consolidation, finance, treasury, financial controlling, second‑level monitoring of the investment portfolio and internal financial control. The responsibility for producing the individual accounts of the entities included in the scope of consolidation falls, under the control of their respective agents, to each Finance Department or external accounting firm designated to prepare the statutory financial statements of a given entity. SCPI: expert appraisals of assets are conducted upon acquisition, and every five years thereafter. They are updated every year in line with applicable legal and regulatory provisions; P OPCI: expert appraisals of assets are conducted annually and updated every quarter in line with applicable legal and regulatory provisions; P OPPCI: expert appraisals of assets are conducted annually and updated every half‑year in line with applicable legal and regulatory provisions; P other Real Estate AIFs: the frequency of expert appraisals of assets is set by the Management Board in consultation with the governance bodies of the various AIFs. Expert appraisal campaigns are managed by the Property Management Department teams in partnership with the Management Board, Finance Department and the Investments Department. P directly observable market data such as the share price for listed companies or unlisted investments whose main underlying asset is listed; P valuations of external experts if available;P the latest net asset values provided by the managers of funds in which the Company has invested. This data may be audited or unaudited. These values are adjusted, if necessary, by events (capital calls, etc.) that might have occurred between the date of net asset value publication and the valuation date; P recent transactions that can be analysed as indications of fair value; and P internal valuation models based on multi‑criteria approaches that are subject to critical review by the Finance Department teams and the independent evaluator (AIFM). P to review, assess and check the valuations of unlisted investments in the portfolio; P to carry out the necessary arbitrations and discuss sensitive points; P to assess the stability of valuation methods over time; andP to assess the consistency of the valuation methods between the different holdings in the portfolio. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 148
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Internal control Investor relations The Investor Relations Department ensures compliance with best financial communication practices. Use of external accountants To prepare the statutory accounts of some of its companies, the Group uses external accounting firms, which ensures the regular control, in collaboration with Tikehau Capital, of the accounting documents and the processing of transactions impacting the Group. IT systems Accounting information system Starting in 2022, the Group rolled out an integrated accounting and reporting tool, Microsoft Dynamics 365 Business Central , which integrates financial management and accounting information into the preparation of financial statements and operational management, on a monthly or quarterly basis, and for the Group as a whole. An SAP‑BFC consolidation tool was also introduced at the end of 2019 to enable the teams to prepare the consolidated financial statements internally. Investment monitoring tools Since the end of 2019, the Group has also rolled out the management of its investment portfolio in eFront . Cash and financing monitoring tools In 2024, the Group rolled out the Kyriba cash management tool (which replaces the Sage‑XRT cash management tool) to monitor bank flows and cash flow forecasts. This system interfaces with the investment monitoring tool for the accounting treatment of these flows. Schedule for preparing and processing accounting and financial information The Finance Department draws up a schedule for each half‑yearly or annual closing date that plans procedures specific to the preparation of financial and accounting information, and defines the responsibilities of each participant in the preparation and processing of financial information. It also ensures that this schedule guarantees compliance with the deadlines resulting from the Company’s periodic reporting obligations, overseen by the Investor Relations Department. Accounting standards Tikehau Capital’s consolidated financial statements are prepared in accordance with IFRS standards and interpretations as adopted in the European Union at the closing date. The annual financial statements of the Company are prepared in accordance with accounting principles arising from the regulations in force (Recommendation No. 99‑01 of the Conseil national de la comptabilité, the French National Accounting Council). The Company’s accounting principles and its investments are regularly reviewed in the light of new regulatory changes. In general, matters pertaining to legal, tax and social areas are dealt with using the support of specialised services. Tikehau Capital’s Finance Department ensures compliance with and the consistency of accounting methods. Each subsidiary manages issues that are specifically local, carries out accounting control and meets the obligations on safeguarding the information and data contributing to the formation of accounting and financial statements, according to local regulations. Control activities The Finance Department’s control activities The Finance Department reviews the accounts of Group entities prepared in order to validate the reliability and relevance of the accounting and financial information with the various data used for internal management and external communication. Performance monitoring is carried out on a quarterly basis (and monthly for some key aggregates) including an analysis of actual versus budgeted results. The financial statements of the Group’s entities give rise to the preparation of summary financial statements which are analysed through a note intended for the Managers. The Finance Department also conducts a review of the data supplied for the purpose of consolidation in order to identify, if appropriate, the necessary adjustments between the individual and consolidated accounts. These adjustments are detailed by company and are subject to a review by the Finance Department teams. The analysis of the consolidation restatements and accounting aspects that could have a significant impact on the presentation of the financial statements are reviewed by the Finance Department and the Statutory Auditors as part of their work. ® ® ® ® TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT149
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2. – – Risk and control Internal control Specific control points of the investment portfolio During the annual and half‑yearly closing process, the Finance Department teams meet with the investment teams to review the valuation proposals for the Company’s portfolio investments. These reviews are then presented to the members of the Valuation Committee of Tikehau Capital for validation (see above) by the Valuation Committee. Approval of the financial statements by the Managers The Managers approve the Company’s individual and consolidated financial statements (half‑yearly and annual). To this end, the Managers ensure that the process for preparing the accounting and financial information produces reliable information and gives a true and fair view of the Company’s results and financial position. They obtain and review all the information they deem useful, for example the closing options, key accounting positions and assessments, changes in accounting methods, the findings of the Statutory Auditors, or the explanation of the establishment of results, the presentation of the statement of financial position, and the notes. Review of the financial statements by the Audit and Risk Committee The members of the Audit and Risk Committee review the half‑yearly and annual financial statements, and monitor the process for preparing the accounting and financial information. Their findings are based, in particular, on (i) the information generated by Tikehau Capital’s Finance Department and presented at the meetings of the Audit and Risk Committee, (ii) the presentations of their work by the Statutory Auditors and (iii) observations from the internal audit missions. The Chair of the Audit and Risk Committee reports on the work of the Committee to the Supervisory Board. Accounting and financial disclosure All financial disclosures are prepared by the Investor Relations Department and the Finance Department, who ensure that such disclosures are based on the general principles of disclosure and best practices in the field. A schedule summarising these periodic obligations incumbent on the Company has been drawn up and is disseminated in‑house among the teams involved in the preparation of these items. Meanwhile, the Finance Department teams have implemented a formal accounting and financial schedule to ensure compliance with the announced deadlines. The procedures for the control of financial and accounting information are based on: All financial disclosures are subject to prior approval by the Managers. Press releases relating to the half‑yearly or annual results are submitted for review to the Supervisory Board. quarterly checks on all accounting and financial information prepared by the accounting or Finance Department teams; P half‑year controls by the Statutory Auditors; andP the review of financial statements by the Group Internal Audit Department. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 150
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Risk and control Insurance and risk coverage policy 2.5 Insurance and risk coverage policy The Group reviews the structure and extent of its insurance coverage at least annually. This review is carried out in line with the Group’s annual risk assessment exercise. The implementation of insurance policies is based on the level of coverage required to address the occurrence, reasonably estimated, of liability, damages or similar risks. By way of illustration, below are a few examples of identified risks and their allocation to the associated insurance programmes: Identified risks environment Activities Exposures Damages covered Regulatory risks Involvement of the Company (confidential information, failure to comply with the investment rules of a fund prospectus, NAV calculation error, failure to comply with data retention obligations, etc.) Breaches of IT system security (failure to back up personal data, loss/theft of customer data, unavailability of websites due to issues such as ransomware, etc.) Listed environment (stock market claims against the Company and its executives in the context of inaccurate, incomplete or misleading financial information, class actions, multi‑regional exposures, stock market claims against the Company, etc.) Fraud (internal or external fraudulent acts resulting in the misappropriation of balance sheet assets or assets under management, etc.) Accidents/bodily harm sustained by an employee on the premises of one of the Group’s companies Tikehau Capital has structured an international insurance programme covering the Company and all Group entities. This programme may be supplemented as needed by local policies covering risks or specific regulatory requirements. Other contracts may be taken out to meet specific needs, in particular in the context (i) of asset management or liability guarantee transactions, or (ii) of specific activities requiring the implementation of additional local policies, or (iii) of hedging social risks, for example. Professional multi‑risk insurance policies are taken out for each Group office and an IT risk policy is also in place to cover damages to the Group’s IT assets. The Group has also set up health insurance and transport insurance programmes for its employees. Lastly, the Group has taken out property damage and civil liability insurance for the real estate assets underlying the funds managed by Tikehau Capital's subsidiaries. The various insurance policies, placed through brokers, are taken out with leading insurance companies. They can be structured through first, second and third lines, where the so‑called “excess” lines take over from the underlying lines when their capacities are exhausted. Asset managementP Listed companiesP Professional civil liability P Executive responsibilityP Litigation expensesP Financial consequencesP AllP Professional civil liability P Litigation expensesP Financial consequencesP AllP Executive responsibilityP Cybersecurity risksP Litigation expensesP Operational lossesP Financial consequencesP Listed companiesP Executive responsibilityP Litigation expensesP Financial consequencesP AllP FraudP Professional civil liability P Financial costP Crisis managementP Litigation expensesP Asset managementP CorporateP Operational civil liabilityP BodilyP TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT151
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2. – – Risk and control Legal and arbitration proceedings The main terms of these insurance policies are: Professional and Operational Civil Liability (RCPE) and Fraud Policy Cybersecurity Policy (Cyber) Executive Civil Liability Policy (RCD) Perimeter Global Global Global Cap, duration of coverage Professional Civil Liability – Fraud: €65 million per year in 2026 (compared with €50 million in 2025) Operational Civil Liability guarantee cap: €7.5 million per policy period €10 million per year (compared with €5 million in 2025) €50 million per year Date of renewal 1 January 1 January 1 January Coverage items Financial consequences of a claim brought by a third party involving (i) the civil, individual or joint liability of the insured party and/or its agents due to any professional misconduct (error, negligence or omission) committed in the course of the insured activities (in particular the acquisition of equity stakes in portfolio companies, the management of securities, and consulting activities) and (ii) the civil, individual or joint liability of a portfolio company executive, due to any management fault committed by the latter in the performance of their duties. This RCPE policy also includes items covering other specific risk categories, such as risks related to fraud or Operational Civil Liability. Crisis management guarantees (emergency measures, legal advice, IT experts, damage to reputation, data recovery, etc.). Financial consequences of an investigation and sanction by an administrative authority. Civil liability guarantees (emergency expenses, personal data and confidential data breaches, breaches of the security of IT systems, breach of notification obligations, subcontractors, media). Financial consequences for the policyholder of a claim involving the individual or joint civil liability of natural person or legal person executives, in the event of misconduct in the performance of their duties, as well as the associated civil and criminal defence expenses (excluding, notably, intentional misconduct, unduly received personal benefits or compensation, compensation for material damages or bodily harm). Lead insurer of the different policies AIG, Zurich, Liberty, Beazley AIG, AGCS AIG, Zurich The terms and conditions of these policies (risks covered, guaranteed amounts and deductibles) are adjusted continuously according to the opinion of an expert specialising in financial sector insurance, so that they are best suited to the risks inherent to the activities of Tikehau Capital. They are based in particular on the preparation of a benchmark in relation to groups comparable to Tikehau Capital, in terms of assets under management among other things. Regular activity updates are carried out for this purpose, and at a minimum in the event of the development of new activities. To the knowledge of the Company, no risk is uncovered, and no significant claim event has been reported over the past three years by the Company or by one of the Group entities under its insurance contracts. Even though Tikehau Capital has taken out professional liability insurance and the Group annually reviews and adjusts the adequacy of its insurance coverage with respect to the nature of its business, its strategy and the size of its balance sheet, liability claims can sometimes result in significant payments, which may not be borne in full by insurers. Tikehau Capital cannot guarantee that its insurance policy coverage limits will be adequate to protect the Group from all future requests for indemnification arising out of claims, or that it will in the future be able to maintain its insurance policies under favourable conditions. The Company’s business, income, financial position and prospects could be significantly affected if, in the future, the Group’s insurance policies were to prove inadequate or unavailable. 2.6 Legal and arbitration proceedings In view of Tikehau Capital’s activities and the growing litigation in the business world, Tikehau Capital is exposed to litigation risk in defence and may also be required to enforce its rights as plaintiff before the competent courts. To the best of the Company's knowledge, there are no administrative, legal or arbitration proceedings (including any proceedings which are pending or foreseeable), liable to have or having had, in the past 12 months and as at the date of this Universal Registration Document, a significant impact on the financial position or profitability of the Company and/or the Group. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 152
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03/ – – Corporate governance 3.1 ADMINISTRATIVE AND MANAGEMENT BODIES 154 3.1.1 The Managers 154 3.1.2 Presentation of the Supervisory Board 157 3.1.3 Practices of the Supervisory Board 175 3.2 GENERAL MEETINGS OF THE SHAREHOLDERS 176 3.2.1 Practices of the General Meetings of the Shareholders 176 3.2.2 General Meeting of the Shareholders of the Company in 2025 177 3.3 REMUNERATION, ALLOWANCES AND BENEFITS 178 3.3.1 Remuneration of the Managers 178 3.3.2 Remuneration of the Supervisory Board members 190 3.3.3 Summary report on remuneration 197 3.3.4 Stock option plans and free share plans 201 3.3.5 Amounts set aside or accrued by the Company or its subsidiaries to provide pension, retirement or similar benefits 201 3.4 PREPARATION AND ORGANISATION OF THE WORK OF THE SUPERVISORY BOARD 202 3.4.1 Supervisory Board 202 3.4.2 Committees of the Supervisory Board 211 3.4.3 Participation in the General Meetings of the Shareholders 215 3.4.4 Conflicts of interest 215 3.4.5 Corporate Governance Code 217 3.5 RELATED PARTY TRANSACTIONS 218 3.5.1 New or ongoing regulated agreements 218 3.5.2 Other related party transactions 218 3.5.3 Procedure for reviewing customary agreements relating to arm’s length transactions 219 3.5.4 Special report of the Statutory Auditors on regulated agreements 220 153 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT
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3. – – Corporate governance Administrative and management bodies 3.1 Administrative and management bodies The Company is a société en commandite par actions (partnership limited by shares). A general overview of the société en commandite par actions is provided in Section 10.1.4 (Registered office, legal form, website and applicable legislation) of this Universal Registration Document, and a description of the main provisions of the Company's Articles of Association is provided in Section 10.2 (Main provisions of the Company's Articles of Association) of this Universal Registration Document. The Company uses the Afep‑Medef Code as its Corporate Governance Code in accordance with Article L.22‑10‑10 of the French Commercial Code, with reference to Article L.22‑10‑78 of the French Commercial Code. 3.1.1 THE MANAGERS The Company is managed by two Managers, AF&Co Management and MCH Management. Name, registered office, corporate form and number of Company shares held AF&Co Management is a société par actions simplifiée (simplified joint stock company) incorporated on 17 December 2020, whose registered office is located at 32, rue de Monceau, 75008 Paris, France. AF&Co Management is wholly owned by AF&Co . AF&Co Management does not hold any shares in the Company. AF&Co Management is a company with a share capital of €1,000 AF&Co Management has no employees. MCH Management is a société par actions simplifiée (simplified joint stock company) incorporated on 17 December 2020, whose registered office is located at 32, rue de Monceau, 75008 Paris, France. MCH Management is wholly owned by MCH . MCH Management does not hold any shares in the Company. MCH Management is a company with a share capital of €1,000. MCH Management has no employees. Corporate officers The Chairman of AF&Co Management is Mr Antoine Flamarion. The Chairman of MCH Management is Mr Mathieu Chabran. Date of expiry of the terms of office The terms of office AF&Co Management and MCH Management, as Managers, are appointed for an unlimited period. Main function within the Company and the Group Managers of the Company. AF&Co Management and MCH Management have no other functions within the Group or outside the Group. Main offices and positions held outside the Company and the Group during the last five years None. AF&Co Management and MCH Management had never conducted any other activities prior to assuming office as Managers of the Company. (1) (2) (3) The Afep‑Medef Code can be consulted online at the following address: https://www.lafep.org/wp‑content/uploads/2025/11/ Afep_Medef‑Code‑revision‑2022‑version‑EN_nouveau‑logo.pdf AF&Co is controlled by Mr Antoine Flamarion. MCH is controlled by Mr Mathieu Chabran. (1) (2) (3) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 154
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Administrative and management bodies Antoine Flamarion Mr Antoine Flamarion was appointed Chairman of AF&Co Management on 26 April 2021 for an indefinite period. Mr Antoine Flamarion began his career at the Principal Investments Department (proprietary investment) at Merrill Lynch Paris, before joining the Principal Investments Department at Goldman Sachs London. Mr Antoine Flamarion cofounded Tikehau Capital in 2004. Mr Antoine Flamarion has been a member of the Collège de la Haute Autorité de l’Audit (H2A) since February 2024. Mr Antoine Flamarion is a graduate of the Université Paris‑Dauphine and the Université Paris‑Sorbonne. Name, business address, age and number of Company shares held Mr Antoine Flamarion 32, rue de Monceau, 75008 Paris, France. Born on 11 March 1973. As at the date of this Universal Registration Document, Mr Antoine Flamarion does not hold any shares in the Company. Nationality: French Expiry of term of office Mr Antoine Flamarion’s term of office as Chairman of AF&Co Management is for an unlimited period. Main positions held by Mr Antoine Flamarion within the Company and the Group Mr Antoine Flamarion is Chairman of AF&Co Management, which is Manager of the Company. Mr Antoine Flamarion is also Chairman of AF&Co, which is the Chair of Tikehau Capital Commandité, the Company’s sole general partner. Offices and positions held as at 31 December 2025: Offices and positions held during the last five years and no longer held to date: Chairman of AF&Co (SAS)P Chairman of AF&Co Management (SAS)P Chairman of L’Envie (SAS)P Member of the Supervisory Board of Sofidy (SAS)P Permanent representative of Tryptique on the Supervisory Board of Alma Property (SA) P Manager of Takume (SARL)P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT155
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3. – – Corporate governance Administrative and management bodies Mathieu Chabran Mr Mathieu Chabran was appointed Chairman of MCH Management on 20 April 2021 for an indefinite period. Mr Mathieu Chabran began his career at Merrill Lynch in 1998, firstly in Paris within the High Yield and Real Estate teams, then in London, in the High Yield Capital Market Department. In 2000, he joined the European Leveraged Finance team. In 2002, he joined the Real Estate Debt Market & Structured Financing team at Deutsche Bank London as Vice‑Chairman and then Director. Mr Mathieu Chabran cofounded Tikehau Capital in 2004. Mr Mathieu Chabran is a graduate of ESCP Europe and the Institute of Political Studies in Aix‑en‑Provence. Name, business address, age and number of Company shares held Mr Mathieu Chabran 32, rue de Monceau, 75008 Paris, France. 412 West 15 ST 18 Floor, New York NY 10011 United States of America Born on 11 December 1975. As at the date of this Universal Registration Document, Mr Mathieu Chabran does not hold any shares in the Company. Nationality: French Expiry of term of office Mr Mathieu Chabran’s term of office as Chairman of MCH Management is for an unlimited period. Main positions held by Mr Mathieu Chabran within the Company and the Group: Mr Mathieu Chabran is Chairman of MCH Management, which is Manager of the Company. Mr Mathieu Chabran is Chairman of MCH, which is the Chair of Tikehau Capital Commandité, the Company’s sole general partner. Mr Mathieu Chabran is also Chairman of the Board of Directors of Tikehau Capital North America. Offices and positions held as at 31 December 2025: Offices and positions held during the last five years and no longer held to date: th th Chairman of MCH (SAS)P Chairman of MCH Management (SAS)P Chairman of MC3 (SAS)P Manager of Le Kiosque (SCI)P Manager of De Bel Air (civil law partnership)P Manager VMC3 (SCI)P Manager of EURL DU DOMAINE DE PIBERNETP Manager of PIBERNET (SCI)P Chairman and sole Director of MCH North America Inc. (US company)P Chairman of the Board of Directors and Chairman of Tikehau Capital North America LLC (US company controlled by the Company) P Chief Executive Officer of Tikehau Investment Management (SAS)P Member of the Board of Directors of Star America Infrastructure Partners, LLC (US company controlled by the Company) P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 156
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Administrative and management bodies 3.1.2 PRESENTATION OF THE SUPERVISORY BOARD Composition of the Supervisory Board The following table shows the composition of the Supervisory Board at the date of this Universal Registration Document: Age Gender Nationality Number of offices in listed companies (1) Independence(2) Date of first appointment (3) Expiry date of term of office Seniority on the Board Supervisory Board CommitteesGovernance and Sustainability Committee Audit and Risk Committee Chairman Xavier Musca 66 M French 1 15.05.2025 2026 1 Independent members Jean-Louis Charon 68 M French 1 ✓ 07.11.2016 2028 9 C Pierre-Henri Flamand 55 M French and British 0 ✓ 30.04.2025 2029 1 ■ François Pauly 61 M Luxembourgish 0 ✓ 06.05.2024 2028 2 Fanny Picard 57 W French 1 ✓ 28.02.2017 2026 9 C Constance de Poncins 57 W French 1 ✓ 28.02.2017 2026 9 ■ Non-independent members Roger Caniard 58 M French 0 28.02.2017 2026 9 ■ Sophie Coulon- Renouvel (4) 51 W French 0 25.08.2022 2028 4 Maximilien de Limburg Stirum 54 M Belgian and French 1 16.05.2023 2029 3 ■ Florence Lustman (5) 65 W French 0 28.02.2017 2029 9 Non-voting member* Jean-Pierre Denis (6) 65 M French 1 09.01.2017 2026 10 ■ Committee Member. C Chairman. (1) Number of offices (excluding the Company) held in French and foreign listed companies, in accordance with Article 19 of the AFEP-MEDEF Code. (2) The independence of Board members is assessed by the Supervisory Board on the basis of the independence criteria referred to in Article 9.5 of the AFEP- MEDEF Code and included in Article 1 of the Internal Rules of the Company’s Supervisory Board. (3) For members that are corporations, this is the date of appointment of the permanent representative. (4) The renewal of the term of office of this member of the Supervisory Board is proposed to the General Meeting of the Shareholders called to approve the financial statements for the financial year 2021. (5) Permanent representative of Troismer. Mr Léon Seynave was initially appointed at the General Meeting of the Shareholders of 7 November 2016. He resigned with effect from 5 January 2017, and the company Troismer SPRL was co-opted in his place by the Supervisory Board at its meeting of 5 January 2017. (6) Permanent representative of Fonds Stratégique de Participations. (7) Permanent representative of Crédit Mutuel Arkéa. Crédit Mutuel Arkéa was co-opted to replace Ms Anne-Laure Naveos by the Supervisory Board at its meeting of 17 March 2021 and appointed Ms Anne-Laure Naveos as permanent representative, then, to replace her, Ms Hélène Bernicot from 24 August 2021. (8) Mr Jean-Pierre Denis resigned as member of the Supervisory Board on 25 May 2018. On the same date, he was appointed non-voting Board member for a term of four years, expiring at the close of the Ordinary General Meeting of the Shareholders to be held in 2022 to approve the financial statements for the financial year 2021. (9) The renewal of the term of office of Mr Jean-Pierre Denis as non-voting Board member will be proposed to the Supervisory Board at its meeting of 18 May 2022. ■ Committee Member. C Chairman. *Censeur. 59.7 average age of the members 50% of independent members(2) 40% of female members 60% of male members Number of offices (excluding the Company) held in French and foreign listed companies, in accordance with Article 20 of the Afep‑Medef Code.(1) The independence of Board members is assessed by the Supervisory Board on the basis of the independence criteria referred to in Article 10.5 of the Afep‑Medef Code and included in Article 1 of the Internal Rules of the Company’s Supervisory Board. (2) For members that are corporations, this is the date of appointment of the permanent representative.(3) Permanent representative of Crédit Mutuel Arkéa. Crédit Mutuel Arkéa was co‑opted to replace Ms Anne‑Laure Navéos by the Supervisory Board at its meeting of 17 March 2021. Ms Sophie Coulon‑Renouvel has been the permanent representative of Crédit Mutuel Arkéa since 25 August 2022. (4) Permanent representative of Fonds Stratégique de Participations.(5) Mr Jean‑Pierre Denis resigned as member of the Supervisory Board on 25 May 2018. On the same date, he was appointed non‑voting member for a term of four years. He was reappointed as a non‑voting member by the Supervisory Board at its meeting of 18 May 2022 for a four‑year term expiring at the end of the Ordinary General Meeting of the Shareholders to be held in 2026 to approve the financial statements for the 2025 financial year. The appointment of Mr Jean‑Pierre Denis as a member of the Supervisory Board, replacing Mr François Pauly, who resigned from his position as a member of the Supervisory Board with effect from 29 April 2026, is proposed to the General Meeting of the Shareholders called to approve the financial statements for the 2025 financial year (see Section 9.3 (Resolutions subject to the vote of the Combined General Meeting of the Shareholders to be held on 30 April 2026) of this Universal Registration Document). (6) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT157
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3. – – Corporate governance Administrative and management bodies Competencies of the members of the Supervisory Board The following table shows the main areas of expertise of the members of the Company’s Supervisory Board. Members of the Supervisory Board International Investment and asset management Financial sector, insurance and mutual funds Environment and climate Human resources and remuneration Governance Accounting and financial information Risk management Xavier Musca, Chairman ✓ ✓ ✓ ✓ Roger Caniard ✓ ✓ ✓ ✓ Jean‑Louis Charon ✓ ✓ ✓ ✓ Sophie Coulon‑Renouvel ✓ ✓ ✓ Pierre‑Henri Flamand ✓ ✓ ✓ ✓ Maximilien de Limburg Stirum ✓ ✓ ✓ ✓ ✓ ✓ Florence Lustman ✓ ✓ ✓ François Pauly ✓ ✓ ✓ ✓ ✓ Fanny Picard ✓ ✓ ✓ ✓ ✓ ✓ Constance de Poncins ✓ ✓ ✓ ✓ Non‑voting member (censeur) Jean‑Pierre Denis ✓ ✓ ✓ International: In his capacity as Director of the Treasury from 2004 to 2009, Mr Xavier Musca was President of the Paris Club and of the Economic and Financial Committee of the European Union, which brings together European Treasury Directors. He has repeatedly been the French negotiator at meetings of the IMF, the World Bank, the G7 and the G20. Financial sector, insurance and mutual funds: From 2012 to 2025, Mr Xavier Musca served as Deputy Chief Executive Officer of Crédit Agricole SA and, from 2022 to 2025, as Chief Executive Officer of Crédit Agricole CIB. From 2016 to 2021, he was Chairman of the Board of Directors of Amundi. Governance: Mr Xavier Musca has been a member of the Ethics and Governance Committee of Capgemini SE since 2021. Risk management: Mr Xavier Musca has been a member and Chairman of the Audit and Risk Committee of Capgemini SE since 2014. Investment and asset management businesses: Before joining MACSF in 1995, Mr Roger Caniard was a financial analyst, then joined La Mondiale, a company specialising in asset management, and KBL, where he was responsible for financial transactions on behalf of the bank’s clients and for purchase or disposal mandates. Financial sector, insurance and mutual funds: Since 2014, Mr Roger Caniard has been Chief Financial Officer and member of the Executive Committee of MACSF where he is responsible for the financial management of the insurance portfolios and the selection of the unit‑linked range of life insurance policies. Accounting and financial information: Mr Roger Caniard is a graduate of IEP Paris, ESCP, Université Paris‑Dauphine and of the Société française des analystes financiers (SFAF). As Chief Financial Officer of MACSF, he oversees the group’s accounting and financial information. Risk management: Due to his professional experience in the financial and insurance sector, Mr Roger Caniard has significant expertise in financial risk management. (1) (2) Permanent representative of Crédit Mutuel Arkéa.(1) Permanent representative of Fonds Stratégique de Participations.(2) Xavier MuscaP Roger CaniardP TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 158
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Administrative and management bodies International: Mr Jean‑Louis Charon was in charge of foreign investments in France and French investments abroad at the Ministry of Industry from 1983 to 1985, then of imaging networks at General Electric Medical Systems from 1986 to 1989. He then headed the EEIG GEC Thomson Airborne Radar, which developed the European Rafale radar from 1989 to 1992. He is now Chairman of the Citystar group, which he founded in 2004 and which is present in France and South‑East Asia. Investment and asset management businesses: Mr Jean‑Louis Charon has held various leading positions in the real estate sector. He was Chief Executive Officer of the CGIS group, the real estate division of Vivendi Universal, member of the Management Board and then of the Supervisory Board of Nexity before creating the real estate fund Nexstar Capital in partnership with LBO France, and lastly of the Citystar group of which he is currently Chairman. Citystar is an investment company investing in private equity and real estate in France and South‑East Asia. Environment and climate: Mr Jean‑Louis Charon acquired expertise in environmental and climate matters through the investment made by the Citystar group in the Lotus group, a player in the photovoltaic sector. Accounting and financial information: Graduate of École Polytechnique and École Nationale des Ponts et Chaussées, he has more than 20 years of experience in the field of finance. Financial sector, insurance and mutual funds: For 25 years, Ms Sophie Coulon‑Renouvel has held various operational and executive positions within the Crédit Mutuel Arkéa group, where she has been Director of External Growth, Partnerships and Digital since 2021. Human resources and remuneration: For 10 years, she was Director of Human Resources in online banking in France, Belgium, Luxembourg and Switzerland. Accounting and financial information: Holder of the Diplôme Supérieur de Comptabilité et de Gestion (DSCG), she has held several financial positions within the Crédit Mutuel Arkéa group, including Head of the Accounting Department and Director of steering charge of support functions (including finance). International: Mr Pierre‑Henri Flamand has held leading positions in international groups such as Goldman Sachs and MAN Group plc for more than 20 years. Investment and asset management businesses: After two years in Investment Banking (M&A) at Goldman Sachs in London, Mr Pierre‑Henri Flamand joined the Risk Arbitrage group of the partnership which has become Goldman Sachs Principal Strategies (GSPS), the bank's hedge fund, active in both listed and private markets. In 2002, he became head of GSPS Europe, then, in 2004, he was appointed Partner of Goldman Sachs and, from 2007 to 2010, he was responsible for GSPS worldwide. In 2010, he created his own investment company, Edoma, with US$2.5 billion in assets under management, then joined MAN Group plc in 2014 and became CIO / Partner of MAN GLG, the discretionary part of MAN, responsible for all investment teams, active in all asset classes. Financial sector, insurance and mutual funds: Mr Pierre‑Henri Flamand joined Goldman Sachs in London in 1995 and was a partner from 2004 to 2010. Risk management: Mr Pierre‑Henri Flamand was a member of the Goldman Sachs Global Risk Committee from 2007 to 2010. From 2014 to 2019, he was a member of the Risk Committee of MAN Group plc. International: For 30 years, Mr Maximilien de Limburg Stirum has held key positions in international groups, notably Compagnie Nationale à Portefeuille (CNP), the listed holding company of the group founded by Albert Frère, and the Patrinvest group, which owns the interests of some of the Belgian founding families of the AB InBev group. He is a director of companies in Belgium, Canada, Luxembourg and the United Kingdom. Investment and asset management businesses: Mr Maximilien de Limburg Stirum has more than 30 years of experience in the investment and asset management businesses. He was Chief Investment Officer of Compagnie Nationale à Portefeuille (CNP) and is currently Executive Chairman of Société Familiale d'Investissements (SFI), a subsidiary of the Patrinvest group in charge of investments. Environment and climate: He monitors issues related to the environment and climate as part of his various duties within the governance bodies of companies. Human resources and remuneration: Mr Maximilien de Limburg Stirum is responsible for remuneration issues at SFI and has closely monitored these issues within the operating companies controlled by CNP. Governance: He has been a member of the governance bodies of companies, including listed companies, and of committees for many years. Accounting and financial information: Graduate of the Solvay Business School in Brussels where he obtained a bachelor and master’s degree in management engineering, Mr Maximilien de Limburg Stirum has spent his entire career in the financial sector and has sat on the audit committees of various companies, including Synatom and Forest and Biomass Holding. Jean‑Louis CharonP Sophie Coulon‑RenouvelP Pierre‑Henri FlamandP Maximilien de Limburg StirumP TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT159
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3. – – Corporate governance Administrative and management bodies Financial sector, insurance and mutual funds: Ms Florence Lustman has spent her entire career in the financial sector, insurance and mutual funds. She began her career as an insurance supervisor at the Commission de contrôle des assurances, then became Secretary General of the Commission de contrôle des assurances (which became the Autorité de Contrôle des Assurances et des Mutuelles). After working for the Inspectorate General of Finance and as Chief Financial and Public Affairs Officer of La Banque Postale group from 2012 to 2019, she has been Chair of France Assureurs since 2019. Accounting and financial information, risk management: Ms Florence Lustman is a graduate of École Polytechnique and the Institut d’études politiques de Paris. She is also a graduate of the IAF (Institut des Actuaires Français). She has held numerous executive positions as well as positions in the governance bodies of companies in the financial and insurance sector. In particular, she sat on the IASB (accounting standard‑setting body). International: Mr François Pauly has held various senior management positions in various countries (Italy, Luxembourg, Monaco, Switzerland) and has held executive positions in major international banking groups such as Dexia and Bank Sal. Oppenheim Jr. & Cie, Banque Internationale à Luxembourg (BIL) and the Edmond de Rothschild group. Investment and asset management businesses: He has more than 30 years of professional experience as an executive and director in international banking groups such as Dexia and Bank Sal. Oppenheim Jr. & Cie, Banque Internationale à Luxembourg (BIL) and the Edmond de Rothschild group. He is currently a member of the Board of Directors of Union Bancaire Privée (UBP) in Geneva and is a director of the Institut pour les œuvres de religion (IOR) at the Vatican. Financial sector, insurance and mutual funds: In addition to his experience in international banking groups, Mr François Pauly is Chairman of Compagnie Financière La Luxembourgeoise and a director of LALUX Assurances, one of the historical leaders in the Luxembourg insurance market. Governance: Mr François Pauly has been a director in various companies, including listed companies, for many years. Risk management: He has been a member and Chairman of the Risk Committees of banking and insurance groups, and was notably Chairman of the Audit and Risk Committee of Edmond de Rothschild. Investment and asset management businesses, financial sector, insurance and mutual funds: In 2009, Ms Fanny Picard founded alter equity, a FPCI management company for alter equity , alter equity II and alter equity III, of which she is Chair. She began her career in the mergers & acquisitions department of the investment bank Rothschild & Co, where she also served as Director of Financial Operations, Managing Director and member of the Executive Committee of Wendel from 2002 to 2006. Environment and climate: Pioneer in impact investing, alter equity, founded by Ms Fanny Picard, is the first French asset management company to propose an investment model in companies whose activity has a positive impact both socially and on the environment and which are committed to continuous progress towards greater responsibility in their management practices. Governance, human resources and remuneration: She has served and continues to serve on several Boards of Directors and specialised committees, with particular responsibility for CSR. She is also a member of the MEDEF Corporate Governance Committee. Accounting and financial information: A graduate of Essec and of Société française des analystes financiers (SFAF), Ms Fanny Picard has taught, notably at Sciences Po Paris, financial analysis and business valuation. Financial sector, insurance and mutual funds: Ms Constance de Poncins has more than 30 years of professional experience in the insurance sector. From 2015 to 2021, she notably served as Executive Officer of the savers’ association AGIPI. She is now Director of CREPSA and of supplementary pensions at B2V/B2V Gestion, a social protection group. She was also a full member (representing FAIDER) of the Financial Sector Advisory Committee, the Banque de France’s advisory committee, in 2021. Environment and climate: Ms Constance de Poncins was a member of the mission committee of Mirova, a management company dedicated to sustainable investment which has become a mission company and obtained the B‑corp label. In 2010, she also participated in changing the range of life insurance policies by integrating SRI management mandates into Neuflize Vie contracts, ESG agreements, an offset carbon fund, and a solidarity fund within AGIPI contracts, and by creating the AGIPI award for a sustainable world. Accounting and financial information, risk management: Ms Constance de Poncins is a graduate of the Institut des Actuaires Français (IAF) and holds a DEA in Econometrics from the University of Paris 2 Panthéon‑Assas. She is Chair of the Audit and Risk Committee of Argan and of the Audit and Risk Committee of Abeille Assurances. Florence LustmanP François PaulyP Fanny PicardP 3P 3P 3P Constance de PoncinsP TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 160
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Administrative and management bodies Financial sector, insurance and mutual funds: Mr Jean‑Pierre Denis was Chairman and Chief Executive Officer of the Oséo group from 2003 to 2007. From 2008 to 2021, he served as Chairman of Crédit Mutuel Arkéa and of Fédération du Crédit Mutuel de Bretagne. Environment and climate: Mr Jean‑Pierre Denis is Vice‑Chairman of the Paprec Group, a player in global waste management, and Chairman of the Confédération des Métiers de l’Environnement (CME), the voice of global waste management companies. He is also Climate Change Lead on Kering’s Board of Directors. Governance: Mr Jean‑Pierre Denis has been a member of the governance bodies and specialised committees of companies, including listed companies, for nearly 20 years. Committees of the Supervisory Board In accordance with the provisions of the Afep‑Medef Code to which the Company refers, the Supervisory Board decided to set up two permanent Committees: an Audit and Risk Committee and a Governance and Sustainability Committee (formerly the Appointment and Remuneration Committee). These Committees were set up by the Supervisory Board at its Meeting on 22 March 2017. Their composition is assessed annually and was last validated at the Supervisory Board meeting of 17 December 2025. The composition, duties and mode of operation of these two Committees are detailed in Section 3.4 (Preparation and organisation of the work of the Supervisory Board) of this Universal Registration Document. The composition of the Committees of the Supervisory Board is as follows: Audit and Risk Committee Jean‑Louis Charon, Chairman (independent member) Roger Caniard Constance de Poncins (independent member) Governance and Sustainability Committee Fanny Picard, Chair (independent member) Pierre‑Henri Flamand (independent member) Maximilien de Limburg Stirum Presentation of the members of the Supervisory Board The Company’s Articles of Association provide that, subject to the initial appointments allowing for renewal to be staggered, the Supervisory Board be made up of members appointed for a period of four years expiring at the end of the Ordinary General Meeting of the Shareholders convening to approve the accounts for the previous year and held in the year in which the term of office of that Supervisory Board member expires. The composition of the Supervisory Board at the date of this Universal Registration Document was determined so that it could be renewed by regular and balanced rotation. On 15 May 2025, the Supervisory Board, on the recommendation of the Governance and Sustainability Committee, co‑opted Mr Xavier Musca as a member of the Supervisory Board to replace Mr Christian de Labriffe for the remainder of his term of office, i.e. until the end of the Ordinary General Meeting of the Shareholders held to approve the financial statements for the year ending 31 December 2025, and appointed him as Chairman of the Supervisory Board. Jean‑Pierre DenisP TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT161
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3. – – Corporate governance Administrative and management bodies Xavier Musca Chairman Non‑independent member Nationality: French Year of birth: 1960 Date of first appointment: 15 May 2025 Term of office expires: 2026 (General Meeting of the Shareholders convened to approve the financial statements for the 2025 financial year) Business address: 32, rue de Monceau, 75008 Paris Current office: Chairman of the Company’s Supervisory Board Expertise and past experience in management: Mr Xavier Musca is a graduate of the Institut d'Études Politiques de Paris (Sciences Po) and a former student of the École nationale d’administration (ENA). He began his career at the Inspectorate General of Finance in 1985, before joining the French Treasury Department in 1989. In 1993, he was appointed to the office of Prime Minister Édouard Balladur and returned to the Treasury in 1995, where he became Director in 2004. In this role, he chaired the Paris Club and the Economic and Financial Committee of the European Union, which brings together the Treasury Directors of EU member states. In 2009, he joined the Presidency of the French Republic as Deputy Secretary General in charge of Economic Affairs and in 2011 was appointed Secretary General of the French President. From 2012 to 2025, he served as Deputy Chief Executive Officer of the Crédit Agricole SA group and from 2022 to 2025 as Chief Executive Officer of Crédit Agricole CIB. From 2016 to 2021, he was Chairman of the Board of Directors of Amundi. Offices and positions held as at 31 December 2025: Offices held in the past five years and no longer held to date: (1) Director, Member of the Governance Committee and Chairman of the Audit Committee of Capgemini (SE - listed company) P Chairman of the Louis Braille Campus (non‑profit EIG)P Deputy Managing Director of Tikehau Capital AdvisorsP Deputy Chief Executive Officer in charge of major client accounts, Effective Manager and member of the Executive Committee of Crédit Agricole (SA - listed company) P Chairman and Chairman of the Appointments Committee of CACEIS Bank (SA)P Chief Executive Officer of Crédit Agricole Corporate and Investment Bank (SA)P Chairman of CA Consumer Finance (SA)P Chairman of IDIA Capital Investissement (SA)P Chairman of A mundi (SA - listed company)P Vice‑Chairman of Predica (SA)P Vice‑Chairman of CA Italia (Italy)P Director of Crédit Agricole Assurances (SA)P Permanent representative of Crédit Agricole SA on the Board of Pacifica (SA)P The ratification of the co‑opting of Mr Xavier Musca as a member of the Supervisory Board and the renewal of his term of office as a member are proposed to the General Meeting of the Shareholders called to approve the financial statements for the 2025 financial year (see Section 9.3 (Resolutions subject to the vote of the Combined General Meeting of the Shareholders to be held on 30 April 2026) of this Universal Registration Document). (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 162
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Administrative and management bodies Roger Caniard Non‑independent member Member of the Audit and Risk Committee Nationality: French Year of birth: 1967 Date of first appointment: 28 February 2017 Term of office expires: 2026 (General Meeting of the Shareholders convened to approve the financial statements for the 2025 financial year) Business address: 10, cours du Triangle‑de‑l’Arche, 92919 La Défense. Current office: Head of MACSF financial management Expertise and past experience in management: Mr Roger Caniard is a graduate of IEP Paris, ESCP, Université Paris‑Dauphine and of the Société française des analystes financiers (SFAF). He began his career as a financial analyst. After a period at La Mondiale (equity management) and KBL (merger advisory bank), he joined MACSF in 1995. Since 2014, he has been a member of the Executive Committee and CFO of MACSF. Offices and positions held as at 31 December 2025: Offices held in the past five years and no longer held to date: (1) Group Chief Financial Officer of MACSF épargne retraiteP Member of the Supervisory Board of TaittingerP Permanent representative of MACSF épargne retraite on the Supervisory Committee of Verso Healthcare P Permanent representative of MACSF épargne retraite on the Board of Vivalto Vie (SAS) P Permanent representative of MACSF épargne retraite on the Board of Destia (SAS) P Permanent representative of MACSF épargne retraite on the Board of Star Service (SAS) P Permanent representative of MACSF épargne retraite on the Board of Laboratoires Delbert (SAS) P Permanent representative of the MACSF épargne retraite on the Board of Directors of Tikehau Capital Advisors (SAS) P Director of Acheel (SA)P Director of SICAV Medi ActionsP Director of SICAV Medi ConvertiblesP Director of MFPSP Director of Château Lascombes (SA)P Permanent representative of MACSF épargne retraite on the Board of Directors of Cube Infrastructure I and II P Chief Executive Officer of Médiservices Partenaires (cooperative society in SA form) P Director of Médiservices Partenaires (cooperative society in SA form)P Permanent representative of MACSF épargne retraite on the Board of Directors of Dee Tech (SA – listed company) P Permanent representative of MACSF épargne retraite on the Board of Pharmatis (SAS) P Director of Stade Malherbe‑Caen (SAS)P The renewal of the term of office of Mr Roger Caniard is proposed to the General Meeting of the Shareholders called to approve the financial statements for the 2025 financial year (see Section 9.3 (Resolutions subject to the vote of the Combined General Meeting of the Shareholders to be held on 30 April 2026) of this Universal Registration Document). (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT163
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3. – – Corporate governance Administrative and management bodies Jean‑Louis Charon Independent member Chairman of the Audit and Risk Committee Nationality: French Year of birth: 1957 Date of first appointment: 7 November 2016 Term of office expires: 2028 (General Meeting of the Shareholders convened to approve the financial statements for the 2027 financial year) Business address: 135, boulevard Saint‑Germain, 75006 Paris Current office: Chairman of Citystar Expertise and past experience in management: Mr Jean‑Louis Charon is a former student of École Polytechnique and École Nationale des Ponts et Chaussées. He began his career within the Ministry for Industry, and then held positions at General Electric and Thomson. In 1996, he became Managing Director of the Vivendi Universal Real Estate subsidiary CGIS group. In July 2000 he organised the LBO (see the Glossary in Section 10.7 of this Universal Registration Document) of Nexity, sitting on its Management Board and then its Supervisory Board. After founding Nexstar Capital, in partnership with LBO France, he founded the Citystar group in 2004 where he is the current Chairman. Offices and positions held as at 31 December 2025: Offices held in the past five years and no longer held to date: Chairman of SOBK (SAS), itself Chairman of City Star IBH (SAS), City Star Croissance (SAS), City Star Avenir (SAS) and CTS (SAS) P Manager of Lavandières (SCI)P Co‑manager of 118 rue de Vaugirard (SCI)P Manager of Charon Saint‑Germain (SCI)P Director of Citystar Private Equity Asia Pte. Ltd. (Singapore)P Director of Citystar Phnom Penh Property Management Pte. Ltd. (Singapore)P Director of Citystar Ream Topco Pte. Ltd. (Singapore)P Director of Citystar Ream Holdco Pte. Ltd. (Singapore)P Director of Citystar Phnom Penh Land Holding Pte. Ltd. (Singapore)P Director of Citystar Cambodia Pte. Ltd. (Singapore)P Director of Citystar KRD Pte. Ltd. (Singapore)P Director of Citystar KRH Pte. Ltd. (Singapore)P Director of Vivapierre (OPCI)P Director of Elaia Investment Spain SOCIMI (SA – listed company)P Director of Atland (SA – listed company)P Chairman of Newdeal (SAS)P Director of Affine (SAS)P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 164
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Administrative and management bodies Sophie Coulon‑Renouvel Permanent representative of Crédit Mutuel Arkéa Non‑independent member Nationality: French Year of birth: 1975 Date of first appointment: 25 August 2022 Business address: 1, rue Louis‑Lichou, 29480 Le Relecq‑Kerhuon Current office: Director of External Growth, Partnerships and Digital at Crédit Mutuel Arkéa group Expertise and past experience in management: Sophie Coulon‑Renouvel is a graduate of HEC Paris and ESADE in Barcelona. After four years as a senior consultant at Andersen, she joined the Crédit Mutuel Arkéa group in 2002. In 2009, she joined Arkéa Direct Bank, a subsidiary of the Crédit Mutuel Arkéa group, which brings together the Fortuneo and Keytrade Bank online banks, and then, in 2013, became a member of the Arkéa Direct Bank Management Board. In 2021, she was appointed Director of External Growth, Partnerships and Digital of the Crédit Mutuel Arkéa group. Offices and positions held as at 31 December 2025: Offices held in the past five years and no longer held to date: Director of External Growth, Partnerships and Digital at Crédit Mutuel Arkéa group P Permanent representative of Crédit Mutuel Arkéa on the Board of Directors of BELLATRIX (SAS) P Member of the Strategic Committee of Creative Specific SoftwareP Member of the Investment and Development Committee of Xplore IIP Member of the Supervisory Board of APIVIA IARD (SAS)P Member of the Management Board of ADBP Member of the Board of Directors of Keytrade Bank LuxembourgP Member of the Board of Directors of AS2DP TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT165
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3. – – Corporate governance Administrative and management bodies CRÉDIT MUTUEL ARKÉA Non‑independent member represented by Ms Sophie Coulon‑Renouvel Date of first appointment: 17 March 2021 (date of co‑opting by the Supervisory Board) Term of office expires: 2028 (General Meeting of the Shareholders convened to approve the financial statements for the 2027 financial year) Business address: 1, rue Louis‑Lichou, 29480 Le Relecq‑Kerhuon Registration: 775 577 018 RCS Brest Offices and positions held by Crédit Mutuel Arkéa as at 31 December 2025: Director of 56 Energies (SEM)P Director of Aéroport de Bretagne Ouest (SAS)P Member of the Strategy Committee and the Impact Committee of Agrilife Studio P Director of Aiguillon Construction (SAHLM)P Non‑voting member of the Board of Directors of Aiguillon Résidences (ScpHLM) P Director of An Daol Vras (Association)P Director of Apilogis (Scop)P Member of the Investment and Development Board of Aquitaine Création Investissement P Member of the Supervisory Board of Arkéa Asset Management (SA) P Director of Arkéa Assistance (SA)P Member of the Supervisory Board of Arkéa Banking Services (SA) P Member of the Supervisory Board of Arkéa Banque Entreprises et Institutionnels (SA) P Member of the Supervisory Board of Arkéa Capital (SAS)P Director of Arkéa Capital Investissement (SA)P Member of the Supervisory Board of Arkéa Crédit Bail (SAS)P Member of the Supervisory Board of Arkéa Direct Bank (SA)P Member of the Supervisory Board of Arkéa Financements & Services (SA) P Member of the Supervisory Board of Arkéa FoncièreP Director of Arkéa Home Loans SFH (SA)P Director of Arkéa Immobilier Conseil (SA)P Director of Arkéa Lending Services (SA)P Director of Arkéa Public Sector SCF (SA)P Director of Arkéa SCD (SA)P Director of Arkéa Sécurité (SA)P Director of Atout Ports (SEM)P Director of Axanis (ScpHLM)P Director of Aximo (SAHLM)P Managing Director of Bellatrix (Luxembourg)P Member of the Strategic Committee of Breizh ImmoP Director of Breizh Invest PME (SA)P Member of the Strategic Committee of Breizhenergie (SAS)P Member of the Strategic Committee and the Technical Committee of Breizhtourisme P Non‑voting member of the Board of Directors of Brest Commerces (SA) P Member of the Supervisory Board of Bretagne Capital Solidaire (Scop) P Chairman of Bretagne Digital Participative (SAS)P Director of Chambre Régionale Economie Sociale (Association)P Member of the Governance Board of CitameP Member of the Supervisory Committee of Clearwater (SAS)P Member of the Strategic Committee of ConformiteeP Member of the Development Board of the City and Region of Brest P Director of Coopalis (ScpHLM)P Non‑voting member of the Board of Directors of Coopérative Foncière Francilienne (cooperative society in SA form) P Director of Coopérative Immobilière de Bretagne (Scop)P Non‑voting member of the Board of Directors of Coopérer pour Habiter (SAHLM) P Member of the Strategic Committee of Cowork’hit (SCIC)P Member of the Supervisory Board of Crédit Foncier et Communal d’Alsace et de Lorraine Banque (SA) P Non‑voting member of the Board of Directors of Créteil Habitat Semic (SA) P Director of Demeure Access (SA)P Member of the Board of Directors of Dirigeants Responsables (registered association) P Director of Energie’IV (SEM)P Member of the Supervisory Board of Épargne Foncière (SA)P Director of Espacil Habitat (SA)P Director of the European Institute of Financial Regulation (Association) P Member of the Supervisory Board of Federal Finance (SA)P Member of the Board of Directors of Foncier Coopératif Malouin (cooperative society in SA form) P Director of Foncière ODIL (SAS)P Member of the Technical Committee of Foncière PérigordsP Member of the Executive Committee of Fondation Rennes 1P Member of the Advisory Committee of Fonds Breizh RebondP Member of the Board of Directors of Fonds de dotation A Galon VAT P Director of Fonds de Dotation Phinoe (Foundation)P Member of the Supervisory Committee of Fonds Nouvelle Aquitaine Acceleration (SAS) P Sole Director of GICM (EIG)P Director and member of the Technical Committee of Gironde Energies (SAS) P Member of the Steering Committee of Go Capital AmorçageP Member of the Steering Committee of Go Capital Amorçage IIP Member of the Steering Committee of Go Capital Ouest Ventures III P Director of Hemera (SASU)P Director of Icy (SAS)P Non‑voting member of the Board of Directors of Île‑de‑France Investissements et Territoires (SEM) P Director of InCité Bordeaux la CUB (SEM)P Treasurer of the Board of Directors of Investir en Finistère (registered association) P Chairman of Izimmo (SASU)P Chairman of Izimmo Invest (SASU)P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 166
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Administrative and management bodies Non‑voting member of the Board of Directors of Keredes Promotion Immobilière (Scop) P Director of L’Habitation Confortable (SAHLM)P Director of La Compagnie Française des Successions (SAS)P Non‑voting member of the Board of Directors of La Coopérative Foncière (Other PM) P Director of La Vie au Rez (SAS)P Non‑voting member of the Board of Directors of Comité Ouvrier du Logement (Scp HLM) P Director of Le Toit Girondin (Scp HLM)P Director of Le Train (SAS)P Director of Lea (SEML)P Non‑voting member of the Board of Directors Les Habitations Populaires SCIC (Scop) P Director of Logipostel (Scp HLM)P Member of the Supervisory Board of Logirep (SA HLM)P Director of Mainsys France (SAS)P Director of Medef 22P Director of Medef 29P Member of the Supervisory Board of Monext (SASU)P Director of Nexity (SA)P Member of the Supervisory Board of Nextalk (SAS)P Director of Nouvelle Aquitaine Croissance TourismeP Non‑voting member of the Board of Directors of Novim (SEM)P Director of OCBF (Association)P Non‑voting member of the Board of Directors of OP’Accession 35 (Scop) P Director of Paris EuroplaceP Member of the Executive Committee of PolylogisP Director of Pompes Funèbres Région de Saint‑Brieuc (SEM)P Member of the Strategic Committee of Pono TechnologiesP Director of Port de Commerce de Lorient Bretagne Sud (SAS)P Member of the Supervisory Board of Procapital (SA)P Director of Rev MobilitiesP Director of Armorique Habitat (SAHLM)P Director of Elbeuf Boucles de Seine (EBS HABITAT) (SAHLM)P Non‑voting member of the Board of Directors of Les Foyers (SAHLM) P Director of Patrimoine la Languedocienne (SAHLM)P Director of Midi Habitat (SACICAP)P Director and member of the Commitments Committee of Immobilière Charente (SAS) P Non‑voting member of the Board of Directors of Sorimmo (SAS)P Director of Logement de la Région d’Elbeuf (SCIC)P Director of Anjou Atlantique Accession (SCIC HLM)P Director of Coop Access (SCIC HLM)P Member of the Supervisory Board of SCPI MultihabitationP Member of the Supervisory Board of SCPI Multihabitation IIP Member of the Supervisory Board of SCPI Multihabitation IIIP Member of the Supervisory Board of SCPI Multihabitation IVP Member of the Supervisory Board of SCPI Multihabitation VP Director of Baie d’Armor Entreprises (SEM)P Director of Brest Métropole Aménagement (SEM)P Director of Brest’Aim (SEC)P Non‑voting member of the Board of Directors of Bretagne Armor Pêche (SEM) P Director of Citallios (SEM)P Non‑voting member of the Board of Directors of Dinan Expansion (SEM) P Director of Pays de Fougères (SEM)P Member of the Supervisory Board of Pytheas Capital Advisors (SAS) P Director of Énergies 22 (SEM)P Director of Paris Commerces (SEM)P Director of Yvelines Développement (SEM)P Non‑voting member of the Board of Directors of Portage Immobilier Ville de Brest (SEM) P Director of Quimper Évènements (SEM)P Non‑voting member of the Board of Directors of Rennes Cité Média (SEM) P Non‑voting member of the Board of Directors of Sequano Aménagement (SEM) P Director of Sotraval (SEM)P Non‑voting member of the Board of Directors of Territoires et Développement Bassin Rennais (SEM) P Director of Vallée Sud Mobilités (SEM)P Director of Ville Renouvelée (SEM)P Director of SembreizhP Director of SemelogP Director of Énergies en Finistère (SEML)P Director of SA de Construction de la Ville de Lyon (SA)P Managing Director of Société d’Équipement du Poitou (SA)P Director of Société d’Aménagement Foncier et d’Établissement Rural de Bretagne (SAFER) P Director of Paris Seine (SEM)P Director of Société d’Équipement des Pays de l’Adour (SEPA) (SEM) P Director of Sofiouest (SA)P Director of Sofiproteol (SA)P Director of SEM de Construction et de Rénovation de la Ville de Pantin (SEMIP) P Member of the Supervisory Board of Suravenir (SA)P Director of Suravenir Assurances (SA)P Director of Technopole Brest Iroise (Association)P Director of Terre et Toit (SADIV)P Non‑voting member of the Board of Directors of Territoires Charente (SAEML) P Member of the Strategic and Technical Committee of Territoires et Perspectives P Director and member of the Technical Committee of Vallée Sud Développement (SEM) P Director of Valophis Sarepa (SA)P Member of the Investment and Development Committee of West Web Valley P Member of the Strategic Committee of WilovP Director of Yncrea Ouest (Association)P Non‑voting member of the Supervisory Board of Yomoni (SAS)P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT167
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3. – – Corporate governance Administrative and management bodies Offices held in the past five years and no longer held to date: Non‑voting member of the Board of Directors of Aéroport de Cornouaille (SAS) P Director of Fonds de Dotation KerpapeP Director of Logistart (SAHLM)P Member of the Supervisory Board of Newport (SAS)P Non‑voting member of the Board of Directors of Sarenza (SASU)P Director of Animation Économique au Service des Territoires (SEM) P Director of Swen Capital Partners (SA)P Director of Interfédérale (SCI)P Director of Caisse Centrale de Crédit Mutuel (Scop)P Member of the Supervisory Board of Logement et Gestion Immobilière pour la Région Parisienne - LOGIREP (SAHLM) P Director (Bestuurder) of Vermeg Group NV (Dutch company)P Member of the Governance Board of Citame (SASU)P Director of ESB Habitat (SAHLM)P Director of Expansiel Promotion Groupe Valophis (Scop)P Director of Federal Équipements (EIG)P Director of Kepler Financial Partners (SAS)P Non‑voting member of Bruz Aménagement (SEM)P Director of Syndicat Départemental d’Énergie des Côtes d’Armor (Mixed Communal Public Association) P Director of Territoires et Perspectives (SAS)P Director of Tikehau Capital Advisors (SAS)P Director of Valophis la Chaumière Île‑de‑France (Scop)P Member of the Supervisory Board of Younited (SA)P Director of Paysan Breton (SAS)P Director of Confédération Nationale du Crédit Mutuel (SA union of Scop) P Director of Aménagement et Équipement de la Bretagne (SEM)P Director of Finansemble (SAS)P Chairman and Director of Izimmo Holding (SAS)P Member of the Supervisory Board of Leetchi (SA)P Director of Mangopay (SA)P Director of Vivienne Investissement (SAS)P Director of Sellor (SEM)P Member of the Supervisory Board of Pumpkin (SAS)P Director of Aménagement du Finistère (SEM)P Director of Novelia (SA)P Member of the Supervisory Board of Budget Insight (SAS)P Director of Transports Collectifs Agglomération Rennaise (SEM)P Member of the Supervisory Committee of Aquiti Gestion (SAS)P Director of Société Aménagement et Développement Ille‑et‑Vilaine (SEM) P Director of Paylib Services (SAS)P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 168
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Administrative and management bodies Jean‑Pierre Denis Non‑voting member (censeur) Nationality: French Year of birth: 1960 Date of first appointment: 21 December 2016 (with effect from 9 January 2017) Term of office expires: 2026 (General Meeting of the Shareholders convened to approve the financial statements for the 2025 financial year) Business address: 118, avenue des Champs-Élysées, 75008 Paris Current office: Vice‑Chairman of Paprec Group Expertise and past experience in management: Mr Jean‑Pierre Denis is a qualified Finance Inspector, who graduated from HEC and also attended ENA. He has previously held positions as Chairman and Chief Executive Officer of the Oséo group from 2003 to 2007, and was also a member of the Management Board of Vivendi Environnement which became Veolia Environnement (2000‑2003), Chairman of Dalkia (Vivendi group and then Veolia Environnement) (1999‑2003), Advisor to the Chairman at CGE which became Vivendi (1997‑1999) and Deputy Secretary General to the President of the Republic (1995‑1997). From 2008 to 2021, he served as Chairman of Crédit Mutuel Arkéa and of Fédération du Crédit Mutuel de Bretagne. Since 2021, he has been Vice‑Chairman of Paprec Group. Offices and positions held as at 31 December 2025: Offices held in the past five years and no longer held to date: (1) Vice‑Chairman of Paprec Group (SA)P Director of Paprec Holding (SA)P Director of Avril Gestion (SAS)P Director of Kering (SA – listed company)P Chairman of Château Calon Ségur (SAS)P Chairman of the Supervisory Committee of Les Terroirs de Suravenir (SAS)P Chairman of Keriode (SAS)P Chairman of the Atrad Solidarity Endowment FundP Permanent representative of Keriode on the Board of Directors of Tikehau Capital Advisors (SAS) P Director of the Caisse de Crédit Mutuel de Cap SizunP Director of Altrad Investment Authority (SAS)P Director of the Supervisory Board of Vasgos (legal representative of SAS Keriode) P Chairman of the Fédération du Crédit Mutuel de BretagneP Chairman of Crédit Mutuel ArkéaP Director of Nexity (SA – listed company)P Director of JLPP Invest (SAS)P Non‑voting member of the Board of Directors of Altrad Investment Authority (SAS) P The appointment of Mr Jean‑Pierre Denis as a member of the Supervisory Board, replacing Mr François Pauly, is proposed to the General Meeting of the Shareholders called to approve the financial statements for the 2025 financial year (see Section 9.3 (Resolutions subject to the vote of the Combined General Meeting of the Shareholders to be held on 30 April 2026) of this Universal Registration Document). (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT169
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3. – – Corporate governance Administrative and management bodies Pierre‑Henri Flamand Independent member Member of the Governance and Sustainability Committee Nationalities: French and British Year of birth: 1970 Date of first appointment: 30 April 2025 Term of office expires: 2029 (General Meeting of the Shareholders convened to approve the financial statements for the 2028 financial year) Business address: 15 chemin des Ruelles, 1223 Cologny, Switzerland Current office: Independent member of the Supervisory Board of Tikehau Capital Expertise and past experience in management: A former student of École Polytechnique, a graduate of ENSAE and the Institut d’études politiques de Paris, Mr Pierre‑Henri Flamand joined Goldman Sachs in London in 1995. After two years in Investment Banking (M&A), he joined the partnership's Risk Arbitrage group, which became Goldman Sachs Principal Strategies (GSPS), the bank's hedge fund, active in both listed and private markets. In 2002, he became head of GSPS Europe, then, in 2004, he was appointed Partner of Goldman Sachs and, from 2007 to 2010, he was responsible for GSPS worldwide. He was a member of the Global Risk Committee of Goldman Sachs from 2007 to 2010. In 2010, he created his own investment company, Edoma, with US$2.5 billion in assets under management, then joined MAN Group plc in 2014 and became CIO / Partner of MAN GLG, the discretionary part of MAN, responsible for all investment teams, active in all asset classes. From 2014 to 2019, he was a member of the Risk Committee of MAN. From 2019 to 2022, he was senior advisor to the MAN Group. Offices and positions held as at 31 December 2025: Offices held in the past five years and no longer held to date: N/AP N/AP TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 170
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Administrative and management bodies Maximilien de Limburg Stirum Non‑independent member Member of the Governance and Sustainability Committee Nationalities: Belgian and French Year of birth: 1971 Date of first appointment: 16 May 2023 (date of co‑opting by the Supervisory Board) Term of office expires: 2029 (General Meeting of the Shareholders convened to approve the financial statements for the 2028 financial year) Business address: 488 route de Longwy L‑190 Luxembourg Current position: Executive Chairman of SFI Expertise and past experience in management: Mr Maximilien de Limburg Stirum graduated from the Solvay Business School in Brussels with a Bachelor and a Master in Business Engineering. In 1995, he began his career at Compagnie Nationale à Portefeuille (CNP), the listed holding company of the group founded by Albert Frère, where he became Chief Investment Officer. In 2012, he joined the Patrinvest group, which holds the interests of some of the Belgian founding families of AB InBev, and became Executive Chairman of Société Familiale d'Investissements (SFI), its subsidiary in charge of investments. Offices and positions held as at 31 December 2025: Offices held in the past five years and no longer held to date: Executive Chairman of Société Familiale d'Investissements SA (Luxembourg)P Chairman of Legacy Participations Sarl (Luxembourg)P Managing Director of Denarius SA (Belgium)P Director of Restaurant Brands International (Canada - listed company)P Director of EPS SA (Luxembourg)P Director of Synatom SA (Belgium)P Director of Hunter Douglas Group Ltd. (United Kingdom)P Director of Tikehau Capital Advisors (SAS)P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT171
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3. – – Corporate governance Administrative and management bodies Fonds Stratégique de Participations Non‑independent member represented by Ms Florence Lustman Date of first appointment: 28 February 2017 Term of office expires: 2029 (General Meeting of the Shareholders convened to approve the financial statements for the 2028 financial year) Business address: 47, rue du Faubourg‑Saint‑Honoré, 75008 Paris Registration: 753 519 891 RCS Paris Offices and positions held by Fonds Stratégique de Participations as of 31 December 2025: Offices held in the past five years and no longer held to date: Florence Lustman Permanent representative of Fonds Stratégique de Participations Non‑independent member Nationality: French Year of birth: 1961 Date of first appointment: 28 February 2017 Business address: 115, rue de Sèvres, 75006 Paris Current office: Chair of France Assureurs Expertise and past experience in management: Ms Florence Lustman is a former student of École Polytechnique and Institut d’études politiques de Paris. She is also a graduate of the IAF (Institut des Actuaires Français). She began her career as insurance supervisor at the Commission de contrôle des assurances. She then became General Secretary of that Commission (now the Autorité de Contrôle des Assurances et des Mutuelles). After working for the Inspectorate General of Finance and as Chief Financial and Public Affairs Officer of La Banque Postale group from 2012 to 2019, she has been Chair of France Assureurs since 2019. Offices and positions held as at 31 December 2025: Offices held in the past five years and no longer held to date: Director of Seb (SA – listed company)P Director of Arkema (SA – listed company)P Director of Eutelsat Communication (SA – listed company)P Director of Robertet (SA – listed company)P Director of Valeo (SA – listed company)P Director of the ADIT Group (SAS)P Director of Tikehau Capital Advisors (SAS)P Director of Soitec (SA)P Director of Verkor (SAS)P Director of Safran (SA – listed company)P Director of Elior Group (SA – listed company)P Chair of France AssureursP Member of the Board of the Institut Polytechnique de ParisP Permanent representative of Fonds Stratégique de Participations on the Board of Directors of Tikehau Capital Advisors (SAS) P Member of the Board of Directors of Imagine (Institute for Genetic Illnesses)P Permanent representative of Fonds Stratégique de Participations at Safran (SA - listed company) P Permanent representative of Fonds Stratégique de Participations at ELIOR (SA - listed company) P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 172
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Administrative and management bodies François Pauly Independent member Nationality: Luxembourgish Year of birth: 1964 Date of first appointment: 6 May 2024 Term of office expires: 2028 (General Meeting of the Shareholders convened to approve the financial statements for the 2027 financial year) Business address: 9 rue Jean Fischbach 9 3372 Leudelange, Luxembourg Current office: Chairman of Compagnie Financière La Luxembourgeoise Expertise and past experience in management: Graduate of ESCP Europe, François Pauly joined the Dexia banking group, where he held various senior management positions in Luxembourg, Italy and Monaco from 1987 to 2004. In 2004, he joined Bank Sal. Oppenheim Jr. & Cie in Luxembourg as Chief Executive Officer and then, from 2007, became General Manager of Sal. Oppenheim Jr. & Cie S.C.A. In 2011, he joined Banque Internationale à Luxembourg (BIL) as Chief Executive Officer and then served as Chairman of the Board of Directors from 2014 until 2016. From 2021 to 2023, he was CEO of the Edmond de Rothschild group. Offices and positions held as at 31 December 2025: Offices held in the past five years and no longer held to date: (1) Chairman of Compagnie Financière La Luxembourgeoise (Luxembourg)P Director of La Luxembourgeoise (Luxembourg insurance company)P Director of Cobepa (Belgium)P Director of Cobehold (Belgium)P Director of Vedihold (Luxembourg)P Director of Vedipar (Luxembourg)P Director of Union Bancaire Privée (UBP) (Switzerland)P Director of Union Bancaire Privée Europe (SA)P Chairman of the International Advisory Board of Tikehau CapitalP Member of the Supervisory Board of the Institut pour les œuvres de religion (Istituto per le Opere di Religione - Vatican City State) P Director and Chairman of Edmond de Rothschild (Switzerland)P Chairman of Edmond de Rothschild Europe (Luxembourg)P Director of IWG Plc (Switzerland)P Director of Praesidium (Italy)P Mr François Pauly resigned from his duties as a member of the Supervisory Board with effect from 29 April 2026. His replacement by Mr Jean‑Pierre Denis is proposed to the General Meeting of the Shareholders called to approve the financial statements for the 2025 financial year (see Section 9.3 (Resolutions subject to the vote of the Combined General Meeting of the Shareholders to be held on 30 April 2026) of this Universal Registration Document). (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT173
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3. – – Corporate governance Administrative and management bodies Fanny Picard Independent member Chairwoman of the Governance and Sustainability Committee Nationality: French Year of birth: 1968 Date of first appointment: 28 February 2017 Term of office expires: 2026 (General Meeting of the Shareholders convened to approve the financial statements for the 2025 financial year) Business address: 23, rue Danielle Casanova, 75001 Paris Current office: Chair of alter equity SAS, asset management company of the FPCI alter equity and alter equity II Expertise and past experience in management: Ms Fanny Picard is a graduate of ESSEC and SFAF with a master’s degree in law and a former student of Collège des Hautes Études de l’Environnement et du Développement Durable. She began her career in the mergers and acquisitions department of the investment bank Rothschild & Cie. Before founding and chairing the alter equity investment fund, Fanny Picard was Director of Financial Operations, Managing Director and member of the Executive Committee of Wendel, and Director of Development for Western Europe and North America of the Danone Group. Offices and positions held as at 31 December 2025: Offices held in the past five years and no longer held to date: (1) 3P 3P Chairwoman of alter equity SASP Member of the Board of Directors and Chair of the CSR Committee of GL Events (SA – listed company) P Member of Comité du Financement de la Transition Ecologique (CFTE) established by Institut de la Finance Durable in 2022 P Member of the Board of Directors and member of the Audit Committee of Dee Tech (SA) P The renewal of the term of office of Ms Fanny Picard is proposed to the General Meeting of the Shareholders called to approve the financial statements for the 2025 financial year (see Section 9.3 (Resolutions subject to the vote of the Combined General Meeting of the Shareholders to be held on 30 April 2026) of this Universal Registration Document). (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 174
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Administrative and management bodies Constance de Poncins Independent member Member of the Audit and Risk Committee Nationality: French Year of birth: 1969 Date of first appointment: 28 February 2017 Term of office expires: 2026 (General Meeting of the Shareholders convened to approve the financial statements for the 2025 financial year) Business address: 52, rue de la Victoire, 75009 Paris Current office: Director supplementary pensions (CRESPA) at B2V/B2V Gestion Expertise and past experience in management: Ms Constance de Poncins is a graduate of the Institut des Actuaires Français (IAF) and holds a post‑graduate degree in Econometrics from the Université de Paris 2 Panthéon‑Assas and an Executive MBA from the Management Institute of Paris (MIP‑EDHEC). She began her career in 1992, in the Axa France technical Directorate of individual life assurance, before becoming Director of the Private Client Management Distributors and Partners Department, then Director of liabilities and cross‑divisional projects. In 2009, she joined Neuflize Vie as Technical and Investment Director and Director of Asset/Liability Commitments. From 2015 to 2021, she served as Executive Officer of the savers’ association AGIPI. She is now Director of CREPSA and of supplementary pensions at B2V/B2V Gestion, a social protection group. Offices and positions held as at 31 December 2025: Offices held in the past five years and no longer held to date: 3.1.3 PRACTICES OF THE SUPERVISORY BOARD The practices of the Supervisory Board of the Company are governed by the law and regulations, the Company’s Articles of Association and the Internal Rules of the Supervisory Board (the most recent versions of which are available on the Company’s website (www.tikehaucapital.com)). The duties and practices of the Supervisory Board are detailed in Section 3.4 (Preparation and organisation of the work of the Supervisory Board) of this Universal Registration Document. (1) Member of the Board of Directors, Chairwoman of the Audit and Risk Committee, and member of the Remuneration Committee of Abeille Assurances (SA) P Member of the Supervisory Board and Chairwoman of the Appointment and Remuneration Committee of Argan (SA – listed company) P Member of the Board of Directors and Treasurer of APEVT (association for the protection of the environment and heritage of the municipalities of Villedieu‑lès‑Bailleul and Tournai‑sur‑Dive) P Executive Manager of AGIPI, a savings association (Savings, Pensions, Provident and Health Insurance) P Chair of the SICAVs:P AGIPI Obligations MondeP AGIPI Grandes TendancesP AGIPI Actions ÉmergentsP AGIPI Monde DurableP AGIPI ConvictionsP AGIPI RégionP Director of the AGIPI EIGP Director representing AGIPI Retraite on the Board of Directors of the SICAVs:P AGIPI Actions MondeP AGIPI Actions EuropeP AGIPI Obligation InflationP AGIPI AmbitionsP AGIPI RevenusP Director representing AGIPI on the Board of Directors of SICAV AGIPI Immobilier P Director representing AGIPI Retraite at FAIDER (Fédération des Associations Indépendantes de Défense des Épargnants pour la Retraite) P Chair of CMDPH SASUP Member of the MIROVA mission CommitteeP The renewal of the term of office of Ms Constance de Poncins is proposed to the General Meeting of the Shareholders called to approve the financial statements for the 2025 financial year (see Section 9.3 (Resolutions subject to the vote of the Combined General Meeting of the Shareholders to be held on 30 April 2026) of this Universal Registration Document). (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT175
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3. – – Corporate governance General Meetings of the Shareholders 3.2 General Meetings of the Shareholders 3.2.1 PRACTICES OF THE GENERAL MEETINGS OF THE SHAREHOLDERS The main provisions described below are taken from the Company’s Articles of Association as in force at the date of this Universal Registration Document. Participation in the General Meetings of the Shareholders (Article 11.1 of the Articles of Association) General Meetings of the Shareholders shall be convened by the Managers or the Supervisory Board under the conditions set out by law. General Meetings of the Shareholders shall be held either at the registered office or at any other location specified in the convening notice. Any shareholder, regardless of the number of shares they own, may participate in General Meetings of the Shareholders under the conditions set out by law and by the Articles of Association with proof of their identity and of the registration of the shares in their name or in the name of the intermediary registered on their behalf five business days before the General Meeting of the Shareholders at 0.00 am, Paris time: If the shareholder is unable to attend the General Meeting of the Shareholders in person or by proxy, they may choose one of the two following options: When the shareholder has requested an admission card or certificate of participation or, if applicable, cast their vote by correspondence or sent a proxy, they may no longer choose another mode of participation in the General Meeting of the Shareholders. However, they may sell all or some of their shares at any time. If the transfer of ownership occurs more than five business days before the General Meeting of the Shareholders at 0.00 am, Paris time, the Company consequently nullifies or modifies the vote by correspondence, the proxy, the admission card or the certificate of participation, as applicable. To this end, the authorised intermediary and account‑holder notifies the Company or its representative of the transfer of ownership and provides all necessary information. Any transfer of ownership occurring five business days or less before the General Meeting of the Shareholders at 0.00 am, Paris time, shall not be notified by the authorised intermediary nor taken into account by the Company. Shareholders that are not domiciled in France may register their shares and be represented at General Meetings of the Shareholders by any intermediary registered on their behalf with a general power of attorney to manage their shares, provided that the intermediary has declared itself as an intermediary holding securities on behalf of another party upon opening its account with the Company or the account‑holding financial intermediary, pursuant to applicable laws and regulations. Shareholders may, upon a decision of a Manager published in the meeting notice and convening notice, participate in General Meetings of the Shareholders via video conference or any other means of telecommunication or teletransmission, including internet, under the conditions set out by applicable laws and regulations. A Manager sets the corresponding terms of participation and voting to ensure that the procedures and technologies employed allow for continuous, real‑time transmission of the deliberations and the voting process in its entirety. Shareholders using the electronic form provided on the website by the Meeting centraliser, within the required time limit, have the same status as shareholders in attendance or represented. The electronic form may be filled out and signed directly on the website by any procedure decided upon by a Manager that fulfils the conditions defined in the first sentence of the second paragraph of Article 1367 of the French Civil Code, which may involve a username and password. (1) for holders of nominal shares on the nominal securities accounts kept on the Company’s books; P for holders of bearer shares on bearer security accounts kept by the authorised intermediary, which shall provide, electronically, if appropriate, a certificate of participation as proof of their registration. P voting by correspondence;P sending a proxy notice to the Company without indicating a proxy, under applicable laws and regulations. P (1) (1) Decree No. 2026‑94 of 13 February 2026 on the modernisation of the procedures for certain commercial companies to communicate with their shareholders, which came into force on 16 February 2026, amended the date for verifying shareholdings to midnight on the fifth working day preceding the General Meeting of the Shareholders, Paris time (this date having previously been set at midnight on the second working day preceding the General Meeting of the Shareholders, Paris time). In order to incorporate this new account registration date, the amendment to Article 11.1 of the Company’s Articles of Association is the subject of a resolution to be put to the General Meeting of the Shareholders on 30 April 2026 (see Section 9.3 (Resolutions to be subject to the vote of the Combined General Meeting of the Shareholders to be held on 30 April 2026) of this Universal Registration Document). (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 176
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance General Meetings of the Shareholders The proxy and the vote cast electronically before the Meeting, as well as the confirmation of receipt given, shall be deemed irrevocable written undertakings enforceable on all parties, it being noted that if a transfer of ownership occurs more than five business days before the General Meeting of the Shareholders at 0.00 am, Paris time, the Company will consequently nullify or modify any proxy or vote cast before this date and time. General Meetings of the Shareholders are chaired by one of the Managers or, with the approval of a Manager, by the Chairman of the Supervisory Board. Failing this, the General Meeting of the Shareholders shall elect its own Chairman. Minutes are prepared of General Meetings of the Shareholders and copies are certified and issued in accordance with the law. Approval of decisions by the general partner or partners (Article 11.1 of the Articles of Association) Except for the appointment and removal from office of members of the Supervisory Board, the appointment and removal from office of the Statutory Auditors, the distribution of annual dividends and the approval of agreements requiring authorisation, no decision shall be validly taken by the General Meeting of the Shareholders unless it is approved by the general partner(s) in principle before the General Meeting of the Shareholders and, whatever the circumstances, no later than the close of the said Meeting. 3.2.2 GENERAL MEETING OF THE SHAREHOLDERS OF THE COMPANY IN 2025 In 2025, the General Meeting of the Shareholders met once, on 30 April 2025. At this General Meeting of the Shareholders, all resolutions recommended by the Managers were approved and a quorum of 92.66% was met. The documents relating to the General Meeting of the Shareholders of 30 April 2025 are available on the Company’s website (under the heading Shareholders/AGM: https://www.tikehaucapital.com/en/shareholders/general‑meetings) as well as the voting results, resolution by resolution. (1) Decree No. 2026‑94 of 13 February 2026 on the modernisation of the procedures for certain commercial companies to communicate with their shareholders, which came into force on 16 February 2026, amended the date for verifying shareholdings to midnight on the fifth working day preceding the General Meeting of the Shareholders, Paris time (this date having previously been set at midnight on the second working day preceding the General Meeting of the Shareholders, Paris time). In order to incorporate this new account registration date, the amendment to Article 11.1 of the Company’s Articles of Association is the subject of a resolution to be put to the General Meeting of the Shareholders on 30 April 2026 (see Section 9.3 (Resolutions to be subject to the vote of the Combined General Meeting of the Shareholders to be held on 30 April 2026) of this Universal Registration Document). (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT177
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3. – – Corporate governance Remuneration, allowances and benefits 3.3 Remuneration, allowances and benefits As part of the preparatory work for the Company’s listing, the General Meeting of the Shareholders of 7 November 2016 decided to convert the Company into a société en commandite par actions (partnership limited by shares). At the time of this conversion, Tikehau Capital General Partner took over as Manager and sole general partner of the Company. As part of the reorganisation carried out in 2021 (the "Reorganisation"), Tikehau Capital General Partner was absorbed by the Company, with retroactive effect to 1 January 2021, and two companies, AF&Co Management, whose Chairman is Mr Antoine Flamarion and which is wholly owned by AF&Co, and MCH Management, whose Chairman is Mr Mathieu Chabran and which is wholly owned by MCH, were appointed on 15 July 2021 as Managers of Tikehau Capital. The legal provisions on the remuneration of corporate officers of listed companies, codified for partnerships limited by shares in Articles L.22‑10‑75 to L.22‑10‑78 of the French Commercial Code, stipulates that the remuneration policy for the Managers and that of the members of the Supervisory Board must be the subject of draft resolutions submitted to the agreement of the general partner and the approval to the Ordinary General Meeting of the Shareholders, each year and whenever a significant amendment is made to these policies by means of an ex ante vote. A draft resolution will also be submitted to the General Meeting of the Shareholders called to approve the financial statements for the 2025 financial year, as part as of an ex post vote, with regard to the information contained in the corporate governance report and concerning the total remuneration and benefits of any kind paid in respect of positions held in the 2025 financial year or allocated in respect of positions held in the 2025 financial year to the Managers and to the members of the Company’s Supervisory Board, as well as four separate draft resolutions concerning the fixed, variable and exceptional components of the total remuneration and benefits of any kind paid during the 2025 financial year or allocated in respect of the 2025 financial year to each of the Managers, AF&Co Management and MCH Management, to Mr Christian de Labriffe in his capacity as Chairman of the Supervisory Board from 1 January to 15 May 2025, and to Mr Xavier Musca in his capacity as Chairman of the Supervisory Board from 15 May 2025. 3.3.1 REMUNERATION OF THE MANAGERS 3.3.1.1 Remuneration policy for the Managers In accordance with Article L.22‑10‑76, I of the French Commercial Code, the components of the remuneration policy applicable to the Managers are established by the general partner after an advisory opinion from the Supervisory Board and taking into account the principles and conditions set by the Company’s Articles of Association. The Governance and Sustainability Committee annually reviews the remuneration policy for the Managers and, notably, any annual and/or multi‑year variable remuneration that may be attached to the fixed annual remuneration of each Manager on the proposal of the Supervisory Board or the general partner (or, if there is more than one, general partners). During this review, the Governance and Sustainability Committee examined the principles of the Group’s remuneration policy. This Committee takes into account the conditions for the remuneration of the Company’s employees in its review of the remuneration policy applicable to the Managers. In as much as this remuneration is statutory, it does not fall within the scope of the regime of regulated agreements contemplated under Article L.226‑10 of the French Commercial Code (which refers to Articles L.225‑38 to L.225‑43, L.22‑10‑12 and L.22‑10‑13 of the same Code). It is further stipulated that the Managers are not entitled to carried interest received by the Group (see Section 1.3.1.2 (Tikehau Capital’s business model) of this Universal Registration Document). Remuneration policy for the Managers applicable over the 2025 financial year The Managers' remuneration policy applicable over the 2025 financial year was approved by the Supervisory Board at its meeting of 19 February 2025, on the recommendation of the Governance and Sustainability Committee, and was adopted by Tikehau Capital Commandité, as the sole general partner of the Company, by a decision dated 20 February 2025. It was approved by 97.13% of the votes cast by the General Meeting of the Shareholders of 30 April 2025. To establish the remuneration policy for the Managers, the general partner took into account the principles and conditions set out in Article 8.3 of the Company’s Articles of Association. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 178
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Remuneration, allowances and benefits Under the terms of this Article, each Manager will be entitled to fixed annual remuneration excluding tax equal to at least €1,265,000. This Article also provides that annual fixed remuneration may be accompanied by annual and/or multi‑annual variable remuneration, the maximum amount of which is set by the Ordinary General Meeting of the Shareholders, with the agreement of the general partner (and if there are several of them, with their unanimous agreement), on the proposal of the Supervisory Board or the general partner (or, if there is more than one, the general partners). Annual variable remuneration for the Managers was introduced in the Managers' remuneration policy applicable over the 2024 financial year. In giving its opinion on this policy, at its meetings of 12 January and 1 March 2024, the Governance and Sustainability Committee duly noted that such variable annual remuneration for the Managers would contribute to creating an alignment of interests with the shareholders, with the Group's employees who benefit from the allocation of free shares and stock options, which are incentive and retention instruments that are not available to the Managers, who are legal entities, and with, through common criteria, senior executives who benefit from the 2022‑2025 long‑term incentive plan (the "2022‑2025 LTI"). It also noted that this annual variable remuneration for the Managers would enable the Company to comply with the recommendations of the Afep‑Medef Code, which stipulates in paragraph 26.1.1 that "the remuneration [of executive directors] must be competitive, adapted to the strategy and context of the company, and aim in particular to promote the company's performance and competitiveness over the medium and long term, by integrating several criteria relating to social and environmental responsibility, including at least one criterion linked to the company's climate objectives". Moreover, the annual variable remuneration for the Managers, which is largely subject to non‑financial criteria, would highlight the importance of its commitments in terms of sustainability. This annual variable remuneration would, lastly, enable the Managers to be rewarded for creating value by aligning themselves with the practices of the Group's main peers in the alternative asset management sector in Europe and the United States, as shown by a benchmark established by Spencer Stuart and submitted to the Governance and Sustainability Committee. The Governance and Sustainability Committee therefore issued a favourable opinion on the introduction of annual variable remuneration for the Managers with a maximum annual amount of €4.2 million per year per Manager proposed by Tikehau Capital Commandité, in its capacity as the sole general partner of Tikehau Capital, and subject to financial and non‑financial criteria. The Managers’ remuneration policy, which included such annual variable remuneration, had been approved by the Supervisory Board at its meeting on 5 March 2024 and had been adopted by Tikehau Capital Commandité, in its capacity as the Company’s sole general partner, by a resolution dated 6 March 2024. In accordance with the recommendation issued by the Governance and Sustainability Committee at its meeting on 14 February 2025, the Supervisory Board, at its meeting on 19 February 2025, issued a favourable opinion on the renewal, on the same terms, of the Managers’ remuneration policy applicable during the 2024 financial year, and notably the annual variable remuneration set out therein, with the exception of the method for calculating the variable remuneration awarded in respect of the stock market financial criterion, which is aligned with that of the other financial and non‑financial criteria. The remuneration policy for the Managers in respect of 2025 provides that each of the two Managers, AF&Co Management and MCH Management, is entitled to fixed annual remuneration of €1,265,000 excluding tax. Depending on the Company’s financial and non‑financial performance over the 2025 financial year, each Manager may receive annual variable remuneration of up to €4.2 million per year, i.e. approximately 3.3 times their annual fixed remuneration. The Managers’ annual variable remuneration is subject to demanding financial and non‑financial criteria, which are in line with the Company’s objectives and are all quantifiable. 75% of it is based on financial criteria and 25% of it on non‑financial criteria, as presented in the table below. Criteria Weighting Financial criteria (75%) Stock price performance Tikehau Capital share price growth over the financial year 40% Operations Net new money from the Asset Management activity 15% FRE (Fee‑related Earnings) 10% Return on equity (RoE) 10% Non‑financial criteria (25%) Assets under management dedicated to climate and biodiversity 25% * 1/3 Ratio of companies financed with ESG ratchet to total number of companies financed in private debt (corporate lending and direct lending) 25% * 1/3 Proportion of women in investment teams 25% * 1/3 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT179
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3. – – Corporate governance Remuneration, allowances and benefits Financial criteria (75%) As the Managers of the Company cannot receive performance shares or stock options due to their nature as legal entities, 40% of their annual variable remuneration depends on the stock price performance of the Tikehau Capital share in order to create, synthetically, an alignment of interests with shareholders of the same type as that of the Group employees benefiting from this type of incentive or retention instruments. The stock price performance of Tikehau Capital shares in 2025 is assessed in absolute terms by reference to the increase in the Tikehau Capital share price over the financial year in relation to a target price defined on the basis of the average of analysts' 12‑month target prices for Tikehau Capital shares as at the date of the meeting of the Governance and Sustainability Committee of 14 February 2025, interpolated as at 31 December 2025. The three operational financial criteria for the annual variable remuneration of the Managers were taken from the 2022‑2025 LTI and correspond to the main operational indicators monitored by Tikehau Capital, namely: Non‑financial criteria (25%) The Company incorporates sustainability performance into the annual variable remuneration of the Managers to ensure alignment with the Group’s long‑term interests. Thus, 25% of this annual variable remuneration is directly linked to sustainability issues, ensuring consistency with the Group’s responsible investment strategy. The three non‑financial criteria of the Managers’ annual variable remuneration, weighted equally, correspond to sustainability objectives assessed quantitatively using three key indicators included in the Company’s sustainability report (see Chapter 4 (Sustainability) of this Universal Registration Document), namely: The sustainability‑indexed remuneration structure is assessed each year by the Governance and Sustainability Committee, then approved by the Supervisory Board, based on the recommendations of this Committee. For reasons of confidentiality, the performance targets for the financial and non‑financial criteria are not communicated at the time they are set, but their achievement rate is revealed ex post. Performance evaluation and determination of the annual variable remuneration due in respect of a financial year The body responsible for validating the performance criteria, their level and their achievement is the Supervisory Board, on the recommendation of the Governance and Sustainability Committee. Tikehau Capital's share price is assessed using the volume‑weighted average share price (the "VWAP") over a period of 20 trading days as at 31 December 2025. A minimum performance corresponding to 80% of the price evolution allowing to reach the target performance and an outperformance value corresponding to 130% of the price evolution allowing to reach the target performance were defined. Stock market financial criterion (40%)a) Operational financial criteria (35%)b) net new money from the Asset Management activity (weighted at 15%); P FRE (Fee‑related Earnings) (weighted at 10%); andP return on equity (RoE) (weighted at 10%).P The amount of assets under management dedicated to climate and biodiversity 1. The Group had aimed to exceed €5 billion in assets under management dedicated to climate action and the protection of biodiversity by 2025. This objective was part of the Group’s strategy to finance the transition and develop sustainable solutions. The Group considers the climate transition to be a priority in terms of risk management as well as a major investment opportunity. However, greenhouse gas ("GHG") emission reduction targets are not included in the assessment of this non‑financial criterion insofar as: the main impact of the Managers lies in the management of climate and biodiversity‑related assets, rather than in the reduction of carbon emissions, and P the GHG emissions reduction target only concerns the Group’s operational carbon footprint, which represents less than 1% of total emissions. P For further details, see Section 4.2.2.2.6 (Targets and actions: climate and biodiversity AuM) of this Universal Registration Document. The ratio of companies financed with an ESG ratchet to the total number of companies financed with private debt (as part of corporate lending and direct lending activities) 2. This indicator measures the commitment of portfolio companies to sustainability issues, thus enabling asset managers to reduce ESG risks, seize new opportunities and, ultimately, improve their performance. For a description of the ratchet ESG mechanism, see Section 4.2.1.5.2.2 (Actions and indicators) of this Universal Registration Document. Percentage of women in the investment teams3. This indicator reflects Tikehau Capital’s commitment to building an inclusive work environment where diversity fosters innovation, creativity and long‑term success. Stock market financial criteriona) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 180
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Remuneration, allowances and benefits For each of the operational financial and non‑financial criteria, performance targets have been calculated on the basis, where applicable, of the objectives announced to the market. For each of these criteria, minimum performance and outperformance levels have been defined. If the performance achieved is lower than the minimum performance, no remuneration is awarded under the criterion. The variable remuneration awarded under the criterion is calculated as follows: The amount of €4.2 million per year per Manager is a maximum, as outperformance on certain criteria can only compensate for the fact that one or more other criteria are not met, either totally or partially. The Managers’ annual variable remuneration is payable annually in cash in euros no later than 30 June of the financial year following that in respect of which the variable remuneration is awarded. The Managers receive no multi‑year variable remuneration. The Managers are not entitled to any stock options, free shares, performance shares or other long‑term benefits (equity warrants, etc.). They are not entitled to a welcome bonus or severance pay. As the Managers are legal entities, they are not eligible for a supplementary pension plan. The Managers are also entitled to reimbursement for expenses they bear in the Company’s interest, for which they must provide proof. In particular, in the event of expatriation, the Managers may benefit from the payment by the Company of certain expenses, notably housing and school fees. Remuneration policy for the Managers applicable over the 2026 financial year It is proposed to amend the Managers’ remuneration policy adopted by the General Meeting of the Shareholders of 30 April 2025, by introducing a multi‑year variable remuneration component (Long‑Term Incentive or "LTI") and modifying the structure of the annual variable remuneration (Short‑Term Incentive or "STI"). Through the LTI and STI target amounts, the Company aims to achieve a distribution of the respective weights of the annual variable remuneration and the multi‑year variable remuneration of the Managers’ remuneration, through to 2029 by gradually rebalancing the respective weights of the STI and LTI. Annual fixed remuneration Replicating identically the previous remuneration policy with regard to the annual fixed remuneration (see the Section (Remuneration policy for the Managers applicable over the 2025 financial year) above), the Managers’ remuneration policy provides that each of the two Managers, AF&Co Management and MCH Management, is entitled to a fixed annual remuneration of €1,265,000 (excluding tax). if the VWAP of the Tikehau Capital share as at 31 December 2025 is lower than the minimum performance, no remuneration is awarded under the criterion; P if the VWAP of the Tikehau Capital share as at 31 December 2025 is equal to the minimum performance, 50% of the target variable remuneration linked to the criterion is awarded; P if the VWAP of the Tikehau Capital share as at 31 December 2025 is between the minimum performance and the target performance, the amount of the variable remuneration awarded under the criterion is calculated on a straight‑line basis (between 50% and 100%) according to the performance achieved compared to the target performance; P if the VWAP of the Tikehau Capital share as at 31 December 2025 is equal to the target performance, 100% of the target variable remuneration linked to the criterion is awarded; P if the VWAP of the Tikehau Capital share as at 31 December 2025 is between the target performance and the outperformance value, the amount of the variable remuneration awarded is calculated on a straight‑line basis (between 100% and 130%) according to the percentage achieved compared to the target performance; P if the VWAP of the Tikehau Capital share as at 31 December 2025 is equal to or greater than the outperformance value, the variable remuneration awarded under this criterion is equal to 130% of the target variable remuneration attached to the criterion. P Operational financial and non‑financial criteriab) if the performance achieved is lower than the minimum performance, no remuneration is awarded under the criterion; P if the performance achieved is equal to the minimum performance, it is 50% of the target variable remuneration linked to the criterion; P between the minimum performance and the target performance, the amount of variable remuneration awarded under the criterion is calculated on a linear line basis according to the performance achieved in relation to the target performance; P it is 100% of the target variable remuneration linked to the criterion if the performance achieved is equal to the target performance; P between the target performance and the outperformance value, the amount of the variable remuneration awarded is calculated on a linear basis (between 100% and 130%) according to the percentage achieved compared to the target performance; and P if the performance is equal to or higher than the outperformance value, the variable remuneration awarded under this criterion is equal to 130% of the target variable remuneration linked to the criterion. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT181
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3. – – Corporate governance Remuneration, allowances and benefits Annual variable remuneration It is proposed that, in 2026, an annual variable remuneration (“Managers’ STI”) of up to €4.2 million per year per Manager be maintained, with a view to gradually reducing the amount of the Managers’ STI over the 2026–2029 period, so that, by 2029, the Managers’ remuneration structure is such that the STI amount will be similar to that of the annual fixed remuneration. The Managers’ STI is subject to demanding financial and non‑financial criteria, all of which are quantifiable; these criteria have been amended from the remuneration policy applicable to the Managers during the 2025 financial year in order to align the scheme with the Group’s objectives for the end of 2026, as set out in the strategic review of 19 February 2026. 85% of the Managers’ STI is based on financial criteria and 15% is based on non‑financial criteria, as shown in the table below. Criteria Weighting Financial criteria (85%) Stock price performance Relative performance of Total Shareholder Return 40% Operations Net new money from the Asset Management activity 15% FRE (Fee‑related Earnings) 15% Net result - Group share 15% Non‑financial criteria (15%) Amount of capital assigned to the transition and impact Weighting aligned with the RCFPercentage of companies with a science‑based transition pathway Proportion of women in investment teams As the Managers of the Company cannot receive performance shares or stock options due to their nature as legal entities, 40% of the Managers’ STI depends on the stock price performance of the Tikehau Capital share in order to create, synthetically, an alignment of interests with shareholders of the same type as that of the Group employees benefiting from this type of incentive or retention instruments. The stock market performance of Tikehau Capital shares in 2026 will be assessed on a relative basis by comparing Tikehau Capital’s Total Shareholder Return (“TSR”) for the period from 1 January to 31 December 2026 with a sample comprising nine comparable listed European companies, namely Antin Infrastructure Partners, Bridgepoint, CVC, EQT, Eurazeo, Intermediate Capital Group (ICG), Partners Group and Wendel, to which Tikehau Capital is added. Should any events affecting the companies in the sample occur during the period (e.g. a takeover bid, delisting, demerger, etc.), the Governance and Sustainability Committee will be responsible for adjusting the sample. The three operational financial criteria of the Managers’ STI correspond to the key operational indicators monitored by Tikehau Capital, reflecting the objectives the Group has set for 2026, as outlined in the strategic review of 19 February 2026, namely: it being specified that these aggregates will be taken from the consolidated Management Accounts presented in the “Segment Information” note of Chapter 6 (Annual consolidated financial statements as at 31 December 2025) of this Universal Registration Document. The Company incorporates sustainability performance into the Managers’ STI to ensure alignment with the Group’s long‑term interests. Thus, 15% of the Managers’ STI is directly linked to sustainability issues, ensuring consistency with the Group’s responsible investment strategy. The three non‑financial criteria of the Managers’ STI correspond to sustainability objectives assessed quantitatively using three key indicators to be incorporated into the RCF as negotiated with the syndicate of lenders, namely: The weighting of these three criteria will be aligned with the weighting used for these same criteria in the RCF. The sustainability‑indexed remuneration structure is assessed each year by the Governance and Sustainability Committee, then approved by the Supervisory Board, based on the recommendations of this Committee. For reasons of confidentiality, the performance targets for the financial and non‑financial criteria are not communicated at the time they are set, but their achievement rate is revealed ex post. Financial criteria (85%)a) Stock market financial criterion (40%)P Operational financial criteria (45%)P net new money from the Asset Management activity (weighted at 15%); P FRE (Fee‑related Earnings) (weighted at 15%); andP net income (weighted at 15%),P Non‑financial criteria (15%)b) the amount of capital assigned to the transition and impact in 2026, calculated as the total capital invested at cost in companies deemed to have an impact on or to be contributing to the transition within the Real Estate, Private Debt and Private Equity funds managed by the Group; P the percentage of portfolio companies with a science‑based transition pathway as at 31 December 2026 in the Private Debt, Private Equity, Capital Markets Strategies and CLO funds managed by the Group; and P the proportion of women in the Group's investment teams as at 31 December 2026. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 182
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Remuneration, allowances and benefits The TSR will be calculated, for each of the companies of the sample of listed European comparables, based on the difference between the VWAP over a 20‑day trading period as at 31 December 2026 and 1 January 2026, to which will be added the amounts of distributions and share buybacks carried out during 2026, the total of which is then divided by the VWAP over a 20‑day period as at 1 January 2026. A ranking of the companies making up the sample will be established according to their TSR. A minimum performance threshold was set for Tikehau Capital’s position, at the 5th place in this ranking: For each of the operational financial criteria, performance targets in line with the Group’s objectives for 2026, as set out in the strategic review of 19 February 2026, have been calculated: For each of these criteria, a minimum performance level and a minimum outperformance threshold have been defined. The variable remuneration awarded under the criterion is calculated as follows: For each of the non‑financial criteria, the target performance level will be aligned with the annual target performance level incorporated into the RCF for those same criteria, as negotiated with the syndicate of lenders. The amount of €4.2 million per year per Manager is a maximum, as outperformance on certain criteria can only compensate for the fact that one or more other criteria are not met, either totally or partially. The Governance and Sustainability Committee determines the level and achievement of the criteria set out in the Managers’ STI. The Managers’ STI is payable annually in cash in euros no later than 30 June of the financial year following that in respect of which the variable remuneration is awarded. The Governance and Sustainability Committee is the body responsible for determining the level and the achievement of the criteria set out in the Managers’ STI. Multi‑annual variable remuneration It is proposed to introduce a multi‑year variable remuneration scheme based on the Company’s financial and non‑financial performance between 1 January 2026 and 31 December 2029 (the "Managers’ LTI"), under which each Manager may receive a maximum of €12 million following a four‑year period. The Managers’ LTI is subject to stringent financial and non‑financial criteria, all of which are quantifiable; these are similar to the targets applied to senior executives covered by the Group’s 2026‑2029 long‑term incentive plan for senior executives and are aligned with the Group’s medium‑term objectives, in line with the 2026–2029 roadmap, and presented at the strategic review on 19 February 2026. Performance evaluation and determination of the annual variable remuneration due in respect of a financial year c) Stock market financial criterionP If Tikehau Capital ranks 6th or lower in the sample, no remuneration is awarded under this criterion; P If Tikehau Capital ranks 5th, 50% of the target variable remuneration linked to the criterion is awarded; P If Tikehau Capital ranks 4th, 75% of the target variable remuneration linked to the criterion is awarded; P If Tikehau Capital ranks 3rd, 100% of the target variable remuneration linked to the criterion is awarded; P If Tikehau Capital ranks 2nd, 125% of the target variable remuneration linked to the criterion is awarded; P If Tikehau Capital ranks 1st, 150% of the target variable remuneration linked to the criterion is awarded. P Operational financial criteria P if the performance achieved is lower than the minimum performance, no remuneration is awarded under the criterion; P if the performance achieved is equal to the minimum performance, it is equal to 50% of the target variable remuneration linked to the criterion; P between the minimum performance and the target performance, the amount of variable remuneration awarded under the criterion is calculated on a linear line basis according to the performance achieved in relation to the target performance; P it is equal to 100% of the target variable remuneration linked to the criterion if the performance achieved is equal to the target performance; P between the target performance and the outperformance value, the amount of variable remuneration awarded is calculated on a linear basis according to the percentage achieved relative to 100% of the target performance; and P if the performance is equal to or higher than the outperformance value, the variable remuneration awarded under this criterion is equal to 150% of the target variable remuneration linked to the criterion. P Non‑financial criteriaP TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT183
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3. – – Corporate governance Remuneration, allowances and benefits 80% of the Managers’ LTI is based on financial criteria and 20% is based on non‑financial criteria, as shown in the table below. Criteria Weighting Financial criteria (80%) Stock price performance Relative performance of Total Shareholder Return 35% Operations Cumulative net new money from the Asset Management activity 15% Arithmetic average of the margin for Core Fee‑related Earnings (or Core FRE) 15% Geometric average of Return on Equity (RoE) 15% Non‑financial criteria (20%) Amount of capital assigned to the transition and impact Weighting aligned with the RCFPercentage of companies with a science‑based transition pathway Proportion of women in investment teams Penalty Loss of Investment Grade rating resulting in a 20% reduction in the amount determined by the extent to which the various criteria are met As the Managers of the Company cannot receive performance shares or stock options due to their nature as legal entities, 35% of the Managers’ LTI depends on the stock price performance of the Tikehau Capital share in order to create, synthetically, an alignment of interests with shareholders of the same type as that of the Group employees benefiting from this type of incentive or retention instruments. The stock market performance of Tikehau Capital shares between 1 January 2026 and 31 December 2029 will be assessed on a relative basis by comparing Tikehau Capital’s TSR over the same period with that of a sample comprising nine comparable listed European companies, namely Antin Infrastructure Partners, Bridgepoint, CVC, EQT, Eurazeo, Intermediate Capital Group (ICG), Partners Group and Wendel, to which Tikehau Capital is added. Should any events affecting the companies in the sample occur during the period (e.g. a takeover bid, delisting, demerger, etc.), the Governance and Sustainability Committee will be responsible for adjusting the sample. Two of the three operational financial criteria of the Managers’ LTI correspond to the key operational indicators monitored by Tikehau Capital, reflecting the objectives the Group has set through to 2029, as outlined in the strategic review of 19 February 2026, namely: The third criterion relates to the geometric average of Return on Equity (RoE) for the 2026–2029 period (weighted at 15%). It should be noted that these aggregates will be taken from the consolidated Management Accounts presented in the “Segment Information” note in Chapter 6 (Annual consolidated financial statements as at 31 December 2025) of this Universal Registration Document. The Company incorporates sustainability performance into the Managers’ LTI to ensure alignment with the Group’s long‑term interests. Thus, 20% of the Managers’ LTI is directly linked to sustainability issues, ensuring consistency with the Group’s responsible investment strategy. The three non‑financial criteria of the Managers’ LTI correspond to sustainability objectives assessed quantitatively using three key indicators to be incorporated into the RCF as negotiated with the syndicate of lenders, namely: The weighting of these three criteria will be aligned with the weighting used in the RCF. For reasons of confidentiality, the performance targets for the financial and non‑financial criteria are not communicated at the time they are set, but their achievement rate is revealed ex post. The TSR will be calculated, for each of the companies selected to form the sample of listed European comparables, based on the difference between the VWAP over a 20‑trading‑day period as at 31 December 2029 and 1 January 2026, to which will be added the amounts of any distributions and share buybacks carried out between 1 January 2026 and 31 December 2029, the total then being divided by the VWAP over a 20‑day period as at 1 January 2026. Financial criteria (80%)a) Stock market financial criterion (35%)P Operational financial criteria (45%)P the cumulative net new money from the Asset Management activity between 1 January 2026 and 31 December 2029 (weighted at 15%); and P the arithmetic average of Core Fee‑related Earnings (or Core FRE) over the 2026–2029 period (weighted at 15%). P Non‑financial criteria (20%)b) the amount of capital assigned to the transition and impact from 1 January 2026 to 31 December 2029, calculated as the total capital invested at cost in companies deemed to have an impact on or to be contributing to the transition within the Real Estate, Private Debt and Private Equity funds managed by the Group; P the percentage of portfolio companies with a science‑based transition pathway as at 31 December 2029 in the Private Debt, Private Equity, Capital Markets Strategies and CLO funds managed by the Group; and P the proportion of women in the Group's investment teams as at 31 December 2029. P Performance evaluation and determination of the multi‑year variable remuneration due in respect of a period c) Stock market financial criterionP TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 184
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Remuneration, allowances and benefits A ranking of the companies making up the sample will be established according to their TSR. A minimum performance threshold was set for Tikehau Capital’s position, at the 5th place in this ranking. For each of the operational financial criteria, performance targets aligned with the achievement of the Group's medium‑term objectives stemming from the 2026‑2029 road map, as presented during the strategic review of 19 February 2026, were calculated. For each of these criteria, minimum performance and outperformance levels have been defined. If the performance achieved is lower than the minimum performance, no remuneration is awarded under the criterion. The variable remuneration awarded under the criterion is calculated as follows: For each of the non‑financial criteria, the target performance level will be the target performance level as at 31 December 2029, as agreed the syndicate of lenders. In line with the commitment to maintain its Investment Grade rating, made during the strategic review of 19 February 2026, should Tikehau Capital lose this rating between 1 January 2026 and 31 December 2029, a 20% reduction would be applied as a penalty to the amount of the Managers’ LTI resulting from the level of achievement of the various criteria. The amount of €12 million per year per Manager following a four‑year period is a maximum, as outperformance on certain criteria can only compensate for the fact that one or more other criteria are not met, either totally or partially. The Managers’ LTI will be settled no later than 30 June 2030 and will be paid in cash and in euros. The Governance and Sustainability Committee is the body responsible for determining the level and the achievement of the criteria set out in the Managers’ LTI. The Managers are not entitled to any stock options, free shares, performance shares or other long‑term benefits (equity warrants, etc.). They are not entitled to a welcome bonus or severance pay. As the Managers are legal entities, they are not eligible for a supplementary pension plan. The Managers are also entitled to reimbursement for expenses they bear in the Company’s interest, for which they must provide proof. In particular, in the event of expatriation, the Managers may benefit from the payment by the Company of certain expenses, notably housing and school fees. This new remuneration policy for the Managers, applicable over the 2026 financial year, was approved by the Supervisory Board at its meeting of 16 March 2026, on the recommendation of the Governance and Sustainability Committee at its meeting of 13 March 2026, and was adopted by Tikehau Capital Commandité, in its capacity as the Company’s sole general partner, through a decision dated 17 March 2026. Said remuneration policy for the Managers is subject of a draft resolution submitted to the agreement of the general partner and the approval of the Ordinary General Meeting of the Shareholders of 30 April 2026, and will be so again, every year, as well as upon each significant amendment of this policy. The remuneration policy for the Managers will be published on Tikehau Capital website (www.tikehaucapital.com) on the day following this vote and will remain available, free of charge, for the general public for at least the period during which it applies. If Tikehau Capital ranks 6th or lower in the sample, no remuneration is awarded under this criterion; P If Tikehau Capital ranks 5th, 50% of the target variable remuneration linked to the criterion is awarded; P If Tikehau Capital ranks 4th, 75% of the target variable remuneration linked to the criterion is awarded; P If Tikehau Capital ranks 3rd, 100% of the target variable remuneration linked to the criterion is awarded; P If Tikehau Capital ranks 2nd, 125% of the target variable remuneration linked to the criterion is awarded; P If Tikehau Capital ranks 1st, 150% of the target variable remuneration linked to the criterion is awarded. P Operational financial criteria P if the performance achieved is lower than the minimum performance, no remuneration is awarded under the criterion; P if the performance achieved is equal to the minimum performance, it is equal to 50% of the target variable remuneration linked to the criterion; P between the minimum performance and the target performance, the amount of variable remuneration awarded under the criterion is calculated on a linear line basis according to the performance achieved in relation to the target performance; P it is equal to 100% of the target variable remuneration linked to the criterion if the performance achieved is equal to the target performance; P between the target performance and the outperformance value, the amount of variable remuneration awarded is calculated on a linear basis according to the percentage achieved relative to 100% of the target performance; and P if the performance is equal to or higher than the outperformance value, the variable remuneration awarded under this criterion is equal to 150% of the target variable remuneration linked to the criterion. P Non‑financial criteriaP PenaltyP TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT185
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3. – – Corporate governance Remuneration, allowances and benefits 3.3.1.2 Remuneration of the two Managers in respect of the 2025 financial year It should be recalled that: The Supervisory Board, at its meeting of 18 February 2026, on the recommendation of the Governance and Sustainability Committee at its meeting of 13 February 2026, set the level of achievement of the performance criteria for the 2025 financial year as follows: Criteria Weighting Achievement rate (out of 100%) Financial criteria (75%) Stock price performance Tikehau Capital share price growth over the financial year 40% 0% Operations Net new money from the Asset Management activity 15% 0% FRE (Fee‑related Earnings) 10% 0% Return on equity (RoE) 10% 0% Non‑financial criteria (25%) Assets under management in impact funds dedicated to climate and biodiversity 25% * 1/3 115.6% Ratio of companies financed with ESG ratchet to total number of companies financed in private debt (corporate lending and direct lending) 25% * 1/3 120% Proportion of women in investment teams 25% * 1/3 130% TOTAL 30.5% Consequently, in view of the achievement of 30.5% of the performance criteria, the Supervisory Board, on the recommendation of the Governance and Sustainability Committee, set the variable remuneration awarded to each of the Managers in respect of the 2025 financial year at €1,281,000 (excluding taxes). Pursuant to Article L.22‑10‑77, II of the French Commercial Code, the Ordinary General Meeting of the Shareholders of 30 April 2026 and the general partner shall approve the fixed, variable and exceptional components forming the overall remuneration and the benefits of all kinds paid during the 2025 financial year or allocated in respect of the 2025 financial year to AF&Co Management and MCH Management, as Managers of the Company. The annual variable remuneration in respect of the 2025 financial year will be paid to the two Managers after the General Meeting of the Shareholders of 30 April 2026. the annual fixed remuneration of AF&Co Management and MCH Management is set at €1,265,000 (excluding tax) for each of the two Managers; and P subject to the achievement of performance criteria, the annual variable remuneration of each of the two Managers is set at a maximum amount of €4.2 million. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 186
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Remuneration, allowances and benefits AF&Co Management Remuneration components put to the vote Amounts paid in 2025 Amounts allocated in 2025 Introduction Fixed remuneration €1,265,000 (excl. tax) €1,265,000 (excl. tax) In its capacity as Manager of the Company, AF&Co Management is entitled to fixed annual remuneration excluding tax of €1,265,000 in accordance with the remuneration policy for the Managers presented in Section 3.3.1.1 (Remuneration policy for the Managers) of this Universal Registration Document. Annual variable remuneration €810,600 (excl. tax) €1,281,000 (excl. tax) The remuneration policy for the Managers in force during the 2025 financial year provides that each Manager is entitled to annual variable remuneration based on quantifiable financial and non‑financial criteria as described in the sub‑section (Remuneration policy for the Managers applicable over the 2025 financial year) of Section 3.3.1.1 (Remuneration policy for the Managers) of this Universal Registration Document. The Supervisory Board, at its meeting of 18 February 2026, on the recommendation of the Governance and Sustainability Committee, set the level of achievement of the performance criteria for the 2025 financial year as being equal to 30.5%, and accordingly set the annual variable remuneration of each of the Managers awarded in respect of the 2025 financial year at €1,281,000 (excluding tax). Multi‑annual variable remuneration – – Not applicable – The principle of allocating multi‑annual variable remuneration to a Manager is not provided for in the remuneration policy for the Managers. Exceptional remuneration – – Not applicable – The principle of allocating exceptional variable remuneration to a Manager is not provided for in the remuneration policy for the Managers. Stock options, free shares, performance shares or other such allocations (equity warrants…) – – Not applicable – No Manager is entitled to stock options, free shares, performance shares or any other such long‑term benefits and the allocation of this kind of benefit is not provided for in the remuneration policy for the Managers. Director’s remuneration – – Not applicable – No Manager is director or Supervisory Board member. Benefits of all kinds – – Not applicable – AF&Co Management does not benefit from any form of benefit in kind. Welcome bonus and severance pay – – Not applicable – The remuneration policy for the Managers does not provide for any contractual indemnity of this kind. Supplementary pension scheme – – Not applicable – No Manager is entitled to supplementary pension scheme benefits. Table No. 1 - Summary table of the remuneration paid and the stock options and shares allocated to AF&Co Management, Manager of the Company 2024 financial year 2025 financial year Remuneration allocated in respect of the financial year (specified in table 2) €2,075,600 (excl. tax) €2,546,000 (excl. tax) Valuation of the options allocated during the financial year – – Valuation of the performance shares allocated during the financial year – – Valuation of the other long‑term remuneration plans TOTAL €2,075,600 (EXCL. TAX) €2,546,000 (EXCL. TAX) (1) Table taken from Appendix 4 of the Afep‑Medef Code.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT187
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3. – – Corporate governance Remuneration, allowances and benefits Table No. 2 - Summary table of the remuneration of AF&Co Management, Manager of the Company 2024 financial year 2025 financial year Amounts allocated Amounts paid Amounts allocated Amounts paid Fixed remuneration €1,265,000 (excl. tax) €1,265,000 (excl. tax) €1,265,000 (excl. tax) €1,265,000 (excl. tax) Annual variable remuneration €810,600 (excl. tax) – €1,281,000 (excl. tax) €810,600 (excl. tax) Exceptional remuneration – – – – Director’s remuneration – – – – Benefits in kind – – – – TOTAL €2,075,600 (EXCL. TAX) €1,265,000 (EXCL. TAX) €2,546,000 (EXCL. TAX) €2,075,600 (EXCL. TAX) MCH Management Remuneration components put to the vote Amounts paid in 2025 Amounts allocated in 2025 Introduction Fixed remuneration €1,265,000 (excl. tax) €1,265,000 (excl. tax) In its capacity as Manager of the Company, MCH Management is entitled to fixed annual remuneration excluding tax of €1,265,000 in accordance with the remuneration policy for the Managers presented in Section 3.3.1.1 (Remuneration policy for the Managers) of this Universal Registration Document. Annual variable remuneration €810,600 (excl. tax) €1,281,000 (excl. tax) The remuneration policy for the Managers in force during the 2025 financial year provides that each Manager is entitled to annual variable remuneration based on quantifiable financial and non‑financial criteria as described in the sub‑section (Remuneration policy for the Managers applicable over the 2025 financial year) of Section 3.3.1.1 (Remuneration policy for the Managers) of this Universal Registration Document. The Supervisory Board, at its meeting of 18 February 2026, on the recommendation of the Governance and Sustainability Committee, set the level of achievement of the performance criteria for the 2025 financial year as being equal to 30.5%, and accordingly set the annual variable remuneration of each of the Managers awarded in respect of the 2025 financial year at €1,281,000 (excluding tax). Multi‑annual variable remuneration – – Not applicable – The principle of allocating multi‑annual variable remuneration to a Manager is not provided for in the remuneration policy for the Managers. Exceptional remuneration – – Not applicable – The principle of allocating exceptional variable remuneration to a Manager is not provided for in the remuneration policy for the Managers. Stock options, free shares, performance shares or other such allocations (equity warrants…) – – Not applicable – No Manager is entitled to stock options, free shares, performance shares or any other such long‑term benefits and the allocation of this kind of benefit is not provided for in the remuneration policy for the Managers. Director’s remuneration – – Not applicable – No Manager is director or Supervisory Board member. (1) Table taken from Appendix 4 of the Afep‑Medef Code.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 188
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Remuneration, allowances and benefits Remuneration components put to the vote Amounts paid in 2025 Amounts allocated in 2025 Introduction Benefits of all kinds €374,815 (excl. tax) €374,815 (excl. tax) The remuneration policy for the Managers provides that the Managers are entitled, upon presentation of supporting documentation, to the reimbursement of expenses incurred in the interest of the Company. In this respect, MCH Management benefits from the payment by the Company of certain expenses related to the expatriation to the United States of America of its Chairman, Mr Mathieu Chabran, as part of the mission entrusted to the Managers, with a view to developing the Group’s activities in North America. This partial payment of expenses in relation to the expatriation of Mr Mathieu Chabran includes certain expenses, notably housing and schooling for his children. It amounted to €374,815 (excluding taxes) for the 2025 financial year. Welcome bonus and severance pay – – Not applicable – The remuneration policy for the Managers does not provide for any contractual indemnity of this kind. Supplementary pension scheme – – Not applicable – No Manager is entitled to supplementary pension scheme benefits. Table No. 1 - Summary table of the remuneration paid and the stock options and shares allocated to MCH Management, Manager of the Company 2024 financial year 2025 financial year Remuneration allocated in respect of the financial year (specified in table 2) €2,450,415 (excl. tax) €2,920,815 (excl. tax) Valuation of the options allocated during the financial year – – Valuation of the performance shares allocated during the financial year – – Valuation of the other long‑term remuneration plans – – TOTAL €2,450,415 (EXCL. TAX) €2,920,815 (EXCL. TAX) Table No. 2 - Summary table of the remuneration of MCH Management, Manager of the Company 2024 financial year 2025 financial year Amounts allocated Amounts paid Amounts allocated Amounts paid Fixed remuneration €1,265,000 (excl. tax) €1,265,000 (excl. tax) €1,265,000 (excl. tax) €1,265,000 (excl. tax) Annual variable remuneration €810,600 (excl. tax) – €1,281,000 (excl. tax) €810,600 (excl. tax) Exceptional remuneration – – – – Director’s remuneration – – – – Benefits in kind €374,815 (excl. tax) €374,815 (excl. tax) €374,815 (excl. tax) €374,815 (excl. tax) TOTAL €2,450,415 (EXCL. TAX) €1,639,815 (EXCL. TAX) €2,920,815 (EXCL. TAX) €2,450,415 (EXCL. TAX) (1) (1) Table taken from Appendix 4 of the Afep‑Medef Code.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT189
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3. – – Corporate governance Remuneration, allowances and benefits 3.3.1.3 3.3.1.4 Preferred dividend (préciput) of the general partner Under Article 14.1 of the Company’s Articles of Association, Tikehau Capital Commandité, as sole general partner of the Company, is entitled, by way of preferred dividend (préciput) and should there be distributable income for a financial year, to an amount equal to 1% of the net result of the Company as reflected in the Company’s statutory financial statements at the close of each financial year. If there is more than one general partner, they shall share this amount between themselves as they see fit. In the event of a financial year whose duration is less than a calendar year, this preferred dividend (préciput) shall be calculated on a pro rata basis for the time elapsed. In as much as this preferred dividend (préciput) is statutory, it does not fall within the scope of the regime of regulated agreements contemplated under Article L.226‑10 of the French Commercial Code (which refers to Articles L.225‑38 to L.225‑43, L.22‑10‑12 and L.22‑10‑13 of the same Code). It is further stipulated that the general partner is not entitled to carried interest received by the Group (see Section 1.3.1.2 (Tikehau Capital’s business model) of this Universal Registration Document). In accordance with Article L.222‑4 of the French Commercial Code (which refers to Article L.226‑1 of the French Commercial Code), as the preferred dividend (préciput) is part of the benefits determined by the Company’s Articles of Association, it is by nature a dividend and not remuneration and, consequently, the General Meeting of the Shareholders is not legally competent to formulate a binding vote on the general partner’s preferred dividend (préciput). The inflows received by Tikehau Capital Commandité, in its capacity as sole general partner of the Company, and its sole partner, Tikehau Capital Advisors, are of three types: (i) Tikehau Capital Commandité’s general partner’s preferred dividend (préciput), which is described in the paragraphs above, (ii) the dividends received by Tikehau Capital Advisors in its capacity as a limited shareholder of the Company and (iii) the share, of approximately 27%, received by Tikehau Capital Advisors of available carried interest on the closed‑end funds managed by the Group’s management companies (on carried interest, see Section 1.3.1.2 (Tikehau Capital’s business model) of this Universal Registration Document). Other information relating to the remuneration of AF&Co Management, MCH Management and their corporate officers With the exception of the remuneration mentioned above, there is no mechanism or agreement for the benefit of (i) AF&Co Management or MCH Management, (ii) AF&Co (the sole partner of AF&Co Management) or MCH (the sole partner of MCH Management), (iii) one of their shareholders or subsidiaries or (iv) a corporate officer of these companies (including Mr Antoine Flamarion or Mr Mathieu Chabran) on whose behalf the Company or a Group entity would be required to pay amounts corresponding to remuneration items (including under service agreements), indemnities or benefits due or likely to be due as a result of them undertaking, exercising, terminating or changing their duties, or benefits subsequent thereto, notably pension commitments and other lifetime benefits. Information regarding stock option plans or free share plans can be found in Section 8.3.2.2 (Free share and performance share plans) of this Universal Registration Document. It should also be noted that Mr Antoine Flamarion and Mr Mathieu Chabran (and a fortiori AF&Co Management and MCH Management) were not allocated any free or performance shares. The corporate officers of AF&Co Management and MCH Management (i.e., respectively, Mr Antoine Flamarion and Mr Mathieu Chabran) do not receive any form of remuneration from AF&Co Management and MCH Management. 3.3.2 REMUNERATION OF THE SUPERVISORY BOARD MEMBERS 3.3.2.1 Remuneration policy for Supervisory Board members Pursuant to Article L.22‑10‑76, I of the French Commercial Code, the components of the remuneration policy applying to the Chairman and the members of the Supervisory Board of the Company are established by the Supervisory Board on the recommendation of the Governance and Sustainability Committee. This policy is reviewed annually by the Governance and Sustainability Committee which, during the same meeting, reviews the principles of the Group’s remuneration policy. This Committee takes into account the conditions for the remuneration of the Company’s employees when formulating its recommendation to the Supervisory Board on the remuneration policy applicable to the Chairman and members of the Supervisory Board. In accordance with Article L.22‑10‑76, II of the French Commercial Code, the remuneration policy for the Chairman and members of the Supervisory Board was the subject of a draft resolution approved by the general partner and will be submitted for approval to the next General Meeting of the Shareholders acting under the requirements for Ordinary General Meetings of the Shareholders scheduled on 30 April 2026. Chairman of the Supervisory Board The Chairman of the Company's Supervisory Board receives remuneration for his duties as a member and Chairman of the Supervisory Board. The rules regarding the allocation of these attendance fees in respect of his role as a member and Chairman of the Supervisory Board (formerly referred to as jetons de présence) are set out in the paragraph below regarding the components of the remuneration policy for Supervisory Board members. Regarding Mr Christian de Labriffe who was Chairman of the Supervisory Board until 15 May 2025 At its meeting of 20 March 2019, the Supervisory Board decided to award Mr Christian de Labriffe a fixed non‑salary remuneration of €460,000 for his duties as Chairman of the Supervisory Board, based on the recommendation given by the Governance and Sustainability Committee at its meeting of 15 March 2019. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 190
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Remuneration, allowances and benefits In addition to his fixed remuneration of €460,000 and the remuneration he received for his duties as a member and the Chairman of the Supervisory Board, the Chairman of the Supervisory Board did not receive any annual variable remuneration, multi‑year variable remuneration or exceptional remuneration. He received no stock options, free shares, performance shares or other long‑term benefits (equity warrants, etc.). He received no welcome bonus, severance pay or supplementary pension scheme. In accordance with Article L.22‑10‑76, I of the French Commercial Code, the Supervisory Board, at its meeting of 19 February 2025, maintained without amendment the elements of the remuneration policy for the Chairman of the Supervisory Board that it adopted at its meetings of 20 March 2019, 18 March 2020, 17 March 2021, 8 March 2022, 15 February 2023 and 5 March 2024, which were approved by 97.90% of the votes cast at the General Meeting of the Shareholders of 30 April 2025. Regarding Mr Xavier Musca who is Chairman of the Supervisory Board since 15 May 2025 Upon the appointment of Mr Xavier Musca as Chairman of the Supervisory Board, the Board, at its meeting of 15 May 2025, decided to grant him a fixed non‑salaried remuneration of €500,000 for his duties as Chairman of the Supervisory Board, on the recommendation of the Governance and Sustainability Committee at its meeting of 6 May 2025. This fixed annual remuneration is payable on a pro rata basis for the time elapsed from 2 June 2025 and for the first time for the 2025 financial year. The grant of a fixed annual remuneration of €500,000 to Mr Xavier Musca appeared to be justified, given the role of the Supervisory Board and, with it, that of its Chairman. The Group’s growth, its continued internationalisation and the strengthening of its Asset Management platform in a complex environment marked by geopolitical and macroeconomic changes give a central dimension to the Supervisory Board's oversight functions. The Chairman of the Supervisory Board plays a key role within this organisation, and Mr Xavier Musca will devote most of his available time to his role as Chairman of the Company’s Supervisory Board with a view to giving full powers to the Board to ensure permanent supervision of the management of the Company and of the Group’s activities. In this respect, the components of the remuneration policy applying to Mr Xavier Musca in his capacity as Chairman of the Supervisory Board are in the corporate interest of the Company, contribute to its continuity and the implementation of the Group’s strategy. Mr Xavier Musca, in his capacity as Chairman of the Supervisory Board, will not receive, in addition to his fixed remuneration of €500,000 and the remuneration he will receive for his duties as a member and the Chairman of the Supervisory Board, any annual variable remuneration, any multi‑year variable remuneration, or any exceptional remuneration. He will receive no welcome bonus, severance pay or supplementary pension scheme. As Mr Xavier Musca was appointed Deputy Managing Director of Tikehau Capital Advisors, the Company's controlling shareholder, on 9 July 2025, he could benefit from an allocation of performance shares. The quantum of such grant would be shown in the “Other remuneration” line of the table relating to the remuneration for the activity as member of the Supervisory Board and other remuneration received by the non‑executive corporate officers of the Company of the next Corporate Governance Report. At its meeting of 18 February 2026, the Supervisory Board maintained without alteration the elements of the remuneration policy for the Chairman of the Supervisory Board that it had adopted at its meeting of 15 May 2025. Members of the Supervisory Board According to Article 10.1 of the Company’s Articles of Association, members of the Supervisory Board may receive a remuneration the total amount of which is subject to the approval of the General Meeting of the Shareholders and the distribution of which is decided by the Supervisory Board on the recommendation of the Governance and Sustainability Committee. The amount of this annual remuneration takes into account the growth of the Group, the development of its business as well as the practices of comparable companies in terms of the remuneration of Board members. The General Meeting of the Shareholders of 6 May 2024 increased the budget allocated to members of the Supervisory Board as remuneration for their work to €500,000 for each financial year. The distribution of attendance fees allocated to the Supervisory Board members takes into account, in particular, the effective participation of each member in the meetings as well as the duties performed on the Board and its Committees, and is the subject of prior discussion by the Governance and Sustainability Committee. The share of each member of the Supervisory Board is calculated in proportion to the duration of his or her term of office during the financial year. Remuneration for duties as a member of the Supervisory Board is paid in year N+1 in respect of year N. The variable portion of the remuneration linked to effective participation in meetings of the Supervisory Board and/or Committees is intended to exceed the fixed portion of this remuneration in order to reward the regular attendance of the members of the Board and Committees. Rules for allocating the annual remuneration package for Supervisory Board members At its meeting of 5 March 2024 and then at its meeting of 19 February 2025, the Supervisory Board decided, on the recommendation of the Governance and Sustainability Committee, to set the rules for allocating the annual remuneration package for Board members as follows: a fixed portion of €7,000 per Board member and €25,000 for the Chairman of the Board; P a variable portion of €4,000 in respect of each meeting of the Supervisory Board in which a member or the Chairman has participated, with a cap of €240,000 per year applying to all Board members. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT191
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3. – – Corporate governance Remuneration, allowances and benefits 3.3.2.2 The members of any Committee set up within the Board also receive remuneration which is allocated to them pursuant to the following rules: The Supervisory Board also decided, on the recommendation of the Governance and Sustainability Committee, to continue to allocate a portion of the annual budget allocated to it by the General Meeting of the Shareholders to the non‑voting member's remuneration, namely: Supervisory Board members may also receive remuneration in the event of a Board seminar. The Chairman and members of the Supervisory Board do not benefit from any incentive mechanism or remuneration policy related to sustainability issues. The remuneration policy applicable to the Chairman and members of the Supervisory Board is established by the Supervisory Board, on the recommendation of the Governance and Sustainability Committee. This policy is reviewed annually by the Governance and Sustainability Committee which, during the same meeting, reviews the principles of the Group’s remuneration policy. This Committee takes into account the conditions for the remuneration of the Company’s employees when formulating its recommendation to the Supervisory Board on the remuneration policy applicable to the Chairman and members of the Supervisory Board. Pursuant to Article L.22‑10‑76, I of the French Commercial Code, at its meeting on 18 February 2026, the Supervisory Board, on the recommendation of the Governance and Sustainability Committee, maintained unchanged the items of the remuneration policy relating to the remuneration received by the Chairman and the members of the Supervisory Board in respect of their duties, which it had approved at its meeting of 19 February 2025 and which had been approved by 97.90% of the votes cast at the General Meeting of the Shareholders of 30 April 2025. In accordance with Article L.22‑10‑76, II of the French Commercial Code, the remuneration policy for the Chairman and members of the Supervisory Board will be the subject of a draft resolution submitted for the approval of the general partner and the approval of the General Meeting of the Shareholders of 30 April 2026 acting under the requirements for Ordinary General Meetings of the Shareholders. The remuneration policy for the Chairman and Supervisory Board members will be published on Tikehau Capital’s website (www.tikehaucapital.com) the day following this vote and will remain available, free of charge, for the general public for at least the period during which it applies. Remuneration of the Chairman of the Supervisory Board Pursuant to Article L.22‑10‑77, II of the French Commercial Code, the Ordinary General Meeting of the Shareholders of 30 April 2026 and the general partner shall approve the fixed, variable and exceptional components forming the overall remuneration and benefits of all kinds paid during the 2025 financial year and allocated in respect of the 2025 financial year to Mr Christian de Labriffe, as Chairman of the Supervisory Board until 15 May 2025, and to Mr Xavier Musca, as Chairman of the Supervisory Board as of 15 May 2025 (see Section 9.3 (Resolutions subject to the vote of the Combined General Meeting of the Shareholders to be held on 30 April 2026) of this Universal Registration Document). a fixed portion of €2,000 per member and €8,000 for the Chairman of each Committee; and P a variable portion of €3,500 in respect of each meeting of a Committee in which a member or the Chairman of the Committee has participated, with a cap of €94,500 per year applying to all Committee members. P a fixed portion of €4,700 for the non‑voting member;P a variable portion of €2,700 per Board meeting attended by the non‑voting member, up to a cap of €16,200 per year. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 192
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Remuneration, allowances and benefits Total remuneration and benefits of any kind paid to Mr Christian de Labriffe in respect of his office during the 2025 financial year or allocated in respect of his office for the 2025 financial year The details presented below form part of those put to the vote during the General Meeting of the Shareholders convened to approve the financial statements of the 2025 financial year pursuant to Article L.22‑10‑77, II of the French Commercial Code. Remuneration components put to the vote Amounts paid in 2025 Amounts allocated in 2025 Description Fixed remuneration €287,500 €172,500 The reasons for the Supervisory Board granting Mr Christian de Labriffe a fixed non‑salary remuneration of €460,000 for his duties as Chairman of the Supervisory Board are presented in Section 3.3.2.1 (Remuneration policy for Supervisory Board members) of this Universal Registration Document in the paragraph relating to the Chairman of the Supervisory Board. The fixed non‑salaried remuneration for the 2025 financial year was calculated on a pro rata basis until the end of his term of office on 15 May 2025. Annual variable remuneration – – Not applicable – The principle of allocating annual variable remuneration to Mr Christian de Labriffe is not provided for in the remuneration policy for Supervisory Board members. Multi‑annual variable remuneration – – Not applicable – The principle of allocating multi‑annual variable remuneration to Mr Christian de Labriffe is not provided for in the remuneration policy for the Supervisory Board members. Exceptional remuneration – – In accordance with the remuneration policy for Supervisory Board members, no exceptional remuneration was paid to Mr Christian de Labriffe for his duties as Chairman of the Supervisory Board since he took office on 22 March 2017. Stock options, free shares, performance shares or other such allocations (equity warrants…) – – Not applicable – In accordance with the remuneration policy for Supervisory Board members, Mr Christian de Labriffe is not entitled to any stock options, free shares, performance shares or other such long‑term benefits. Remuneration of Supervisory Board Members €41,000 €17,247 This remuneration of Supervisory Board members is comprised of a fixed part and a variable part dependent on the number of meetings and attendance rate. The rules for allocating the annual amount of the remuneration for Supervisory Board members are presented in Section 3.3.2.1 (Remuneration policy for Supervisory Board members) of this Universal Registration Document. Benefits of all kinds – – Not applicable – In accordance with the remuneration policy for Supervisory Board members, Mr Christian de Labriffe is not entitled to any benefit in kind. Welcome bonus and severance pay – – Not applicable – In accordance with the remuneration policy for Supervisory Board members, Mr Christian de Labriffe is not entitled to any indemnity of this type. Supplementary pension scheme – – Not applicable – Mr Christian de Labriffe is not covered by any supplementary pension scheme. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT193
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3. – – Corporate governance Remuneration, allowances and benefits Total remuneration and benefits of any kind paid to Mr Xavier Musca in respect of his office during the 2025 financial year or allocated in respect of his office for the 2025 financial year The details presented below form part of those put to the vote during the General Meeting of the Shareholders convened to approve the financial statements of the 2025 financial year pursuant to Article L.22‑10‑77, II of the French Commercial Code. Remuneration components put to the vote Amounts paid in 2025 Amounts allocated in 2025 Description Fixed remuneration €164,726 €289,726 The reasons for the Supervisory Board granting Mr Xavier Musca a fixed non‑salary remuneration of €500,000 for his duties as Chairman of the Supervisory Board are presented in Section 3.3.2.1 (Remuneration policy for Supervisory Board members) of this Universal Registration Document in the paragraph relating to the Chairman of the Supervisory Board. The fixed non‑salaried remuneration for the 2025 financial year was calculated on a pro rata basis for the duration of his term of office from 2 June 2025. Annual variable remuneration – – Not applicable – The principle of allocating annual variable remuneration to Mr Xavier Musca is not provided for in the remuneration policy for Supervisory Board members. Multi‑annual variable remuneration – – Mr Xavier Musca is not covered in the remuneration policy for the Supervisory Board members. Exceptional remuneration – – In accordance with the remuneration policy for Supervisory Board members, no exceptional remuneration was paid to Mr Xavier Musca for his duties as Chairman of the Supervisory Board since he took office on 15 May 2025. Stock options, free shares, performance shares or other such allocations (equity warrants…) – – Mr Xavier Musca is not entitled to any stock options, free shares, performance shares or other such long‑term benefits. Remuneration of Supervisory Board Members - €23,753 This remuneration of Supervisory Board members is comprised of a fixed part and a variable part dependent on the number of meetings and attendance rate. The rules for allocating the annual amount of the remuneration for Supervisory Board members are presented in Section 3.3.2.1 (Remuneration policy for Supervisory Board members) of this Universal Registration Document. Benefits of all kinds – – Not applicable – In accordance with the remuneration policy for Supervisory Board members, Mr Xavier Musca is not entitled to any benefit in kind. Welcome bonus and severance pay – – Not applicable – In accordance with the remuneration policy for Supervisory Board members, Mr Xavier Musca is not entitled to any indemnity of this type. Supplementary pension scheme – – Not applicable – Mr Xavier Musca is not covered by any supplementary pension scheme. 3.3.2.3 Remuneration for their activity as member of the Supervisory Board and other remuneration received by Board members According to Article 10.1 of the Company’s Articles of Association, members of the Supervisory Board may receive a remuneration for their activity as Board member, the total amount of which is subject to the approval of the General Meeting of the Shareholders and the distribution of which is decided by the Supervisory Board on the recommendation of the Governance and Sustainability Committee. The procedure for allocating the annual amount of the remuneration of the members of the Supervisory Board in respect of the 2024 and 2025 financial years are presented in Section 3.3.2.1 (Remuneration policy for Supervisory Board members) of this Universal Registration Document. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 194
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Remuneration, allowances and benefits Table No. 3 – Remuneration for the activity as member of the Supervisory Board and other remuneration received by the non‑executive corporate officers of the Company Amounts in euros paid in 2024 Amounts in euros allocated in respect of 2024 Amounts in euros paid in 2025 Amounts in euros allocated in respect of 2025 Relative proportion of fixed and variable remuneration Chairman of the Supervisory Board Christian de Labriffe (until 15 May 2025) Remuneration for the duties €499,000 €501,000 €328,500 €189,747 4.0% Other remuneration – – – – Xavier Musca (from 15 May 2025) Remuneration for the duties – – €164,726 €313,479 2.4% Other remuneration – – – – Members of the Supervisory Board Roger Caniard Remuneration for the duties €25,000 €35,500 €35,500 €35,500 294.4% Other remuneration – – – – Jean Charest Remuneration for the duties €32,000 €32,000 €32,000 €13,934 54.8% Other remuneration €25,000 – – – Jean‑Louis Charon Remuneration for the duties €38,000 €41,500 €41,500 €41,500 176.7% Other remuneration – – – – Sophie Coulon‑Renouvel (permanent representative of Crédit Mutuel Arkéa) Remuneration for the duties Other remuneration €21,000 – €11,000 – €11,000 – €19,000 – 171.4% Jean‑Pierre Denis Remuneration for the duties €13,900 €15,500 €15,500 €15,500 229.8% Other remuneration €24,500 €24,500 €24,500 €24,500 Pierre‑Henri Flamand Remuneration for the duties – – – €21,484 259.0% Other remuneration – – – – Remmert Laan Remuneration for the duties €6,089 – – – – Other remuneration €15,026 €24,500 €24,500 €24,500 Maximilien de Limburg Stirum Remuneration for the duties €11,411 €27,811 €27,811 €35,000 288.9% Other remuneration €1,189 – – – Florence Lustman (permanent representative of Fonds Stratégique de Participations) Remuneration for the duties €21,000 €23,000 €23,000 €19,000 171.4% Other remuneration €24,500 €24,500 €24,500 €21,000 (1) (1) (1) (2) (3) (4) (5) (6) (7) (8) (9) (9) (10) (11) (12) (12) (12) (12) (13) (14) (14) (14) (14) (15) (9) (9) (16) (17) (17) (17) (17) Table taken from Appendix 4 of the Afep‑Medef Code.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT195
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3. – – Corporate governance Remuneration, allowances and benefits Amounts in euros paid in 2024 Amounts in euros allocated in respect of 2024 Amounts in euros paid in 2025 Amounts in euros allocated in respect of 2025 Relative proportion of fixed and variable remuneration François Pauly Remuneration for the duties – €16,590 €16,590 €19,000 171.4% Other remuneration €25,000 €25,000 €50,000 €100,000 Fanny Picard Remuneration for the duties €38,000 €41,500 €41,500 €45,000 200.0% Other remuneration – – – – Constance de Poncins Remuneration for the duties €32,000 €35,500 €35,500 €32,000 255.6% Other remuneration – – – – Léon Seynave (permanent representative of Troismer) Remuneration for the duties Other remuneration €32,000 – €14,099 – – – – – – (1) (1) (2) (18) (19) (19) (20) (19) (21) (9) For the remuneration of Supervisory Board members, the amounts paid in year N correspond to the remuneration allocated to Supervisory Board members for the financial year N‑1. (1) This column is not included in the table template included in Appendix 4 of the Afep‑Medef Code and has been added to show the information required in application of Article L.22‑10‑9 I 2° of the French Commercial Code. The percentage of the fixed remuneration in relation to variable remuneration is calculated on the basis of the remuneration allocated in respect of the 2025 financial year. (2) The amount paid to the Chairman of the Supervisory Board during the 2024 financial year includes €115 thousand corresponding to the balance of his fixed remuneration in respect of the 2023 financial year, which was paid in January 2024, €345 thousand corresponding to three‑quarters of his fixed non‑salary remuneration in respect of the 2024 financial year, and the amount of his remuneration in respect of his duties as a member and Chairman of the Supervisory Board paid during the 2024 financial year in respect of the 2023 financial year. (3) This amount comprises the fixed annual non‑salary remuneration of €460 thousand for his role as Chairman of the Supervisory Board, payable in respect of the 2024 financial year, and the amount of his remuneration for his duties as a member and Chairman of the Supervisory Board in respect of the 2024 financial year. (4) The amount paid to Mr Christian de Labriffe during the 2025 financial year includes €115 thousand corresponding to the balance of his fixed remuneration in respect of the 2024 financial year, which was paid in January 2025, €172,500 corresponding to his fixed non‑salary remuneration in respect of the 2025 financial year calculated pro rata temporis until end of his term of office on 15 May 2025, and the amount of his remuneration in respect of his duties as a member and Chairman of the Supervisory Board paid during the 2025 financial year in respect of the 2024 financial year. (5) This amount corresponds to the fixed annual non‑salary remuneration for his role as Chairman of the Supervisory Board, allocated in respect of the 2025 financial year, calculated on a pro rata basis up to the end of his term of office on 15 May 2025, and to the amount of his remuneration for his duties as a member and Chairman of the Supervisory Board in respect of the 2025 financial year. (6) The amount paid to Mr Xavier Musca during the 2025 financial year corresponds to his fixed non‑salary remuneration in respect of the 2025 financial year, calculated pro rata temporis over the duration of his term of office from 2 June 2025. (7) This amount corresponds to the fixed annual non‑salary remuneration for his role as Chairman of the Supervisory Board, allocated in respect of the 2025 financial year, calculated on a pro rata basis over the duration of his term of office from 2 June 2025, and to the amount of his remuneration for his duties as a member and Chairman of the Supervisory Board in respect of the 2025 financial year. (8) A withholding tax is deducted from this amount.(9) This amount corresponds to the remuneration paid to Mr Jean Charest for his duties as a member of the International Advisory Board. These ended on 31 December 2023. (10) Ms Sophie Coulon‑Renouvel was appointed as permanent representative by Crédit Mutuel Arkéa on 25 August 2022 to replace Ms Hélène Bernicot.(11) This amount corresponds to KERIODE's remuneration for its office as a member of the Board of Directors of Tikehau Capital Advisors (of which Mr Jean‑Pierre Denis is the permanent representative). (12) Mr Remmert Laan resigned from his duties as a member of the Supervisory Board with effect from 16 May 2023.(13) This amount corresponds to the remuneration of Mr Remmert Laan as a member of the Board of Directors of Tikehau Capital Advisors as of 17 May 2023.(14) Mr Maximilien de Limburg Stirum was co‑opted to replace Mr Remmert Laan by the Supervisory Board at its meeting of 16 May 2023.(15) This amount corresponds to the remuneration for the terms of office as member of the Board of Directors and member of the Remuneration Committee of Tikehau Capital Advisors that Mr Maximilien de Limburg Stirum held until 3 March 2023. (16) This amount corresponds to the remuneration in respect of its duties as member of the Board of Directors of Tikehau Capital Advisors received by Fonds Stratégique de Participations (of which Ms Florence Lustman is the permanent representative). (17) Mr François Pauly was appointed as a member of the Supervisory Board by the Combined General Meeting of the Shareholders of 6 May 2024.(18) This amount corresponds to the remuneration of Mr François Pauly for his duties as Chairman (from 1 October 2024) of the International Advisory Board.(19) This amount corresponds to half of Mr François Pauly's remuneration for his duties as Chairman of the International Advisory Board in respect of the 2025 financial year. (20) The term of office of Troismer, which appointed Mr Léon Seynave as permanent representative, expired at the end of the General Meeting of the Shareholders of 6 May 2024. (21) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 196
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Remuneration, allowances and benefits 3.3.3 SUMMARY REPORT ON REMUNERATION This Section sets out the information mentioned in Article L.22‑10‑9, I of the French Commercial Code (by reference to Article L.22‑10‑77, I of the French Commercial Code), this is also the information that the Annual Ordinary General Meeting of the Shareholders called to approve the financial statements for the 2025 financial year will be asked to approve and that the sole general partner has agreed to in a decision dated 19 February 2026. Total remuneration and benefits of any kind paid in respect of the office during the 2025 financial year or granted in respect of the office for the 2025 financial year Pursuant to Article L.22‑10‑9, I 1° of the French Commercial Code, the fixed, variable and exceptional items, including in the form of equity securities, debt securities or securities giving access to the capital or entitling the holder to the allocation of debt securities, paid in the 2025 financial year or in respect of the 2025 financial year, by virtue of their duties, to the Company’s corporate officers, including those whose duties were terminated and those newly appointed during the past financial year, are presented: Relative proportion of fixed and variable remuneration The two Managers, AF&Co Management and MCH Management, were paid during the 2025 financial year or awarded in respect of the 2025 financial year fixed remuneration and annual variable remuneration based on quantifiable financial and non‑financial criteria for their duties (see Section 3.3.1 (Remuneration of the Managers) of this Universal Registration Document). The variable remuneration awarded in respect of the 2025 financial year to the two Managers, AF&Co Management and MCH Management, represents 101.3% of the fixed remuneration awarded to each of them in respect of the 2025 financial year (for further details, see Section 3.3.1.2 (Remuneration of the two Managers in respect of the 2025 financial year) of this Universal Registration Document). The variable remuneration awarded in respect of the 2025 financial year to the Chairman of the Supervisory Board represents 3.28% of the fixed remuneration awarded in respect of the 2025 financial year (for further details, see Section 3.3.2.2 (Remuneration of the Chairman of the Supervisory Board) of this Universal Registration Document), it being specified that for the purposes of this calculation, the variable remuneration awarded to Mr Christian de Labriffe, in his capacity as Chairman of the Supervisory Board from 1 January to 15 May 2025, on the one hand, and to Mr Xavier Musca in his capacity as Chairman of the Supervisory Board from 15 May 2025, on the other. The relative proportion of the fixed and variable remuneration awarded for the 2025 financial year to each member of the Supervisory Board is provided in the table on remuneration paid to non‑executive corporate officers in Section 3.3.2.3 (Remuneration for their activity as member of the Supervisory Board and other remuneration received by Board members) of this Universal Registration Document. Use of the option to request the return of variable remuneration The option of requesting the return of variable remuneration has never been used. It should be noted that the variable portion of the remuneration of the Chairman and the members of the Supervisory Board is that based on their actual participation in Board and/or Committee meetings, and that the annual variable remuneration of the Managers is subject to demanding financial and non‑financial performance criteria, in line with the Company's objectives, and all quantifiable. Commitments made upon assuming, changing, or terminating duties The Company has made no commitment in terms of items of remuneration, allowances, or benefits owed or that may be owed for the assumption, termination, or change of duties, or subsequent to the performance of these duties, specifically, the pension commitments and other lifetime benefits of any of its corporate officers. Remuneration paid or awarded by a company included in the scope of consolidation Neither the Managers, AF&Co Management and MCH Management, nor the Chairman of the Supervisory Board, nor the other members were paid in the 2025 financial year or allocated in respect of the 2025 financial year any remuneration by a company included in the Company’s scope of consolidation (with the exception of the Company itself). Remuneration multiples Article L.22‑10‑9 I 6° of the French Commercial Code provides that the corporate governance report should include the ratios of the level of remuneration of each of the Company’s executive corporate officers, including those whose term of office ended and those newly appointed during the past financial year, in comparison to, on the one hand, the average remuneration on a full‑time equivalent basis of the Company’s employees other than corporate officers and, on the other, the median remuneration on a full‑time equivalent basis of the Company’s employees other than corporate officers. These ratios are commonly referred to as “remuneration multiples.” The Company followed the Afep guidelines on remuneration multiples updated in February 2021 (the “Afep Guidelines”) to define the methods for calculating these ratios. The remuneration of each of the Company’s executive corporate officers (i.e. the Chairman of the Supervisory Board and the Managers) included in the numerator of remuneration multiples, is the total remuneration paid or awarded during the financial year N. This was used in the interest of consistency with the method used to calculate employees’ average and median remuneration. in the case the two Managers, AF&Co Management and MCH Management, in Section 3.3.1.2 (Remuneration of the two Managers in respect of the 2025 financial year) of this Universal Registration Document; P for the Chairman of the Supervisory Board, in Section 3.3.2.2 (Remuneration of the Chairman of the Supervisory Board) of this Universal Registration Document; and P for the members of the Supervisory Board, in Section 3.3.2.3 (Remuneration for their activity as member of the Supervisory Board and other remuneration received by Board members) of this Universal Registration Document. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT197
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3. – – Corporate governance Remuneration, allowances and benefits Up to the Reorganisation, the total remuneration of the Manager, Tikehau Capital General Partner, paid during or awarded in respect of financial year N comprised fixed remuneration, i.e. 2% of the Company’s total consolidated shareholders’ equity determined on the last day of financial year N‑1. It should be noted that the Manager did not receive any other remuneration. As from the Reorganisation and until the end of the 2023 financial year, each of the two Managers was entitled to an annual fixed remuneration excluding tax of €1,265,000 and did not benefit from any annual and/or multi‑annual variable remuneration, nor no other item of remuneration, it being specified that MCH Management benefited from the partial payment of expatriation expenses (see Section 3.3.1.1 (Remuneration policy for the Managers) and Section 3.3.1.2 (Remuneration of the two Managers in respect of the 2025 financial year) of this Universal Registration Document). Since the 2024 financial year, each of the two Managers has been entitled to annual fixed remuneration excluding tax equal to €1,265,000 and to annual variable remuneration based on quantifiable financial and non‑financial criteria. None of the Managers receives any multi‑annual variable remuneration or any other form of remuneration, it being specified that MCH Management receives partial reimbursement of expatriation expenses (see Section 3.3.1.1 (Remuneration policy for the Managers) and Section 3.3.1.2 (Remuneration of the two Managers in respect of the 2025 financial year) of this Universal Registration Document). The total remuneration paid or awarded to the Chairman of the Supervisory Board during financial year N is composed of his attendance fees for his office as a member of the Supervisory Board and his non‑salaried fixed remuneration of €460,000 in respect of his duties as Chairman of the Supervisory Board. Upon the appointment of Mr Xavier Musca as Chairman of the Supervisory Board on 15 May 2025, this fixed non‑salaried remuneration was increased to €500,000 with effect from 2 June 2025, payable on a pro rata basis for the first time in respect of the 2025 financial year. No other component of remuneration was paid or awarded to the Chairman of the Supervisory Board (see Section 3.3.2.2 (Remuneration of the Chairman of the Supervisory Board) of this Universal Registration Document). As the Reorganisation resulted in the transfer of 58 employees of Tikehau Capital Advisors to the Company with retroactive effect to 1 January 2021, it was decided to retain, for the 2021, 2022, 2023, 2024 and 2025 financial years, the employees of the Company and those of its two main French subsidiaries, namely Tikehau IM and Sofidy, representing over 80% of the workforce in France of the companies included in the Company’s scope of consolidation. Employees whose remuneration was taken into account for calculating the ratios are those who were continually employed during the financial years N and N‑1. As the Company had no employees prior to the 2021 financial year, the Company’s employees whose remuneration was taken into account for the calculation of the 2021 ratios are those who were continuously present at Tikehau Capital Advisors over the 2020 financial year and at the Company over the 2021 financial year. The remuneration of employees shown in the denominator of the remuneration multiples is the remuneration paid or awarded during financial year N, which includes the fixed remuneration paid during financial year N, the variable remuneration awarded in financial year N for financial year N‑1, the free shares and performance shares granted during financial year N measured at the IFRS value at the time of their grant, stock options granted during financial year N, valued at their IFRS value at the time they were granted, payments under the Long Term Incentive Plan for the Group's senior executives and profit‑sharing paid during financial year N in respect of financial year N‑1 (including Sofidy's matching contribution). Benefits in kind were not taken into account as they were not significant. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 198
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Remuneration, allowances and benefits Table of ratios in respect of Article L.22‑10‑9, I. 6° and 7° of the French Commercial Code The table below shows the annual change in remuneration, Company performance, and average remuneration, on a full‑time equivalent basis, of employees of the Company and its two main French subsidiaries ("France representative scope") during the past five financial years. 2021 2022 2023 2024 2025 Managers AF&Co Management Change (%) in remuneration - 0 0 64.1 22.7 Information on the extended scope Change (%) in average employee remuneration 11.3 34.5 (14.1) (1.3) (2.6) Ratio to average employee remuneration 7.6 5.6 6.6 10.9 13.7 Change in ratio (%) from previous financial year - (25.7) 16.4 66.2 25.9 Ratio to median employee remuneration 13.3 10.7 11.2 18.4 22.3 Change in ratio (%) from previous financial year - (19.3) 4.6 64.5 21.2 MCH Management Change (%) in remuneration - 0 0 64.1 22.7 Information on the extended scope Change (%) in average employee remuneration 11.3 34.5 (14.1) (1.3) (2.6) Ratio to average employee remuneration 7.6 5.6 6.6 10.9 13.7 Change in ratio (%) from previous financial year - (25.7) 16.4 66.2 25.9 Ratio to median employee remuneration 13.3 10.7 11.2 18.4 22.3 Change in ratio (%) from previous financial year - (19.3) 4.6 64.5 21.2 Tikehau Capital General Partner Change (%) in remuneration (100) - - - - Information on the extended scope Change (%) in average employee remuneration 11.3 34.5 (14.1) (1.3) (2.6) Ratio to average employee remuneration - - - - - Change in ratio (%) from previous financial year (100) - - - - Ratio to median employee remuneration - - - - - Change in ratio (%) from previous financial year (100) - - - - Chairman of the Supervisory Board Change (%) in remuneration 0.1 0.7 (0.7) 0.4 (1.6) Information on the extended scope Change (%) in average employee remuneration 11.3 34.5 (14.1) (1.3) (2.6) Ratio to average employee remuneration 3.0 2.2 2.6 2.6 2.7 Change in ratio (%) from previous financial year (10.1) (25.1) 15.6 1.7 1.0 Ratio to median employee remuneration 5.2 4.2 4.4 4.4 4.3 Change in ratio (%) from previous financial year (15.2) (18.7) 3.8 0.7 (2.8) Company performance Net result 196,928,942 191,095,663 174,048,005 128,676,860 62,677,367 Change (%) from previous financial year 171.6 (3.0) (8.9) (26.1) (51.3) Group assets under management (€bn) 34.3 38.8 43.2 49.6 52.8 Change (%) from previous financial year 20.1 13.2 11.3 14.8 6.5 (1) (3) (2) (2) (2) (2) (2) (3) (2) (2) (2) (2) (4) (5) (3) (5) (5) (5) (5) (6) (7) (7) (8) (3) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT199
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3. – – Corporate governance Remuneration, allowances and benefits Compliance with the remuneration policy The remuneration paid to AF&Co Management and MCH Management in respect of their duties as Managers during the 2025 financial year and awarded in respect of the 2025 financial year complies with the remuneration policy for the Managers. The Managers remuneration policy was drawn up on the basis of benchmarks and the analysis of practices observed in a panel of comparable French companies operating in the Group’s business sector. The amount of the annual fixed remuneration was set with a view to simplicity and clarity, as the Managers’ association with the Group’s growth mainly results from the equity holdings (representing 56.0% of the Company’s share capital at 31 December 2025) of the companies controlled by AF&Co and MCH, which respectively hold 100% of AF&Co Management and MCH Management, the Company’s Managers. In so doing, the remuneration of the Managers complies with the corporate interest and contributes to the Company’s commercial strategy and sustainability. In respect of the 2025 financial year, the two Managers were awarded annual variable remuneration of a maximum annual amount of €4.2 million per year and per Manager, subject to quantifiable financial and non‑financial criteria. In view of the achievement of 30.5% of the performance criteria, the Supervisory Board, on the recommendation of the Governance and Sustainability Committee, set the variable remuneration awarded to each of the Managers in respect of the 2025 financial year at €1,281,000 (excluding taxes). This annual variable remuneration contributes to aligning the interests of the Managers with those of the shareholders, those of the Group’s employees benefiting from free share and stock option allocations, and incentive and retention instruments from which the Managers which are legal entities cannot benefit, and, by way of common criteria, those of senior executives benefiting from the 2022‑2025 LTI. It enables the Company to comply with the recommendations of the Afep‑Medef Code, which stipulates in paragraph 26.1.1 that "the remuneration [of executive directors] must be competitive, adapted to the strategy and context of the company, and aim, in particular, to improve the company's performance and competitiveness over the medium and long term, by incorporating several criteria relating to social and environmental responsibility, including at least one criterion linked to the company's climate objectives". Moreover, the introduction of annual variable remuneration for the Managers, which is largely subject to non‑financial criteria, highlights the importance of its commitments in terms of sustainable development. Lastly, this annual variable remuneration would enable the Managers to be rewarded for creating value by aligning themselves with the practices of the Group's main peers in the alternative asset management sector in Europe and the United States, as shown by a benchmark established on behalf of the Company. The remuneration of the Chairman and members of the Supervisory Board complies with the remuneration policy that was in effect during the financial year for which it was awarded. The remuneration of the Manager(s) taken into account is the remuneration paid or awarded during a financial year with the adjustments mentioned, with regard to the remuneration of the Managers for the 2021 financial year, in note (2) below. (1) AF&Co Management and MCH Management only became Managers on 15 July 2021 following the Reorganisation and therefore did not receive any remuneration in their capacity as Managers over previous financial years. Consequently, the percentage change in their remuneration and the percentage changes in the ratios cannot be established for previous financial years. Having been appointed on 15 July 2021, AF&Co Management and MCH Management only received a pro rata temporis portion of their annual fixed remuneration for 2021. For the purposes of comparability and in accordance with the Afep Guidelines, the annual amount of their fixed remuneration, i.e. €1,265,000 (excl. tax), was taken into account for the calculation of the ratios in relation to the average and median remuneration of employees. In the case of MCH Management, it was not considered relevant to take into account the partial payment of expatriation expenses. (2) Up to the Reorganisation, the Company had no employees and it therefore chose to retain, for the 2020 financial year, pursuant to the Afep Guidelines, the employees of its two main French subsidiaries, representing over 80% of the workforce in France of the companies included in the Company’s scope of consolidation, namely Tikehau IM and Sofidy. As the Reorganisation resulted in the transfer of 58 employees of Tikehau Capital Advisors to the Company with retroactive effect to 1 January 2021, it was therefore decided to retain, for the 2021 and subsequent financial years, the employees of the Company and those of its two main French subsidiaries, namely Tikehau IM and Sofidy, representing over 80% of the workforce in France of the companies included in the Company’s scope of consolidation. Employees whose remuneration was taken into account for calculating the ratios are those who were continually employed during the financial years N and N‑1. As the Company had no employees prior to the 2021 financial year, with the employees of the central corporate functions being provided by Tikehau Capital Advisors to the Company, the Company’s employees whose remuneration was taken into account for the calculation of the 2021 ratios are those who were continuously present at Tikehau Capital Advisors over the 2020 financial year and at the Company over the 2021 financial year. (3) Tikehau Capital General Partner ceased to be Manager on 15 July 2021 following the Reorganisation.(4) Tikehau Capital General Partner having been absorbed by the Company with retroactive effect from 1 January 2021, the latter did not pay any remuneration to Tikehau Capital General Partner in its capacity as former Manager. Consequently, for this reason, the percentage change in remuneration was -100%, while the ratios in relation to the median and average remuneration of employees were zero, and the percentage change in these ratios was -100%. (5) The remuneration of the Chairman of the Supervisory Board taken into account is the remuneration paid or allocated during financial year N with the adjustments mentioned in note (7) and (8) below. (6) The remuneration ratios for 2020 were calculated on the basis of the amount of the annual fixed non‑salary remuneration of €460,000 in respect of his duties of Chairman of the Supervisory Board and the attendance fees in respect of his duties as Chairman of the Supervisory Board paid in 2020 in respect of the 2019 financial year. The percentage changes in the remuneration of the Chairman of the Supervisory Board from 2020 to 2021 were calculated on the basis of the 2020 remuneration described above. These amounts appeared to be more relevant for measuring changes in the remuneration of the Chairman of the Supervisory Board, the performance of the Company and the average remuneration of employees over five years than the sum paid to the Chairman of the Supervisory Board for his annual fixed remuneration, i.e. €271,500, with €230,000 corresponding to the balance of his fixed remuneration for 2019 that was paid in January 2020, and the amount paid to the Chairman of the Supervisory Board for the 2020 financial year for his annual fixed remuneration, which amounted to €575,000, which breaks down into €230,000 for the balance of his fixed remuneration for the 2019 financial year that was paid in January 2020 and €345,000 for his fixed non‑salary remuneration for the 2020 financial year, with the remaining €115,000 having been paid in January 2021. The percentage changes in the remuneration of the Chairman of the Supervisory Board from 2021 to 2022, from 2022 to 2023 and from 2023 to 2024 and the remuneration ratios for 2021, 2022, 2023 and 2024 were calculated on the basis of the amount of the fixed annual non‑salary remuneration of €460,000 in respect of his duties as Chairman of the Supervisory Board and the attendance fees in respect of his duties as Chairman of the Supervisory Board paid, with regard to 2021 remuneration, in 2021 in respect of the 2020 financial year, with regard to 2022 remuneration, in 2022 in respect of the 2021 financial year, with regard to 2023 remuneration, in 2023 in respect of the 2022 financial year, and with regard to 2024 remuneration, in 2024 in respect of the 2023 financial year. (7) The percentage change in the remuneration of the Chairman of the Supervisory Board for 2025 has been calculated on the basis of the sum of (i) €287,500 in fixed annual non‑salary remuneration paid in 2025 in respect of the duties of Chairman of the Supervisory Board until 15 May 2025 and €41 thousand in remuneration in respect of his role as Chairman of the Supervisory Board paid in 2025 to Mr Christian de Labriffe, and (ii) €164,726 in fixed annual non‑salary remuneration payable from 2 June 2025 in respect of Mr Xavier Musca’s role as Chairman of the Supervisory Board and paid in 2025. (8) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 200
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Remuneration, allowances and benefits Taking into account the vote of the last Ordinary General Meeting of the Shareholders as set out in Article L.22‑10‑77, I of the French Commercial Code The General Meeting of the Shareholders of 30 April 2025 approved the information mentioned in the summary report on remuneration presented in Section 3.3.3 (Summary report on remuneration) of the 2025 Universal Registration Document by a majority of 97.90%. Differences compared to remuneration policies In 2025, there were no differences compared to the procedures to implement the remuneration policies for the Managers, and the Chairman and members of the Supervisory Board, nor any derogation from the principles they stipulate. 3.3.4 STOCK OPTION PLANS AND FREE SHARE PLANS In accordance with the Group’s remuneration policy, the Company allocated free shares and performance shares to eligible employees and corporate officers of the Company or related companies or corporate groups. As of the date of this Universal Registration Document, 24 plans were being definitively granted: A stock option plan adopted by a Manager on 24 March 2025 is also in force. No corporate officer of the Company is a beneficiary under these free or performance share plans, or under a stock option plan. It should also be noted that Mr Antoine Flamarion and Mr Mathieu Chabran have not benefited from any grant of free or performance shares, or from a stock option plan. These free share and performance share plans and this stock option plan are described in Section 8.3.2.2 (Free share and performance share plans and stock option plan) of this Universal Registration Document. The description of the financial delegations approved by the General Meeting of the Shareholders of the Company of 6 May 2024 and those submitted to the General Meeting of the Shareholders of 30 April 2026 (including in regard to the allocation of free or performance shares and stock subscription and/or purchase options) can be found in Section 8.3.3 (Summary table of financial delegations) of this Universal Registration Document. None of the Company's subsidiaries has set up a stock option plan or a free share or performance share plan. 3.3.5 AMOUNTS SET ASIDE OR ACCRUED BY THE COMPANY OR ITS SUBSIDIARIES TO PROVIDE PENSION, RETIREMENT OR SIMILAR BENEFITS The Company has neither provisioned nor recorded any sum for the purpose of paying pensions, retirement or other benefits for its management or corporate officers or those of its subsidiaries. two plans corresponding to both variable remuneration in respect of 2019 and a retention mechanism adopted by the Manager on 10 March 2020; P three plans corresponding to both variable remuneration in respect of 2020 and a retention mechanism adopted by the Manager on 24 March 2021; P one plan corresponding to a retention mechanism adopted by a Manager on 24 November 2021; P three plans corresponding to a retention mechanism adopted by a Manager on 24 March 2022; P three plans corresponding to variable remuneration in respect of 2022 and two plans corresponding to a retention mechanism adopted by a Manager on 24 March 2023; P three plans corresponding to variable remuneration in respect of 2023 and two plans corresponding to a retention mechanism adopted by a Manager on 24 March 2024; and P three plans corresponding to variable remuneration in respect of 2024 and two plans corresponding to a retention mechanism adopted by a Manager on 24 March 2025. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT201
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3. – – Corporate governance Preparation and organisation of the work of the Supervisory Board 3.4 Preparation and organisation of the work of the Supervisory Board The preparation and organisation of the work carried out by the Supervisory Board fall within the framework defined by the laws and regulations applicable to partnerships limited by shares, the Company’s Articles of Association and the Internal Rules of the Supervisory Board. The Internal Rules of the Company's Supervisory Board, in the version adopted by the Board on 11 December 2024, notably specify: This Section 3.4 contains significant extracts from the Internal Rules of the Company’s Supervisory Board, which are available on the Company’s website (www.tikehaucapital.com, Governance Section). 3.4.1 SUPERVISORY BOARD Composition of the Supervisory Board The Company’s Articles of Association lay down that the Supervisory Board should be made up of between three and 18 members. At the date of this Universal Registration Document, the Supervisory Board is composed of ten members and one non‑voting member, who are presented in Section 3.1.2 (Presentation of the Supervisory Board) of this Universal Registration Document. In connection with the proposed listing of the Company’s shares on the regulated market of Euronext Paris in 2017, several agreements were concluded concerning the composition of the Supervisory Board: Tikehau Capital Advisors, AF&Co, MCH and Legacy Participations, a company affiliated with Société Familiale d'Investissement (SFI), entered into a shareholders’ agreement on 14 February 2023 containing a commitment to appoint a representative of Legacy Participations to the Company's Supervisory Board. Subject to these clarifications, no arrangements or agreements have been entered into with the main shareholders, or with clients or suppliers, under which a member of the Supervisory Board has been appointed as member of the Company’s Supervisory Board. The Supervisory Board is renewed each year on a rolling basis, such that a portion of the members of the Supervisory Board is replaced annually. Under the provisions of Article 10.1 of the Company’s Articles of Association, each member of the Supervisory Board is appointed for four years, subject to legal provisions allowing the extension of this term of office, and each Supervisory Board member’s duties cease at the end of the Ordinary General Meeting of the Shareholders called to decide upon the financial statements of the year ended, convened in the year during which that Supervisory Board member’s term of office expires. By way of exception, the General Meeting of the Shareholders may, in order to implement or maintain the above‑mentioned rolling‑basis renewal, appoint one or several members of the Supervisory Board for a different duration up to five years, in order to allow for a staggered renewal of the Supervisory Board members’ terms. The duties of all members of the Supervisory Board appointed in this manner for a term of up to five years cease at the end of the Ordinary General Meeting of the Shareholders called to decide upon the financial statements of the year ended and convened in the the duties and powers of the Supervisory Board and its Committees (Audit and Risk Committee and Governance and Sustainability Committee); P the obligations of the members of the Supervisory Board (the professional ethics on stock market transactions, P acting on behalf of the Company, transparency, disclosure of conflicts of interest and duty of abstention, confidentiality, etc.) and the independence criteria for its members; and the practices of the Supervisory Board (frequency of meetings, invitations to attend, information to members, use of means of video conferencing and telecommunication) and of its Committees (Audit and Risk Committee, and Governance and Sustainability Committee). P Tikehau Capital Advisors acts in concert with MACSF Épargne Retraite, Crédit Mutuel Arkéa, Cardif Assurance Vie, Makemo Capital, Tikehau Employee Family 2018 and Tikehau Management, pursuant to a shareholders’ agreement initially entered into on 23 January 2017 for a period of five years. To enable the inclusion of Makemo Capital and Tikehau Employee Family 2018, the agreement was modified by way of amendment No. 1 on 17 June 2019. On 3 March 2022, the parties signed amendment No. 2 to extend the term of the agreement for a period of five years until 7 March 2027 (inclusive), as well as amendment No. 3 dated 15 March 2024 to allow Tikehau Management to join. An amendment No. 4 was also signed on 1 December 2025 by the parties, notably to acknowledge that on 30 November 2025, Neuflize Vie, a party to the agreement, had been merged into Cardif Assurance Vie as part of a universal transfer of assets and that, following the merger, Cardif Assurance Vie had assumed Neuflize Vie's rights as a party to the agreement. The agreement provides that the parties shall consult with one another prior to any meeting of the Company's Supervisory Board or the General Meeting of the Shareholders of the Company for the purpose of agreeing on a common general policy for the Company. This agreement lays down that the parties shall ensure that a member of the Supervisory Board is appointed on the basis of a proposal from each party holding at least 5% of the Company’s share capital (see Section 8.1.2 (Control of the Group) of this Universal Registration Document); and P on 6 January 2017, the Company and its major shareholders concluded an agreement on an investment of €50 million in the Company by Fonds Stratégique de Participations. This agreement was accompanied by a commitment to appoint a representative of Fonds Stratégique de Participations on the Company’s Supervisory Board (see Section 8.1 (Information on control and major shareholders) of this Universal Registration Document). P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 202
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Preparation and organisation of the work of the Supervisory Board year during which that Supervisory Board member’s term of office expires. In order to ensure a staggered rotation of the terms of office of the members of the Supervisory Board, these provisions of the Articles of Association were applied when the Company’s Supervisory Board was first constituted and on the occasion of the renewal of the terms of office of Ms Fanny Picard and Ms Constance de Poncins, which are submitted for approval to the General Meeting of the Shareholders of 30 April 2026 for a two‑year term expiring at the end of the Ordinary General Meeting of the Shareholders called to approve the financial statements for the 2027 financial year in 2028 (see Section 9.3 (Resolutions to be subject to the vote of the Combined General Meeting of the Shareholders to be held on 30 April 2026) of this Universal Registration Document). The number of members of the Supervisory Board over the age of seventy‑five may not exceed one third of the members in office; if this proportion is exceeded, the members who must leave the Supervisory Board in order to restore compliance with this proportion will be deemed to have resigned, starting with the oldest. In the event of a vacancy due to death, resignation or any other reason, the Supervisory Board may temporarily co‑opt one or more replacement members for the remaining term of office of the replaced member. Any co‑opting shall be ratified by the next Ordinary General Meeting of the Shareholders. In the absence of ratification by the Ordinary General Meeting of the Shareholders, the decisions of the Supervisory Board taken during the term of office of the co‑opted member shall nonetheless remain valid. The list of members of the Company’s Supervisory Board, including their duties, the offices they hold in other companies, their age, the Committees on which they serve, and the dates of commencement and expiry of their terms of office, is set out in Section 3.1.2 (Presentation of the Supervisory Board) of this Universal Registration Document. It should be noted that the Supervisory Board does not include any member representing employees and/or employee shareholders and that the Company is not bound by any obligation to make such an appointment (under the provisions of Article L.226‑5‑1 of the French Commercial Code). A representative of the Tikehau Capital Social and Economic Committee attends Supervisory Board meetings in an advisory capacity, in accordance with Article L.2312‑72 of the French Labour Code. Article 3 of the Internal Rules of the Supervisory Board requires that members of the Supervisory Board directly or indirectly own at least 200 shares of the Company throughout their term on the Board. The number of shares of the Company held by each member of the Supervisory Board on the date of this Universal Registration Document is set out in Section 8.1.4 (Shares held by corporate officers) of this Universal Registration Document. Diversity policy applied to members of the Supervisory Board At its meeting on 29 March 2018, the Supervisory Board, after consulting the Governance and Sustainability Committee, adopted a diversity policy defining the Company’s objectives with regard to the diversified composition of its Supervisory Board and how they are implemented. This diversity policy has been included as an appendix to the Internal Rules of the Supervisory Board. The Supervisory Board’s diversity policy is available on the Company’s website as an appendix to the Internal Rules of the Supervisory Board (www.tikehaucapital.com, under the heading “Governance”). The Company is aware that diversity in the composition of the Supervisory Board is an essential factor in its effectiveness because it is likely to prevent “groupthink” and to foster the expression of independent points of view that contribute to effective supervision of the Group’s management and good governance of the Company. Objectives of the Board’s diversity policy The composition of the Supervisory Board must ensure a balance between the various skills, experience and expertise relevant to understanding the Group’s business, its results and outlook as well as the economic and regulatory environment in which the Group operates. It must also reflect the diversity of the Group’s stakeholders (shareholders and partners) by bringing together diverse profiles, in terms of professional experience, including international experience, as well as culture, training and gender diversity. Criteria taken into account for the assessment of diversity on the Board Diversity within the Supervisory Board is mainly assessed in light of the following criteria: Qualification and professional experience: the Board must bring together quality personalities from diverse backgrounds (banking and financial sector, national and international institutions, entrepreneurs, etc.) who are capable of taking into account the particularities of the Group’s business with, for some, an international aspect as a result of their present or past professional experience, their training or their origin. P Through the profile of its members (presented in each case in the summary table in Section 3.1.2 (Presentation of the Supervisory Board) of this Universal Registration Document), the current composition of the Board ensures a diversity of qualifications and professional experience (including international experience) that seems suited to the Group’s needs and business. The Board brings together leading personalities from the banking, insurance and mutual fund, investment and asset management sectors, or who have held positions at the highest level in the French public administration, and reflects the diversity of the Group's stakeholders through the profile of its members and the presence of representatives of certain of its shareholders and partners. The Group’s entrepreneurial aspect is reflected in the presence of entrepreneurs. Four nationalities (British, French, Belgian and Luxembourgish) are represented on the Board, and its members participate in its international aspect by their training and their past or present professional experience; TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT203
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3. – – Corporate governance Preparation and organisation of the work of the Supervisory Board As of the date of this Universal Registration Document, the average age of members of the Supervisory Board was 59.7 years. No member is over the age of 75. The composition of the Board is therefore in line with the provisions of the Articles of Association stipulating that the number of members over the age of 75 may not exceed one third of the members in office. Implementation of the Board’s diversity policy The Governance and Sustainability Committee is tasked with identifying and recommending to the Supervisory Board candidates who are suitable to be appointed members of the Supervisory Board and whose candidacy is submitted to the vote of the shareholders. To do this, the Committee determines the profile of candidates for Supervisory Board positions, taking into account the balance of knowledge, skills, experience and diversity within the Board. The Committee considers candidates from diverse backgrounds and examines them according to their merit and on the basis of objective criteria while taking into account their impact on the diversity of the Board. Review and update The Governance and Sustainability Committee reviews every year the Supervisory Board’s diversity policy and the results achieved during the past year, and presents the results of this review to the Board. The Committee may, if it considers it appropriate, formulate quantified objectives with regard to the various criteria to be taken into account in order to encourage the diversity of the Supervisory Board. Every year, the Supervisory Board assesses the implementation of the Board’s diversity policy as part of the annual assessment of its practices, updates its content in line with the Group’s developments and strategy, and adopts any changes that it may consider likely to enhance its effectiveness. At its meeting of 23 January 2026, the Governance and Sustainability Committee conducted its annual review of the Supervisory Board’s diversity policy and the results obtained in 2025. The results of this review were presented to the Board at its meeting of 18 February 2026. The Governance and Sustainability Committee noted that, at 31 December 2025, the top 10% high‑responsibility positions within the Group were 26.7%-held by women. At this meeting of 23 January 2026, the Governance and Sustainability Committee also noted that, instead of relying on a single Executive Committee for assistance with management decisions, the Managers call on several ad hoc Committees composed of representatives of the Group’s senior management, each specialised in particular fields. It also drew attention to the fact that two changes occurred in the composition of the Supervisory Board during the 2025 financial year: The renewal of the terms of office of Mr Xavier Musca, Mr Roger Caniard, Ms Fanny Picard and Ms Constance de Poncins as well as the appointment of Mr Jean‑Pierre Denis to replace Mr François Pauly, who presented his resignation with effect from 29 April 2026, is proposed to the General Meeting of the Shareholders called to approve the financial statements for the 2025 financial year (see Section 9.3 (Resolutions subject to the vote of the Combined General Meeting of the Shareholders to be held on 30 April 2026) of this Universal Registration Document). At its meeting on 13 February 2026, the Governance and Sustainability Committee expressed a favourable opinion on the reappointments of Mr Xavier Musca, Mr Roger Caniard, Ms Fanny Picard and Ms Constance de Poncins, and on the candidacy of Mr Jean‑Pierre Denis to replace Mr François Pauly (see Section 9.3 (Resolutions subject to the vote of the Combined General Meeting of the Shareholders to be held on 30 April 2026) of this Universal Registration Document). Mr Jean‑Pierre Denis' profile is presented in Section 3.1.2 (Presentation of the Supervisory Board) of this Universal Registration Document as regards his current role as a non‑voting member of the Supervisory Board. Gender diversity policy applying to executive management In accordance with Article 8 of the Afep‑Medef Code, a Manager set targets on 18 March 2021 in terms of gender diversity for the Group’s executive management, as well as the timeframe for achieving them, and determined the procedures for implementing those objectives and the associated action plan. These gender diversity targets applying to executive management were adjusted by a Manager on 9 March 2022 to take into account the Group’s managerial reality and to align them with similar gender diversity targets set during the restructuring of the syndicated credit agreement carried out, with effect from 15 July 2021 (see Section 5.2.3 (Liquidity and Gender diversity: the composition of the Supervisory Board must ensure a balanced representation of men and women, in proportions that comply with the applicable legal requirements. P As of the date of this Universal Registration Document, the Supervisory Board has four women out of a total of ten members, i.e. a gender diversity rate of 40%, and therefore complies with the provisions of Article L.226‑4‑1 of the French Commercial Code, pursuant to Article L.22‑10‑74 of the French Commercial Code, which stipulates that the proportion of men or women on the Board may not be less than 40%. In addition, there is a woman on each of the Board’s Committees and the Board appointed a woman, Ms Fanny Picard, as Chair of the Governance and Sustainability Committee; Age: the composition of the Board must comply with statutory provisions requiring that the number of members of the Supervisory Board over the age of seventy‑five may not exceed one third of the members in office and that if this proportion is exceeded, the members who must leave the Supervisory Board in order to restore compliance with this proportion will be deemed to have resigned, starting with the oldest. P Mr Pierre‑Henri Flamand was appointed by the General Meeting of the Shareholders of 30 April 2025 for a term of four years, which will expire at the end of the General Meeting of the Shareholders called to approve the financial statements for the financial year ending 31 December 2028, replacing Mr Jean Charest, whose term of office was due to expire; P Mr Xavier Musca was co‑opted on 15 May 2025 as a member of the Supervisory Board to replace Mr Christian de Labriffe for the remainder of his term of office, i.e. until the end of the Ordinary General Meeting of the Shareholders called to approve the financial statements for the financial year ending 31 December 2025, and was appointed Chairman of the Supervisory Board on the same day. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 204
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Preparation and organisation of the work of the Supervisory Board capital resources) of this Universal Registration Document) and stipulating that the interest margin is adjustable annually, upwards or downwards, depending on the achievement of ESG targets. The results for the 2025 financial year were presented to the Supervisory Board at its meeting on 18 February 2026. The application guide of the High Committee for Corporate Governance (HCGE) published in June 2022 stated that “the concept of executive management is intended for executive committees, management committees and, more broadly, senior management.” As indicated above, the Managers do not rely on a single Executive Committee whose mission is to regularly assist it with all management decisions, but on several ad hoc Committees that bring together representatives of the senior management of the Group and are involved in their own fields. The objectives in terms of diversity applying to the Group’s executive management have therefore been defined for a population corresponding to the Group’s senior management, i.e. employees with the rank of Managing Directors and Executive Directors. These two grades are the highest within the Group and include employees who are at the head of business lines or support functions, who have real autonomy and/or who are part of the succession plan for heads of business lines or support functions. Noting that diversity is part of Tikehau Capital’s DNA and is one of its major assets and a decisive factor in its performance and growth, a Manager set the objective of increasing the proportion of women who are Managing Directors and Executive Directors from 26% at the end of 2023 to 28% at the end of 2025 and 30% at the end of 2027. These percentages include promotions that have already been announced but will not be effective until 1 January of the following year. At 1 January 2026, 21% of Managing Directors and Executive Directors were women, compared to 22% at 1 January 2025. The Group has fallen short of the target set in its gender diversity policy applying to executive management. Despite a proactive policy resulting in concrete actions, the Group must deal with external constraints, in particular the over‑representation of men in its sector of activity, which represents a major challenge in achieving the ambitious objectives set for years to come. In 2025, notably, the following actions were implemented: These actions will be pursued in 2026, as the Group notably wishes to continue its efforts to increase the proportion of women among the Managing Directors and Executive Directors. Actions will also be implemented to: The results obtained in 2025 in terms of the gender diversity of executive management were presented to the Supervisory Board at its meeting of 18 February 2026. Gender equality: Tikehau Capital remains resolutely committed to gender equality and a number of measures have been put in place to achieve this objective: P share of women in investment teams: the percentage of women in the investment teams stood at 27% in 2025, representing a 3% increase compared to 2024, P recruitment: each recruiter is invited to present a diverse list of candidates, P awareness‑raising, training and leadership: the aim is to promote female leadership by identifying high‑potential women and offering them tailored training programmes to help them reach their full potential, P remuneration: Tikehau Capital is committed to guaranteeing equal pay, ensuring that each remuneration is based exclusively on the performance and role of the individual, with a constant concern for fairness and justice; P Talent diversity: talent diversity is a crucial competitive advantage for Tikehau Capital and several strategic measures are implemented to maintain and strengthen this advantage: P social engagement: Tikehau Capital actively cultivates partnerships with social impact organisations such as Impactes, Proxité, and 10000BlackInterns. The Group is convinced that the inclusion of people from diverse backgrounds brings new perspectives to its teams and offers them a rewarding experience, P support for young talent: Tikehau Capital maintains strong relationships with schools and universities around the world, organising numerous meetings each year with students from various backgrounds to introduce them to the world of asset management; P Inclusive environment: in order to attract and retain the best talent, Tikehau Capital is committed to fostering an inclusive environment where each employee is valued and recognised, regardless of their differences. To achieve this objective, Tikehau Capital promotes a collaborative environment through a horizontal organisational structure, where each employee can flourish. Junior team members can work closely with senior employees to enhance their learning experience and drive their engagement and performance. P strengthen the visibility of women in the Group, particularly at management level; P continue to raise the awareness of managers on recruitment without bias and without discrimination; P strengthen initiatives dealing with gender equality issues such as the Women Leadership Programme, enable talented employees to participate in the Eve Seminar, offer specific coaching for women, provide training on self‑confidence and assertiveness, public speaking as well as media training, and set up inclusive co‑development sessions. In 2026, the Group will step up the initiatives, launched in 2025, aimed at getting men and women to work together on these diversity and equality issues. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT205
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3. – – Corporate governance Preparation and organisation of the work of the Supervisory Board Independence of the members of the Supervisory Board A Board member is independent when he or she has no relationship of any kind with the Company, its Group or its Management that might compromise the independence of his or her judgement. The criteria for independence that must be reviewed by the Supervisory Board in order to consider a member as independent and to prevent potential conflicts of interest between that member and the management, the Company, or Tikehau Capital Group, are those set out in Article 10.5 of the Afep‑Medef Code and which are listed in Article 1 of the Internal Rules of the Company’s Supervisory Board. These criteria include: A member of the Board cannot be considered independent if he or she receives variable remuneration in cash or securities or any remuneration linked to the performance of the Company or the Group. The Supervisory Board may consider that a member of the Supervisory Board, while fulfilling the above criteria, should not be considered independent given their particular circumstances or for any other reason. Conversely, the Supervisory Board may consider that a member who does not strictly fulfil all the criteria mentioned above is nevertheless independent. The status of each member should be discussed and reviewed annually by the Governance and Sustainability Committee, and then by the Supervisory Board in light of these independence criteria and prior to the publication of the Universal Registration Document. Members of the Board representing major shareholders of the Company may be considered as independent if these shareholders do not participate in the control of the Company. However, above a threshold of 10% of the share capital or voting rights, the Board, on the basis of a report from the Governance and Sustainability Committee, systematically review whether the member qualifies as independent, taking into account the composition of the Company’s share capital and the existence of a potential conflict of interest. At the date of this Universal Registration Document, the Supervisory Board is composed of five independent members out of its ten members, representing a proportion of independent members of 50%. The Company therefore complies with the recommendations of the Afep‑Medef Code which, in the case of a controlled company, require that the Supervisory Board is comprised at least one third of independent members (Article 10.3 of the Afep‑Medef Code). not to be or not to have been in the previous five years:P an employee or executive corporate officer of the Company, P an employee or executive corporate officer or director of any company within the Company’s consolidated Group, P an employee, executive corporate officer or director of the parent company of the Company or of a company within the consolidated scope of the parent company; P not to be an executive corporate officer of a company in which the Company directly or indirectly holds a directorship or in which an employee designated as such or an executive corporate officer of the Company (currently or within the last five years) holds a directorship; P not to be a client, supplier, major banker or financing banker or major advisor (i) of the Company or its Group or (ii) for which the Company or its Group accounts for a significant part of its business; it must be noted that the assessment of the criterion of whether the relationship with the Company or Group is significant must be discussed by the Supervisory Board on the proposal of the Governance and Sustainability Committee and the criteria leading to this assessment (continuity, economic dependence, exclusivity, etc.) detailed in the corporate governance report; P not to have close family ties with a corporate officer;P not to have been the Company’s Statutory Auditor in the last five years; P not to be a director of the Company for more than twelve years. The status of Independent director lapses after a period of twelve years. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 206
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Preparation and organisation of the work of the Supervisory Board At its meeting of 18 February 2026, the Supervisory Board reviewed the independence of each of its members on the basis of assessments conducted by the Governance and Sustainability Committee. The following table summarises the reasons which led to the conclusion that some of its members were not independent: Name Independent Reason Roger Caniard No Insofar as Mr Roger Caniard is an employee of MACSF, a group which held 6.2% of the Company's share capital and voting rights at 31 December 2025 and which acts in concert with Tikehau Capital Advisors, the Company's controlling shareholder, of which he is a shareholder and director, the Supervisory Board considered that Mr Roger Caniard did not meet the independence criteria set out in Article 10.5 of the Afep‑Medef Code. Jean‑Louis Charon Yes In the absence of significant business ties between Mr Jean‑Louis Charon and Tikehau Capital, as assessed by the Supervisory Board, the Board considered that all the criteria set out by Article 10.5 of the Afep‑Medef Code were met. The Group has invested in various projects or companies managed by Mr Jean‑Louis Charon or in which he has positions of responsibility. However, the Board considered that these business relationships were not likely to undermine his independence (i) in view of the very low percentage of the amounts invested by the Group in these projects compared to the Company’s assets or compared to the assets managed by Mr Jean‑Louis Charon’s group, and (ii) given the fact that the Group and its stakeholders have a negligible role in the management of these projects. Sophie Coulon‑Renouvel (Permanent representative of Crédit Mutuel Arkéa) No Insofar as Crédit Mutuel Arkéa, of which Ms Sophie Coulon‑Renouvel is Director of External Growth, Partnerships and Digital and the permanent representative since 25 August 2022, is a group that acts in concert with Tikehau Capital Advisors, the Group’s controlling shareholder (see Section 8.1.2 (Control of the Group) of this Universal Registration Document), and maintains business relationships with Tikehau Capital, the Supervisory Board considers that Ms Sophie Coulon‑Renouvel did not meet the independence criteria set out in Article 10.5 of the Afep‑Medef Code. Pierre‑Henri Flamand Yes In the absence of significant business ties between Mr Pierre‑Henri Flamand and the Group, the Supervisory Board considered that all the criteria set out in Article 10.5 of the Afep‑Medef Code were met. Maximilien de Limburg Stirum No Insofar as Mr Maximilien de Limburg Stirum is the Executive Chairman of Société Familiale d’Investissement (SFI), which is a partner of Tikehau Capital Advisors, the Company’s controlling shareholder, via one of its affiliates, Legacy Participations, the Board considered that Mr Maximilien de Limburg Stirum did not meet the independence criteria set out in Article 10.5 of the Afep‑Medef Code. Florence Lustman (permanent representative of Fonds Stratégique de Participations) No Insofar as Fonds Stratégique de Participations, of which Ms Florence Lustman is the permanent representative, directly holds 6.9% of the capital and voting rights of the Company as at 31 December 2025 and is a director of Tikehau Capital Advisors, the controlling shareholder of the Company, the Board considered that Ms Florence Lustman did not meet the criteria of independence set out in Article 10.5 of the Afep‑Medef Code. Xavier Musca No Insofar as Mr Xavier Musca was appointed Deputy Managing Director of Tikehau Capital Advisors, the Company's controlling shareholder, on 9 July 2025, the Board considered that Mr Xavier Musca did not meet the independence criteria set out in Article 10.5 of the Afep‑Medef Code. Fanny Picard Yes The Company has made investments in vehicles that are partly managed by Ms Fanny Picard. However, given the passive nature of these investments, their amount, which represents less than 5.5% of the commitments within the funds managed by alter equity and which is insignificant in relation to the Company's investment portfolio, the Board considered that this business relationship was not likely to call into question the independence of Ms Fanny Picard within the meaning of Article 10.5 of the Afep‑Medef Code. Constance de Poncins Yes In the absence of significant business ties between Ms Constance de Poncins and the Group, the Supervisory Board considered that all the criteria set out in Article 10.5 of the Afep‑Medef Code were met. François Pauly Yes Mr François Pauly has been Chairman of the International Advisory Board, an advisory body of Tikehau Capital, since November 2024 and receives annual remuneration of €100,000 for these duties. The Board considered that these duties did not constitute a significant part of Mr François Pauly's business or income. Compagnie Financière La Luxembourgeoise, of which Mr François Pauly is Chairman, holds just under 1% of the Company’s share capital. La Luxembourgeoise Assurances, of which Mr François Pauly is a director, and La Luxembourgeoise Vie Assurances have invested a total of €45 million in five funds managed by Tikehau Investment Management, a wholly‑owned subsidiary of the Company. The Board considered that these investments represented an insignificant share of the Group's assets under management and of Compagnie Financière La Luxembourgeoise's assets. Thus, in the absence of significant business ties between Mr François Pauly and Tikehau Capital, the Supervisory Board considered that all the criteria set out in Article 10.5 of the Afep‑Medef Code were met. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT207
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3. – – Corporate governance Preparation and organisation of the work of the Supervisory Board At its meeting of 18 February 2026, the Supervisory Board also examined the independence of Mr Jean‑Pierre Denis on the basis of the analysis carried out by the Governance and Sustainability Committee. Insofar as a service agreement has been entered into by Keriode, a company controlled and managed by Mr Jean‑Pierre Denis, and Makemo Capital, a holding company jointly owned by AF&Co and MCH, and insofar as Mr Jean‑Pierre Denis is Keriode’s permanent representative on the Board of Directors of Tikehau Capital Advisors, the controlling shareholder of Tikehau Capital, the Board concluded that Mr Jean‑Pierre Denis, were he to be appointed by the General Meeting of the Shareholders of 30 April 2026, would not meet the independence criteria set out in Article 10.5 of the Afep‑Medef Code. To the knowledge of the Company, as at the date of this Universal Registration Document there exist no family relationships between members of the Supervisory Board or between members of the Supervisory Board and the representatives of the Managers of the Company. To the best of the Company's knowledge, over the last five years: (i) none of the above‑mentioned persons have been sentenced for fraud, (ii) none of the above‑mentioned persons have been involved in any bankruptcy, receivership or liquidation, (iii) no official public incrimination and/or sanction has been pronounced on any of the above‑mentioned persons by any statutory or regulatory authorities (including designated professional bodies), and (iv) none of the above‑mentioned persons have been disqualified by a court from acting as a member of an administrative, management or supervisory bodies of an issuer or from acting in the management or conduct of the affairs of any issuer. Further information about the conflicts of interest risks identified and dealt with by members of the Supervisory Board is contained in Section 3.4.4 (Conflicts of interest) of this Universal Registration Document. Organisation of the work carried out by the Supervisory Board The procedures for the organisation and operation of the Supervisory Board are governed by the Company’s Articles of Association and by the Internal Rules of the Supervisory Board. In addition to the duties and responsibilities of the Supervisory Board, its internal rules recall the duties and obligations of its members, in particular with regard to the confidentiality of privileged information. The internal rules also reiterate the obligation for each of its members to inform the Supervisory Board of any actual or potential conflict of interest with the Group in which they might be involved directly or indirectly. In such a case, they must refrain from participating in discussions and decisions on the matters in question. The Chair may also request that member does not attend the meeting. The internal rules recall the rules applicable to transactions by corporate officers in the Company’s shares. Every year all members of the Board receive a reminder of these provisions and ad hoc information in the event of significant changes. Supervisory Board members’ obligations in regard to the securities markets are set out in the Company’s Stock Market Professional Code adopted by the Supervisory Board at its meeting on 5 January 2017 (as amended on 10 January 2019). The Supervisory Board shall meet as often as the interests of the Company require and at least four times a year. The Internal Rules of the Supervisory Board authorise its members to participate in meetings by means of videoconferencing or telecommunications permitting their identification and guaranteeing their effective participation. The decisions of the Supervisory Board may also be taken by way of written consultation of its members, including by electronic means, provided that none of them objects. The deliberations of the Supervisory Board take place under the conditions of quorum and majority required by law and, in the event of a tie, the Chairman of the meeting has the casting vote. The internal rules also lay down the rules of practice of the permanently established Committees, namely the Audit and Risk Committee and the Governance and Sustainability Committee. Duties and practices of the Supervisory Board The Supervisory Board shall oversee the management of the Company at all times (in particular its individual and consolidated accounts), may convene the General Meeting of the Shareholders and approves the agreements set out in Article L.226‑10 of the French Commercial Code. The Supervisory Board is involved in the Group’s strategy and investment policy as part of its mission of ex‑post monitoring. For the purpose of exercising its permanent monitoring powers: the Supervisory Board may carry out at any time of the year all checks and controls it deems appropriate. It may request any documents it needs to accomplish its mission; P at least four times a year, or more often if requested by the Board, the Managers shall present to the Board a report on the status and progress of corporate affairs, which is to be prepared according to the terms requested by the Board; P within three months after the close of the financial year, the Managers shall present to the Board the annual and consolidated financial statements, for the purpose of verification and control; P the Managers shall submit to the Supervisory Board its annual operating targets and at least once a year, its long‑term strategic projects; P the Managers determine the multi‑year strategic orientations in terms of CSR and present to the Board the methods for implementing this strategy with an action plan and the timeframes within which these actions will be carried out. The Managers report annually to the Board on the results achieved. Each year, the Board examines the results achieved and the appropriateness, if any, of adapting the action plan or modifying the objectives, particularly in the light of changes in the Group's strategy, technologies, shareholders’ expectations and the economic capacity to implement them. More generally, the Supervisory Board periodically reviews the positive or negative impacts on sustainability which are related to the Group’s activities, as well as the Group’s financial risks and opportunities in terms of sustainability; P the Supervisory Board periodically reviews the risk mappings prepared by the Company; P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 208
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Preparation and organisation of the work of the Supervisory Board The Supervisory Board may seek assistance from experts of its choice, at the expense of the Company. It has the broadest powers of investigation and may submit written questions to the Managers, or even request at any time that it submit information. During the Board assessment carried out in 2021, the Board was asked about the usefulness of appointing a lead member, three years after having answered this question in the negative. The vast majority of members maintained this position and considered there was no need to appoint a lead Board member. The practice of appointing a lead director developed above all in public limited companies in which there is a single position of Chief Executive Officer and Chairman of the Board of Directors, with the lead director acting as a counterweight to the powers of the Chairman and Chief Executive Officer. The position of the members of the Board is therefore consistent with the Company’s governance structure insofar as the Chairman of the Supervisory Board exercises the powers that would be assigned to the lead member. Activities of the Supervisory Board The provisional schedule of meetings is sent to members of the Supervisory Board before the beginning of each year and notices to attend, accompanied by the agenda and technical files submitted for their consideration, are sent out observing a reasonable period of notice, generally at least one full weekend before the date of each meeting, subject to circumstances that might dictate a shorter notice period. The technical file sent contains the items on the agenda of the meeting, the draft minutes of the previous meeting and all documents that require special analysis and prior consideration depending on the agenda. The Board met four times during the 2025 financial year. In 2025, the average attendance rate of the members of the Supervisory Board was 90.90%. The main points discussed during the meetings of the Supervisory Board during the 2025 financial year were the following: the Supervisory Board presents a report to the Annual General Meeting of the Shareholders, in which it indicates, in particular, the irregularities and inaccuracies noted in the annual and consolidated financial statements for the financial year, and comments on the management of the Company; P pursuant to Articles L.226‑10‑1 and L.22‑10‑78 of the French Commercial Code, the Supervisory Board establishes and approves the report on corporate governance, which contains the information mentioned in Articles L.225‑37‑4, and L.22‑10‑9 to L.22‑10‑11 of the French Commercial Code; P the Supervisory Board, pursuant to Article L.22‑10‑76, I of the French Commercial Code, establishes the remuneration policy applicable to its members and issues an advisory opinion on the remuneration policy applicable to the Managers, which is established by the general partner or the general partners deliberating unanimously, taking account of the principles and conditions set forth in the Articles of Association; P the Supervisory Board, pursuant to Article L.22‑10‑76, III of the French Commercial Code, may waive application of the remuneration policy applicable to members of the Supervisory Board, if such waiver is temporary, conditional on the occurrence of exceptional circumstances, consistent with the corporate interest and necessary to guarantee the sustainability or viability of the Company; P the Supervisory Board determines, allocates or takes, in accordance with Article L.22‑10‑76, IV of the French Commercial Code, all of the elements of compensation, of any nature whatsoever, and the undertakings amounting to elements of compensation, indemnities or benefits due or likely to be due as a result of the beginning, termination or change in their functions or subsequent to the exercise such functions, from which the members of the Supervisory Board benefit; P the Supervisory Board shall deliberate annually on the policy of the Company regarding equal employment and pay; P the agreements referred to in Article L.226‑10 of the French Commercial Code are subject to the prior approval of the Supervisory Board; P the Supervisory Board takes note of the conclusions of the report by the internal committee on customary agreements relating to arm’s length transactions. Based on the recommendation of the Audit and Risk Committee, the Board takes a decision on the potential reclassification of an unregulated agreement as a regulated agreement, or vice versa and, on an annual basis, assesses the implementation of the procedure for reviewing customary agreements relating to arm’s length transactions. The Board updates that procedure in accordance with legal and regulatory developments, and adopts any amendments that it considers likely to improve its effectiveness; P the Supervisory Board shall ensure that the formalities of amending the Company’s Articles of Association are performed correctly; P the Supervisory Board shall maintain a watch over the quality of information provided by the Company to its shareholders and the financial markets through the P Company and Group financial statements published by the Managers and the annual report prepared by the Managers, or during major transactions. Governance:P approval of the 2025 report of the Supervisory Board on corporate governance, P review of the independence of the members of the Supervisory Board, P review of the application of the Afep‑Medef Code,P approval of the remuneration policy for the members of the Supervisory Board, P allocation of attendance fees for the 2024 financial year,P advisory opinion on the remuneration policy for the Managers, P report of the Supervisory Board on corporate governance,P review of the agenda and the draft resolutions of the 2025 Annual General Meeting of the Shareholders and of the report of the Supervisory Board, P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT209
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3. – – Corporate governance Preparation and organisation of the work of the Supervisory Board Assessment of the Supervisory Board The Internal Rules of the Supervisory Board lay down that at least once a year the Supervisory Board should devote an item on its agenda to a debate on its practices in order to improve its effectiveness. A formal assessment is carried out at least every three years, possibly under the direction of the Governance and Sustainability Committee or an independent Board member, if necessary with the help of an external consultant. Each Committee set up permanently must carry out an assessment of its practices under the same terms and with the same frequency and must report its conclusions to the Board. The Internal Rules of the Supervisory Board specify that the Governance and Sustainability Committee is in charge of steering the assessment of the composition, organisation and practices of the Supervisory Board. In 2025, the assessment was carried out on the basis of a self‑assessment questionnaire prepared on the basis of the Afep standard questionnaire used by the Company insofar as it refers to the Afep‑Medef Code of corporate governance for listed companies. At its meeting of 13 November 2025, the Governance and Sustainability Committee took note and analysed the results of the annual assessment of the Board and its Committees and the Board devoted an item of the agenda of its meeting of 17 December 2025 to reviewing the main conclusions of this assessment as well as how the areas for improvement identified during the previous assessment were taken into account. This discussion was held without the representatives of the Managers in attendance. Like the previous ones, this assessment revealed a positive overall feeling and a high level of satisfaction with the composition of the Board, the Committees and their functioning. The members expressed their satisfaction with the overall balance of the profiles and skills within it, reinforced by the arrival of new members and a new Chairman. However, the majority of members of its desire for an internationalisation of the Board towards the United States or Asia. The members praised the effectiveness of the Board under the leadership of its Chairman, the commitment of each member, and the strong cohesion among its members. Members considered the quality of the discussions to be satisfactory and appreciated the accessibility of the Managers' representatives, as well as of the Group's management team. The members considered the frequency and format of the meetings appropriate, but one member noted the formal nature of the format, which could potentially limit expression. Several members suggested supplementing Board meetings with informal interactions. Members were divided on whether to hold off‑site Board meetings, with one half deeming it desirable while the other half underlined the time investment involved. The members considered that the recommendations resulting from the previous assessment were taken into account. co‑opting of Mr Xavier Musca as a member of the Supervisory Board, replacing Mr Christian de Labriffe, and his appointment as Chairman of the Supervisory Board, P appointment of Mr Pierre‑Henri Flamand as a member of the Governance and Sustainability Committee, replacing Mr Jean Charest, P amendment of the remuneration policy for the members of the Supervisory Board, P review of the work of the Governance and Sustainability Committee, P annual assessment of the composition and practices of the Supervisory Board and its Committees; P Finance:P review of the annual and consolidated financial statements for the financial year ended 31 December 2024, P review of the management report in respect of the 2024 financial year, P review of the proposed allocation of the net result,P findings of the report on customary agreements relating to arm's length transactions, P review of the work of the Audit and Risk Committee and of the Statutory Auditors, P review of half‑year results as at 30 June 2025,P review of the 2025 half‑year financial report,P overview of assets under management as at 31 March 2025 and 30 September 2025, P review of the Company’s investment portfolio,P 2025 landing, and outlook, 2026 budget,P report of the Supervisory Board to the Annual General Meeting of the Shareholders; P ESG/CSR:P update on the Group’s ESG policy,P update on the human resources policy and review of the gender equality policy for governing bodies, as well as the results obtained in 2024; P CSRD:P update on the implementation of the CSRD;P Compliance, internal audit and risk management:P monitoring of compliance and regulatory issues,P risk mapping (including ESG risks and corruption risks),P update on internal audit work;P Strategy and operations:P updates on the Group’s business and operations in 2024,P updates on business during 2025, outlook and projects, and P macroeconomic update and market environment.P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 210
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Preparation and organisation of the work of the Supervisory Board The members considered themselves well informed and welcomed the improvement in the time taken to transmit information, following remarks made during previous assessments. Although they were aware of the difference in nature between a Supervisory Board and a Board of Directors, several members reiterated their desire to contribute more in discussions on the Group's strategic major operational issues. The members expressed great satisfaction with the Board seminar held in 2025, which gave them the opportunity to listen to business line managers, to talk with them, and to devote time to the Group's strategic issues. They expressed their desire for a strategic seminar of this kind to be organised every year. In line with this aspiration, as in previous assessments, they also expressed their desire to hear from and engage in dialogue with business line and country managers, both during and outside of Board meetings. To take into account the findings of this assessment, it was decided to: 3.4.2 COMMITTEES OF THE SUPERVISORY BOARD 3.4.2.1Pursuant to Article 10.3.3 of the Company’s Articles of Association and a decision of the Supervisory Board of 5 January 2017, and in accordance with the commitments made by the Company as part of its listing, the Company's Supervisory Board decided to create two Committees of the Company’s Supervisory Board: an Audit and Risk Committee and a Governance and Sustainability Committee. The composition of these Committees was approved by the Supervisory Board at its meeting of 18 May 2022 (see Section 3.1.2 (Presentation of the Supervisory Board) of this Universal Registration Document). Article 6 of the Internal Rules of the Supervisory Board specifies the composition, meeting arrangements and powers of the Committees, which have been established in accordance with the recommendations of the Afep‑Medef Code. Audit and Risk Committee Composition, Chairmanship and meetings The Audit and Risk Committee shall consist of at least three members (who may be non‑voting) of which two thirds are independent members and should not include any executive corporate officer. The Chair of the Audit and Risk Committee convenes the Committee and sets the agenda or main purpose of the meetings, particularly in view of the demands of its members, in accordance with the powers of this Committee as set out below. Committee members must have been provided sufficient time before the meeting with the information enabling them to make an informed opinion. Strategic seminar: The organisation of a strategic seminar will be repeated, as the Supervisory Board seminar held in autumn 2025 was well received and provided members with an opportunity to broaden the scope of their discussions and gain a better understanding of the functioning and underlying factors of certain business lines, without having to deal with topics related to the financial statements or required by regulations, which allowed more time for dialogue. P Board cohesion: It was suggested that Board lunches be organised in future, proposed by the Company before meetings. Members will be able to participate if they wish to do so, and will thus have the opportunity to talk with each other and with members of the Company's management in an informal setting where they can more easily ask questions. P Topics to be addressed in greater depth: While members considered the agendas to be well suited to the Company's challenges and the Board's missions, it was suggested that a number of topics be addressed in greater depth, including risk prevention and management, the Group's ethics and anti‑corruption policy, the Group's competitive environment, the Group's shareholding structure and minutes of meetings with investors, the Group's policy on gender equality in the workplace, and the Group's policy on cybersecurity and artificial intelligence. These topics will be included either on the agendas of the Board meetings, or at the next Board seminar. P Practical organisation of the Board: The Board Secretariat reiterated its commitment to send supporting documents at least three days before meetings and, if possible, a little earlier when the Board meets at the very beginning of the week. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT211
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3. – – Corporate governance Preparation and organisation of the work of the Supervisory Board Each member of the Audit and Risk Committee may request the Chair of the Committee to add one or various points to the agenda, in accordance with the powers of the Committee. The Chair of the Committee leads the discussions and reports to the Supervisory Board on the recommendations made by the Committee. The Supervisory Board may refer to the Audit and Risk Committee a specific request within the scope of its powers and request the Chair of that Committee to convene a meeting on a specific agenda. In order to be considered quorate, at least half of the members of the Audit and Risk Committee must be present. The opinions and recommendations that the Committee passes on to the Supervisory Board shall be adopted by a majority of its members present or represented. Minutes are drawn up for each meeting of the Audit and Risk Committee which shall be communicated to its members. The minutes must record the opinions of any Committee member, if the latter so requests. The Audit and Risk Committee may from time to time make use of the opinion of any person, including third parties, who might shed light on its deliberations. Powers Under the responsibility of the Supervisory Board, the Audit and Risk Committee has the following duties: to examine the draft statutory and consolidated financial statements of the Company and the information on sustainability to be submitted to the Supervisory Board, in particular to verify the conditions under which they are prepared and to ensure the relevance and consistency of the accounting principles and methods applied; P to consider the choice of standard of the account consolidation and the scope of consolidation of Group companies; P to study the changes and adaptations of accounting principles and rules used to prepare these financial statements and to prevent any breach of these rules; P to examine the consistency and effectiveness of mechanisms implemented for internal control procedures, risk management, professional ethics and, where appropriate, internal auditing, as regards the procedures for the preparation and processing of accounting and financial information and the information on sustainability, without prejudice to its independence; P to examine the section of the report concerning the main characteristics of the internal control procedures and risk management procedures put in place by the Company for the preparation and processing of accounting and financial information as contemplated in Article L.22‑10‑35 paragraph 1, 2° of the French Commercial Code; P to examine the multi‑year internal audit plan and, more generally, to be informed of the results of the missions carried out and the progress of the recommendations issued by internal audit; P to consider, if necessary, the regulated agreements within the meaning of Article L.226‑10 of the French Commercial Code that fall under its jurisdiction; P to examine the conclusions of the report prepared by the internal committee on customary agreements relating to arm’s length transactions concluded during the last financial year or during previous financial years but whose execution was continued during the last financial year, and present to the Board the conclusions of that report as well as any discussions within such committee; P to conduct an annual review of the procedure for examining customary agreements relating to arm’s length transactions and the results obtained over the past financial year, and to present the results to the Board; P to review annually the presentation of the Group’s risk mapping, which notably includes financial risks, risks related to social responsibility, and risks associated with sustainable development; P to review, jointly with the Governance and Sustainability Committee, the Group's sustainability related impacts, risks, and opportunities, and to monitor their evolution; P to examine, jointly with the Governance and Sustainability Committee, the Group’s consolidated annual sustainability reporting to be published by the Company, and to monitor the key aspects of the sustainability reporting preparation process; P to conduct the selection process for the Statutory Auditors for the certification of the accounts and the selection of the Statutory Auditor(s) and/or Independent Third‑Party Organisation(s) (“ITO”) for the certification of sustainability information and to give advice to the Managers on their appointment or renewal, as well as on their remuneration; P to ensure the independence of the Statutory Auditors and/ or ITOs, in particular through a review of the breakdown of the fees paid to them in respect of the certification of the accounts, the certification of sustainability information and/ or other services provided by each of the Statutory Auditors and/or ITOs and by the members of the and the network to which they may belong and to approve in advance, where applicable, the provision of services mentioned in Article L.822‑11‑2 of the French Commercial Code; and P to examine the Statutory Auditors’ work programme and, in general, monitoring the audit and certification of sustainability information by the Statutory Auditor(s) and/or ITO, in accordance with regulations in force. 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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Preparation and organisation of the work of the Supervisory Board 3.4.2.2 Activities The Audit and Risk Committee met three times in 2025 and the average attendance rate of the members of this Committee was 88.89%. The main subjects it addressed were the following: Governance and Sustainability Committee Composition, Chairmanship and meetings The Governance and Sustainability Committee must be composed of at least three members (who may be non‑voting), a majority of whom shall be independent and chaired by an independent member and may not include any executive corporate officer. The Chair of the Governance and Sustainability Committee convenes the Committee and sets the agenda or main purpose of the meetings, particularly in view of the demands of its members, in accordance with the powers of this Committee as set out below. Committee members must have been provided sufficient time before the meeting with the information enabling them to make an informed opinion. Each member of the Governance and Sustainability Committee may request the Chair of the Committee to add one or various points to the agenda, in accordance with the powers of the Committee. The Chair of the Committee leads the discussions and reports to the Supervisory Board on the recommendations made by the Committee. The Supervisory Board may refer to the Governance and Sustainability Committee a specific request within the scope of its powers and request the Chair of that Committee to convene a meeting on a specific agenda. In order to be considered quorate, at least half of the members of the Governance and Sustainability Committee must be present. The opinions and recommendations that the Committee passes on to the Supervisory Board shall be adopted by a majority of its members present or represented. Minutes are drawn up for each meeting of the Governance and Sustainability Committee which are communicated to its members. The minutes must record the opinions of any Committee member, if the latter so requests. The Governance and Sustainability Committee may from time to time make use of the opinion of any person, including third parties, who might shed light on its deliberations. Powers The duties of the Governance and Sustainability Committee, under the responsibility of the Supervisory Board, are to review annually and to prepare proposals and opinions that it will communicate to the Supervisory Board, on: review of the 2024 consolidated and annual financial statements and presentation by the Statutory Auditors of the conclusions of their work; P review of the 2024 financial risk report;P review of the customary agreements relating to arm’s length transactions in respect of the 2024 financial year; P review of the sustainability report prepared by the Company for the 2024 financial year (joint meeting with the Governance and Sustainability Committee); P review of the consolidated financial statements for the first half of 2025 and presentation by the Statutory Auditors of the conclusions of their work; P presentations of the progress of the internal audit work and implementation of the sustainability audit; P progress reports on the implementation of the CSRD;P progress of the 2025‑2027 internal audit plan;P progress update on the cybersecurity system;P review of the mapping of major risks, including ESG risks and corruption risks; P presentation by the Statutory Auditors of their audit plan for the year ending 2025 and review of the independence of the Statutory Auditors; and P review of the results of the Audit and Risk Committee’s annual assessment. P the principles of the remuneration policy, and in particular the variable remuneration policy, of the Group as a whole, the periodic review of the appropriateness and effectiveness of this policy taking into account all the factors it deems necessary, including the Group’s strategy, its monitoring for the persons concerned in accordance with the applicable regulations, the share subscription or purchase plans and free share plans as well as the principles and procedures for setting up long‑term incentive plans; P the oversight of the development and implementation of the remuneration policy of the Group’s portfolio management companies for the staff covered by the AIFM and UCITS V directives, in particular for the members of the management bodies, the risk takers, managers of the control functions, in particular the Head of Risk Management and, where applicable, the Head of Compliance, the managers of the support functions and any similar staff in terms of total remuneration package; P the review of the appointment of external remuneration consultants whom it may be decided to use; P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT213
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3. – – Corporate governance Preparation and organisation of the work of the Supervisory Board The Committee also has the following missions, under the responsibility of the Supervisory Board, with regard to matters relating to appointments: Following a request made during the 2020 assessment of the Supervisory Board and its Committees, the Supervisory Board at its meeting of 17 March 2021 extended the missions of the Appointment and Remuneration Committee to monitor subjects related to ESG and CSR issues and renamed it “Governance and Sustainability Committee”. Under the responsibility of the Supervisory Board, the Committee is responsible for matters relating to ESG and CSR: Activities The Governance and Sustainability Committee met four times in 2025 and the average attendance rate of its members was 100%. The main subjects it addressed were the following: the remuneration policy applicable to the members of the Supervisory Board, and in particular the amount of the fixed annual sum of attendance fees allocated to the members of the Supervisory Board to be submitted to the General Meeting of the Shareholders and its distribution among the members of the Supervisory Board, and the remuneration of non‑voting members; and P the remuneration policy applicable to the Managers, on which the Supervisory Board must issue an advisory opinion, and in particular any annual and/or multi‑year variable remuneration that may complement the fixed annual remuneration of each Manager on the proposal of the Supervisory Board or the general partner (or, if there are several, the general partners). P identifying and recommending to the Supervisory Board candidates suitable for appointment as members of the Supervisory Board and whose nomination is subject to a shareholder vote, and assessing the independence criteria for members qualified as independent; P steering the assessment of the composition, organisation and practices of the Supervisory Board; P defining the diversity policy applied to the members of the Board and to undertake an annual review of this policy and the results obtained during the financial year; and P ensuring that the Board is not dominated by one person or a small group of people, in a manner prejudicial to the interests of the Group. P assisting the Board in monitoring ESG and CSR issues to better understand and anticipate the challenges, risks and opportunities associated with them for the Group; P examining the main commitments and guidelines of the Group’s ESG, sustainability and CSR policy, monitoring their deployment and, more generally, examining the inclusion of ESG and CSR issues in the Group’s strategy and its implementation; P reviewing, jointly with the Audit and Risk Committee, the Group’s sustainability‑related impacts, risks, and opportunities, and monitoring their evolution; and P examining, jointly with the Audit and Risk Committee, the Group’s consolidated annual sustainability reporting to be published by the Company and monitoring the key aspects of the sustainability reporting preparation process. P Governance and appointments:P application of the Afep‑Medef Code,P review of the remuneration of the Supervisory Board, including: P review of the independence of each member of the Supervisory Board, P annual review of the diversity policy on the Supervisory Board and its results, additional elements relating to diversity, P renewal of the terms of office as members of the Supervisory Board of Mr Jean‑Louis Charon and Crédit Mutuel Arkéa, whose permanent representative is Ms Sophie Coulon‑Renouvel, P presentation of the candidacy of Mr Pierre‑Henri Flamand, P presentation of the candidacy of Mr Xavier Musca,P annual assessment of the Supervisory Board and its Committees; P Remuneration:P annual review of the remuneration policy for employees affected by the AIFM and UCITS V directives of Tikehau Investment Management and identification of identified personnel and employees concerned by the requirements of the AIFM and UCITS V directives, in accordance with the Tikehau Investment Management remuneration policy, P update on the Group’s human resources policy,P update on the general policy for allocating stock options, free shares and performance shares, and presentation of the proposed free share, performance share and stock option plans, P remuneration policy for the Managers,P remuneration policy for Supervisory Board;P ESG and CSR topics:P review of the sustainability report (joint meeting with the Audit and Risk Committee), and P presentation of the ESG approach in the Group's Private Equity activity. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 214
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Preparation and organisation of the work of the Supervisory Board 3.4.3 PARTICIPATION IN THE GENERAL MEETINGS OF THE SHAREHOLDERS The participation of ordinary shareholders in the General Meeting of the Shareholders of the Company takes place under the conditions provided for by law and the stipulations of Article 11.1 of the Company’s Articles of Association (see Section 3.2 (General Meetings of the Shareholders) of this Universal Registration Document). In accordance with Article R.22‑10‑28 of the French Commercial Code, a right of attendance shall be granted to those shareholders who prove their status by the registration of the shares in their own name or in the name of the intermediary duly registered on their behalf by the fifth business day preceding the meeting, either in the registered securities accounts, or in the bearer securities accounts kept by an intermediary referred to in Article L.211‑3 of the French Monetary and Financial Code. For ordinary registered shareholders, the registration of the shares at D‑5 in the registered share accounts is sufficient to enable them to attend the meeting. For ordinary shareholders holding bearer shares, it is the intermediaries referred to in Article L.211‑3 of the French Monetary and Financial Code, which keep the bearer securities accounts, who must certify the shareholder title of their clients directly to the organiser of the Meeting by issuing a certificate of participation attached to the single form for vote by correspondence or proxy ballot or request for an admission card in the name of the shareholder or on behalf of the shareholder represented by the registered intermediary. However, if a holder of bearer shares wishes to attend the meeting and has not received an admission card, they must ask their financial intermediary to issue a certificate of participation that will allow them to prove their shareholder title on D‑5 in order to be admitted to the meeting. Meetings are held at the registered office or any other place specified in the convening notice. 3.4.4 CONFLICTS OF INTEREST Management of conflicts of interest The Internal Rules of the Supervisory Board provide that any member of the Supervisory Board in a conflict of interest, even a potential one, with the Group and in which he or she could directly or indirectly be involved, in particular because of an office he or she holds in another company, must inform the Supervisory Board. As applicable, the relevant member must abstain from taking part in the vote on the matter concerned or even in the discussion preceding the vote, must refrain from attending Board meetings during the period in which there is a conflict of interest situation, or must resign as member of the Supervisory Board. The Chairman of the Board may also request that member not to participate in the discussion and vote. Furthermore, the internal rules also provide that the direct or indirect participation of a member of the Supervisory Board in a transaction in which Tikehau Capital is directly involved or of which he or she is aware as a member of the Board, must be brought to the attention of the Board prior to its conclusion. A member of the Supervisory Board may not accept directorships in a personal capacity in companies or in business directly or indirectly competing with the Group without first informing the Supervisory Board. Conflicts of interest on the Supervisory Board To the knowledge of the Company and with the exception of the relationships described in this Section, Section 3.1 (Administrative and management bodies) or Section 8.1 (Information on control and major shareholders) of this Universal Registration Document, at the date of this Universal Registration Document, there are no conflicts of interest between the duties, with respect to the Company, of the members of the Supervisory Board and the Managers of the Company, and their private interests. (1) (1) (1) Decree No. 2026‑94 of 13 February 2026 on the modernisation of the procedures for certain commercial companies to communicate with their shareholders, which came into force on 16 February 2026, amended the date for verifying shareholdings to midnight on the fifth working day preceding the General Meeting of the Shareholders, Paris time (this date having previously been set at midnight on the second working day preceding the General Meeting of the Shareholders, Paris time). In order to incorporate this new account registration date, the amendment to Article 11.1 of the Company’s Articles of Association is the subject of a resolution to be put to the General Meeting of the Shareholders on 30 April 2026 (see Section 9.3 (Resolutions to be subject to the vote of the Combined General Meeting of the Shareholders to be held on 30 April 2026) of this Universal Registration Document). (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT215
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3. – – Corporate governance Preparation and organisation of the work of the Supervisory Board To supplement the information contained in this Universal Registration Document in Section 3.4.1 (Supervisory Board), the following information, reviewed in 2025, is specified for the members and the non‑voting member of the Supervisory Board of the Company: Name Reason Roger Caniard The MACSF group, to which Mr Roger Caniard belongs, is a major investor in vehicles managed by the Group. Jean‑Louis Charon The Group has invested in various projects or companies managed by Mr Jean‑Louis Charon or in which he has positions of responsibility. However, the Supervisory Board considered that these business relationships were not likely to undermine his independence (i) in view of the percentage of the amounts invested by the Group in these projects (less than €2 million in total) compared to the Company’s assets or compared to the assets managed by Mr Jean‑Louis Charon’s group, and (ii) given the fact that the Group and its stakeholders have a negligible role in the management of these projects. Sophie Coulon‑Renouvel (permanent representative of Crédit Mutuel Arkéa) The Crédit Mutuel Arkéa group, of which Ms Sophie Coulon‑Renouvel is Director of External Growth, Partnerships and Digital, is a major investor in the vehicles managed by the Group. Jean‑Pierre Denis (non‑voting member) The Crédit Mutuel Arkéa group, of which Mr Jean‑Pierre Denis is Honorary Chairman, acts in concert with Tikehau Capital Advisors, the Company’s controlling shareholder, and maintains business relations with Tikehau Capital. Keriode (of which Mr Jean‑Pierre Denis is the permanent representative) is a director of Tikehau Capital Advisors, the Company’s controlling shareholder. A service agreement was concluded by Keriode, a company controlled and managed by Mr Jean‑Pierre Denis, and Makemo Capital, a holding company co‑owned by AF&Co and MCH, the holding companies of the co‑founders. Pierre‑Henri Flamand No significant business relationship was identified between the Company and Mr Pierre‑Henri Flamand. Maximilien de Limburg Stirum SFI, of which Mr Maximilien de Limburg Stirum is Executive Chairman, is a shareholder, via one of its affiliates, Legacy Participations, of Tikehau Capital Advisors, the Company's controlling shareholder. Florence Lustman (permanent representative of Fonds Stratégique de Participations) No significant business relationship has been identified between the Group and (i) Ms Florence Lustman, or (ii) Fonds Stratégique de Participations of which Ms Florence Lustman is the permanent representative on the Supervisory Board. Xavier Musca On 9 July 2025, Mr Xavier Musca was appointed Deputy Managing Director of Tikehau Capital Advisors, the controlling shareholder of the Company. François Pauly Compagnie Financière La Luxembourgeoise, of which Mr François Pauly is Chairman, holds just under 1% of the Company’s share capital. La Luxembourgeoise Assurances, of which Mr François Pauly is a director, and La Luxembourgeoise Vie Assurances have invested a total of €35 million in five funds managed by Tikehau Investment Management, a wholly‑owned subsidiary of the Company. These investments represent a non‑material portion of the Group’s assets under management and a total amount of less than 2% of the assets of Compagnie Financière La Luxembourgeoise. Fanny Picard The Company has made investments in vehicles that are partly managed by Ms Fanny Picard. However, given the passive nature of these investments, which represent less than 5.5% of the commitments in the funds managed by alter equity and which are not material in relation to the Company’s investment portfolio, it was considered that this business relationship was not likely to call into question the independence of Ms Fanny Picard. Constance de Poncins No significant business relationship has been identified between the Company and Ms Constance de Poncins or her employer, the B2V/B2V Gestion group. Potential conflicts of interest related to the structure of the Company Given Tikehau Capital’s legal form as a société en commandite par actions (partnership limited by shares) and its organisation, it should be noted that the Company is controlled by its main shareholder, Tikehau Capital Advisors, which as at 31 December 2025 holds 54.81% of the share capital and voting rights and 100% of the capital and voting rights of the sole general partner of the Company, Tikehau Capital Commandité. Sections 8.1 (Information on control and major shareholders) and 2.2.9 (Risks related to the legal form, Articles of Association and organisation of Tikehau Capital) of this Universal Registration Document respectively include a presentation of the control of the Company and a presentation of the risks associated with the legal form of a société en commandite par actions (partnership limited by shares) and with the organisation of Tikehau Capital. Restrictions on the holdings of members of the Supervisory Board At the date of this Universal Registration Document, there are no restrictions accepted by the members of the Supervisory Board concerning the disposal of their holdings in the Company’s share capital, with the exception of the rules on prevention of insider trading and the provisions of the Internal Rules of the Supervisory Board requiring the members of the Supervisory Board to retain their shares. The description of the mechanisms for prevention of insider misconduct and compliance in force within the Group is provided in Section 2.3 (Risk management culture and compliance obligations) of this Universal Registration Document. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 216
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Preparation and organisation of the work of the Supervisory Board 3.4.5 CORPORATE GOVERNANCE CODE In accordance with Article L.22‑10‑10 of the French Commercial Code, with reference to Article L.22‑10‑78 of the French Commercial Code, the Supervisory Board decided to adopt a Corporate Governance Code as a reference. In view of its size, its organisation and its business, the Company decided to adopt the principles and recommendations of the Afep‑Medef Code. The Afep‑Medef Code can be consulted online at the following address: https://www.lafep.org/wp‑content/uploads/2025/11/ Afep_Medef‑Code‑revision‑2022‑version‑EN_nouveau‑logo.pdf The objective of the Company is to comply with best practices in corporate governance for a company of its size and bearing in mind its legal structure. Based on the recommendations of the Governance and Sustainability Committee, the Supervisory Board, at its meeting of 18 February 2026, examined the application of the Afep‑Medef Code on the basis of its revised version published on 20 December 2022. As of 31 December 2025, the Company considers that it complies with the provisions of the Afep‑Medef Code after the few adjustments made necessary by its nature as a société en commandite par actions (partnership limited by shares) and subject to the following observations: Recommendation of the Afep‑Medef Code Observations of the Company 11.3. Organisation of a meeting of the Supervisory Board without the presence of executive corporate officers "It is recommended that a meeting not attended by the executive corporate officers be organised each year." The Supervisory Board meeting of 17 December 2025 was held in part without the presence of the Managers' representatives, who only joined the meeting after the presentation of the results of the annual assessment of the composition and functioning of the Supervisory Board and its Committees, and of the minutes of the previous meeting of the Governance and Sustainability Committee, which notably focused on this assessment. 18.2.2. Establishment by the Appointment Committee of a replacement plan for executive corporate officers "The Appointment Committee (or an ad hoc Committee) shall design a plan for replacement of executive corporate officers. This is one of the Committee’s most important tasks even though it can be, if necessary, entrusted to an ad hoc Committee by the Board. The Chairman may take part or be involved in the Committee’s work during the performance of the task." The Company’s Governance and Sustainability Committee is not responsible for preparing the succession plan for the Managers, which, in a société en commandite par actions (partnership limited by shares), does not fall within the remit of the Supervisory Board but rather within the general partner’s. 24. The share ownership obligation of executive corporate officers "The Board of Directors sets a minimum number of shares that executive corporate officers must retain in registered form until the end of their duties. This decision shall be reviewed at least at each renewal of their term of office." The Company’s Articles of Association do not require the Managers nor the general partner to hold a minimum number of Company shares. However, the companies under the control of AF&Co and MCH, which respectively hold 100% of AF&Co Management and of MCH Management, the Company's managers, hold 56.0% of the Company's capital as at 31 December 2025. 26. Remuneration of executive corporate officers The remuneration policy applicable to the Managers is established by the general partner after an advisory opinion from the Supervisory Board and taking into account the principles and conditions on the Managers' remuneration set by the Company’s Articles of Association, pursuant to Article L.22‑10‑76 of the French Commercial Code. This remuneration policy provides that each Manager will be entitled to fixed annual remuneration excluding tax equal to €1,265,000 and to annual variable remuneration based on quantifiable financial and non‑financial criteria. This annual variable remuneration complies with the principles set out in Article 26.3.2 of the Afep‑Medef Code. 27. Information on the remuneration policy applicable to corporate officers and award of stock options and performance shares Article 27 of the Afep‑Medef Code contains provisions concerning information on the remuneration of executive corporate officers. The information reported by the Company concerning the remuneration of its corporate officers (Managers and members of the Supervisory Board) are described and justified in Section 3.3.1 (Remuneration, allowances and benefits – Remuneration of the Managers) and Section 3.3.2 (Remuneration, allowances and benefits – Remuneration of the members of the Supervisory Board) of this Universal Registration Document. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT217
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3. – – Corporate governance Related party transactions 3.5 Related party transactions Historical financial information (including the amounts involved) on transactions with related parties can be found in note 25 (Related parties) to the consolidated financial statements as at 31 December 2025, which are included in Section 6.1 (Annual consolidated financial statements as at 31 December 2025) of this Universal Registration Document. 3.5.1 NEW OR ONGOING REGULATED AGREEMENTS Ongoing regulated agreements No regulated agreement previously approved by the Company’s General Meetings of the Shareholders was in force during the 2025 financial year. New regulated agreements During the 2025 financial year and until 18 February 2026, the Supervisory Board was not solicited with regard to any draft regulated agreement. 3.5.2 OTHER RELATED PARTY TRANSACTIONS A number of IT expenses and investments related to the operation of the Group’s activities are pooled, insofar as they are of a type to be used by all or several Group entities. This cost‑pool ensures that the best rates are obtained and simplifies the Group’s administrative management and purchasing. The expenses or investments concerned notably include: IT servers and infrastructure, office equipment, software (in particular office software, systems, support & security), information systems used by the Finance Department, consultancy expenses associated with the implementation of projects and the salaries a team dedicated to the control and proper functioning of the systems. These costs are then re‑invoiced to the entities benefiting from these services and purchases, in total, if a single entity is the beneficiary (and did not initially bear the cost) or, partially, if a service or asset is shared among several Group entities. The re‑invoicing procedures involve the setting of objective distribution keys such as the average size of each entity concerned or elements enabling the use by each entity to be measured (in particular for the information systems used by the Finance Department). The Group’s IT assets and IT purchasing policy are centralised by the Company, which is responsible for the Group’s IT resources and then re‑invoices to the other Group entities their share of expenses on the basis of the distribution principles in force within the Group. The IT costs incurred for the tools used by the Finance Department and business lines for the IT infrastructure were borne by the entity, before and after cost‑pooling, as follows: (in millions of €) Before cost‑pooling After cost‑pooling Difference Expenses incurred or borne by the Company (7.9) (2.9) 5.0 Expenses incurred or borne by the Company’s subsidiaries (6.2) (11.1) (5.0) TOTAL (14.0) (14.0) Moreover, following the Reorganisation, certain Tikehau Capital employees (notably in the Finance and Legal Departments) provide services for Tikehau Capital Advisors which represented a combined amount of €1.3 million excluding tax in 2025. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 218
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Corporate governance Related party transactions 3.5.3 PROCEDURE FOR REVIEWING CUSTOMARY AGREEMENTS RELATING TO ARM’S LENGTH TRANSACTIONS In accordance with Article L.22‑10‑12 of the French Commercial Code, as amended by law No. 2019‑486 of 22 May 2019 (known as the “loi Pacte”), the Supervisory Board adopted at its meeting of 5 December 2019, after review by the Audit and Risk Committee at its meeting of 3 December 2019, a procedure for reviewing customary agreements relating to arm’s length transactions (the “Procedure”). The Procedure sets out the definitions used to distinguish between customary agreements relating to arm’s length transactions (“unregulated agreements”) and regulated agreements, and defines the role of each body in the assessment of unregulated agreements, the procedures and frequency of such assessment. Definition of unregulated and regulated agreements Regulated agreements Pursuant to Article L.226‑10 of the French Commercial Code, a regulated agreement is defined as any agreement entered into, directly or through an intermediary, between, on the one hand, the Company and, on the other hand, one of its Managers, one of the members of its Supervisory Board, one of its shareholders holding more than 10% of the voting rights or, in the case of a corporate shareholder, the company controlling it within the meaning of Article L.233‑3 of the French Commercial Code, or a company if one of the Managers or one of the Company’s Board members is an owner, partner with unlimited liability, manager, director, Chief Executive Officer, member of the Management Board or member of the Supervisory Board of the company. Article L.226‑10 of the French Commercial Code also applies to agreements in which one of the aforementioned persons has an indirect interest. A person with an indirect interest in an agreement to which it is not a party is, according to the definition proposed by the AMF in its Recommendation 2012‑05, a person “who, by virtue of the links it has with the parties and the powers it possesses to influence their conduct, derives or is likely to derive an advantage from it.” Unregulated agreements In addition to intra‑group agreements entered into between the Company and one of its wholly‑owned direct or indirect subsidiaries, less the minimum number of shares required to meet legal requirements, customary agreements relating to arm’s length transactions are not subject to the regulated agreements procedure. In accordance with the guide of the national auditing body (Compagnie nationale des commissaires aux comptes) on regulated and customary agreements (the “CNCC Guide”) of February 2014, routine transactions are those that the Company usually carries out as part of its corporate activity. The assessment of the customary nature of the agreement is carried out objectively. Repetition is a presumption of its habitual character but is not in itself decisive. The Procedure provides an indicative and non‑exhaustive list of transactions that may be qualified as customary within the Group. This list, drawn up on the basis of agreements regularly concluded within the Group, is intended to be supplemented as the Group’s practice evolves. With respect to normal terms and conditions, the Procedure recalls that the CNCC Guide defines agreements that are entered into on arm’s length terms as those entered into on terms and conditions usually granted by the Company or generally practised in the same sector of activity or for the same type of agreements. In order to assess this normal character, it is possible to refer to a market price, to usual conditions within the Group or to market standards. The Procedure specifies that the assessment of the customary nature and arm’s length terms of an agreement is re‑examined at the time of any modification, renewal, extension or termination of an unregulated agreement so that an agreement previously considered as unregulated and, as such, excluded from the procedure for regulated agreements could, on this occasion, be reclassified as a regulated agreement and therefore be subject to the procedure for regulated agreements. Competent bodies, modalities and periodicity of the review Internal committee in charge of the evaluation of unregulated agreements An internal committee made up of representatives of the Corporate division of the Legal Department, the Financial Control and Accounting units of the Finance Department and the Internal Audit Department is in charge of evaluating unregulated agreements. This internal committee shall examine once a year all the unregulated agreements which were concluded during the last financial year or during previous financial years but which continued to be implemented during the last financial year in order to check whether they still meet this classification on the basis of the information transmitted by the contracting operational Departments. It may, if it so wishes, consult the Statutory Auditors. Once a year, it makes a report summarising its conclusions and pointing out any unregulated agreements that no longer fit this classification. This report is forwarded to the Audit and Risk Committee and its conclusions are presented at the next meeting of the Audit and Risk Committee. A summary of its conclusions is also presented to the Board. Role of the Audit and Risk Committee The Audit and Risk Committee examines the conclusions of the report prepared by the internal committee on unregulated agreements concluded during the last financial year or during previous financial years but whose execution was continued during the last financial year and presents the conclusions of this report as well as any discussions within the Committee on this subject at the next meeting of the Board. The Audit and Risk Committee conducts an annual review of the Procedure and the results obtained during the past financial year and presents the results of this review to the Supervisory Board. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT219
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3. – – Corporate governance Related party transactions Role of the Supervisory Board The Supervisory Board takes note of the conclusions of the internal committee’s report and decides, on the basis of the recommendation of the Audit and Risk Committee, on the possible reclassification of an unregulated agreement as a regulated agreement or vice versa. The persons directly or indirectly concerned shall not participate, at any stage of the process, in any such reclassification. During the Board’s consideration of this possible reclassification, the persons directly or indirectly concerned shall abstain from taking part in the discussions and voting. The Board evaluates annually the implementation of the Procedure, updates it in accordance with legal and regulatory developments and adopts any changes that it deems likely to enhance its effectiveness. Implementation of the Procedure The internal committee examined all the unregulated agreements currently in force within the Group. In the report summarising its findings, it stated that all unregulated agreements continue to meet this qualification. The Audit and Risk Committee reviewed the conclusions of this report at its meeting of 13 February 2026 which were presented them to the Board at its meeting of 18 February 2026. 3.5.4 SPECIAL REPORT OF THE STATUTORY AUDITORS ON REGULATED AGREEMENTS (General Meeting of the Shareholders called to approve the financial statements for the financial year ending 31 December 2025) To the Annual General Meeting of the Shareholders of Tikehau Capital, In our capacity as your company’s Statutory Auditors, we hereby present our report on regulated agreements. It is our responsibility to report to shareholders, based on information provided to us, on the main terms, conditions and reasons underlying the benefit to the company of the agreements that have been disclosed to us or that we may have identified as part of our engagement, without commenting on their relevance or substance or identifying any undisclosed agreements. Under the provisions of Article R.226‑2 of the French Commercial Code, it is the responsibility of the shareholders to determine whether the agreements are appropriate and should be approved. Where applicable, it is also our responsibility to provide shareholders with the information required by Article R.226‑2 of the French Commercial Code in relation to the implementation during the year of agreements already approved by the General Meeting of the Shareholders. We have carried out the procedures that we considered necessary for this task in accordance with professional practices guidance issued by the national auditing body (Compagnie nationale des commissaires aux comptes). AGREEMENTS SUBMITTED TO THE APPROVAL OF THE GENERAL MEETING OF THE SHAREHOLDERS Agreements authorised and concluded during the past financial year We have not been informed of any agreement authorised and entered into during the past financial year to be submitted to the approval of the General Meeting of the Shareholders, pursuant to the provisions of Article R.226‑10 of the French Commercial Code. Agreements previously approved by the General Meeting Shareholders We hereby inform you that we have not been informed of any agreement already approved by the General Meeting of the Shareholders whose implementation has continued during the past financial year. The Statutory Auditors FORVIS MAZARS Paris‑La Défense, 18 March 2026 Gilles Magnan, Partner ERNST & YOUNG et Autres Paris‑La Défense, 18 March 2026 Vincent Roty, Partner TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 220
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04/ – – Sustainability 4.1 KEY SUSTAINABILITY INSIGHTS 222 4.2 SUSTAINABILITY STATEMENT 223 4.2.1 General disclosure 223 4.2.2 Environment 260 4.2.3 Governance 296 4.2.4 Appendix 304 221 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT
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4. – – Sustainable development Key sustainability insights 4.1 Key sustainability insights The Corporate Sustainability Reporting Directive ("CSRD") has provided Tikehau Capital with an opportunity to comprehensively review and document its business model and value chain, with an emphasis on the value chain of its investments and those of the funds managed by the Group. For each material sustainability matter identified during the Double Materiality Assessment ("DMA"), Tikehau Capital has mapped its existing policies, actions, metrics, and targets across both its own operations and the investment value chain. While this chapter provides a detailed disclosure, a high‑level summary is presented below. Own operations Environment Policies Actions Metrics Targets Social Governance Entity specific Climate change Biodiversity and ecosystems Own workforce Business conduct Ethics and regulatory compliance Responsible marketing and investor-client relations Confidentiality, cybersecurity and data protection Corporate Culture Responsible investing Investment value chain Own operations and investment value chain The following table outline a selection of key actions and targets established for each sustainability theme, ensuring a structured and measurable approach to Tikehau Capital’s commitments. Environment Actions Targets • Dedicated investment platform • Transition plan • Sectoral exclusions • Stakeholder awareness and engagement • €5bn AuM dedicated to climate and biodiversity by the end of 2025 • Net-zero interim targets per business line for 2030 • Reduction of the Group’s emissions from its operations by 37.8% by 2029 compared to the 2022 baseline • ESG integration in investment process • Sustainability risk assessment • Alignment of interest • Engagement with portfolio companies • €5bn AuM dedicated to climate and biodiversity by the end of 2025 • Voting rights for more than 80% of general meetings of companies in listed equities and private equity funds • Diversity and inclusion • Well-being programmes and initiatives • Learning and development • 30% of women Executive Director and Managing Director in 2027 • Anti-bribery and corruption framework • Whistleblowing platform • Cybersecurity assessment • Tikehau Capital has not defined to date targets to track effectiveness of these actions but eventually consider setting relevant targets as necessary at a later stage Climate change Biodiversity and ecosystems Entity specific Corporate culture Responsible investing Social Own workforce Governance Business conduct With this high‑level overview of key actions and targets presented, the following sections provide a comprehensive and in‑depth examination of Tikehau Capital’s sustainability strategy. This includes a detailed disclosure of the policies, actions, metrics, and targets that underpin the Group’s commitment to responsible and sustainable investment. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 222
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement 4.2 Sustainability Statement 4.2.1 GENERAL DISCLOSURE 4.2.1.1 4.2.1.2 4.2.1.2.1 Introduction Tikehau Capital integrates sustainability as a fundamental pillar of its investment strategy, aligning with its mission to direct global savings toward solutions that generate sustainable value for all stakeholders. As a responsible asset manager, Tikehau Capital acknowledges the importance of addressing environmental, social, and governance ("ESG") challenges and remains committed to incorporating sustainability into its operations, investment strategies, and corporate governance. This report on sustainability information within the framework of the Group's management report, as required by Article L.233‑28‑4 of the French Commercial Code (hereinafter the “Sustainability Statement”), has been prepared and drafted in accordance with the normative requirements set by the European Sustainability Reporting Standards ("ESRS") on the one hand, and Article 8 of Regulation (EU) 2020/852 for taxonomy information, on the other, which are applicable as of the date of this Sustainability Statement. It reflects the Group’s dedication to transparency, accountability, and impact‑driven investments. Through this framework, Tikehau Capital discloses its DMA, addressing both the financial risks of ESG factors on its business and the broader societal and environmental impact of its activities. The methodology of this DMA, presented in Section 4.2.1.6.1 (Disclosures on the DMA process) of this Universal Registration Document, will be subject to periodic reassessment in order to incorporate regulatory developments, industry best practices and feedback from Tikehau Capital’s stakeholders, as part of a continuous improvement process. Tikehau Capital has reported on sustainability performance annually since 2018. This document represents the Group’s second Sustainability Statement aligned with CSRD requirements, compiled taking into account i) the information and knowledge available at the time of writing and ii) the adoption of the “quick fix” delegated act designed to facilitate the implementation of the CSRD. In light of evolving market practices, emerging recommendations, and a deepening understanding of these new regulations and standards, the Group may revise certain reporting and communication practices in future editions. Tikehau Capital remains committed to continually improving its sustainability reporting and communication efforts. This Sustainability Statement presents indicators that include value chain data estimated using indirect sources, such as financed emissions as detailed in Section 4.2.1.2.2.2 (Value chain estimation) and Section 4.2.2.2.10 (Energy consumption and GHG emissions - methodological note) of this Universal Registration Document. It also presents sources of uncertainty concerning the emission reduction trajectory scenarios explained in Section 4.2.1.2.2.3 (Sources of estimation and outcome uncertainty) of this Universal Registration Document. In addition, methodological choices have been applied concerning the population taken into account in calculating the pay gap, detailed in Section 4.2.1.4.3.2 (Social) of this Universal Registration Document. Tikehau Capital has integrated sustainability into its overall risk management and internal control system, as set out in Section 4.2.1.3.4 (Risk management and internal controls over sustainability) and described in Chapter 2 (Risk and control) of this Universal Registration Document, and will continue to strengthen these controls over sustainability information collection and reporting systems. General basis for preparation General basis for preparation of Sustainability Statement Tikehau Capital’s Sustainability Statement provides sustainability information aligned with the scope of Tikehau Capital’s consolidated financial statements for the year ended 31 December 2025, which are prepared in accordance with IFRS as adopted by the EU. These financial statements are presented in Section 6.1 (Annual consolidated financial statements as at 31 December 2025) of this Universal Registration Document. This Sustainability Statement includes all consolidated entities of the Group, with no exemption. The review of controlled entities that are not consolidated by the Group due to the IFRS 10 exemption did not identify any additional impacts, risks or opportunities (“IROs”) related to sustainability matters to be included in this Sustainability Statement. This Sustainability Statement covers both the Group’s own operations and investment value chain and also integrates relevant data from both the upstream and downstream value chain, into the DMA, where material. Tikehau Capital did not use available options to: i) omit specific information corresponding to intellectual property, know‑how or the results of innovation, or to ii) seek exemption from disclosing impending developments or matters in the course of negotiation, as provided for in articles 19a(3) and 29a(3) of Directive_2013/34/EU. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT223
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4. – – Sustainable development Sustainability Statement 4.2.1.2.2 4.2.1.2.2.1 4.2.1.2.2.2 4.2.1.2.2.3 4.2.1.2.2.4 Disclosures in relation to specific circumstances Time horizon Tikehau Capital's Sustainability Statement follows the definitions for the following time horizons: Value chain estimation To report datapoints on Tikehau Capital's value chain, the Group has used estimated data from third party sources. Scope 3 category 15 greenhouse gas ("GHG") emissions reported in Section 4.2.2.2.9 (Gross scopes 1, 2, 3 and total GHG emissions metrics) of this Universal Registration Document, representing Tikehau Capital’s financed emissions, were partially calculated using estimations. The downstream value chain consists of companies and real assets that do not consistently disclose or communicate their GHG emissions. For portfolio companies within the Credit (excluding CLO) and Private Equity business lines that conduct their own carbon footprint assessments, this information is reported through the annual ESG reporting campaign using the Reporting 21 platform. For the Capital Markets Strategies business line, carbon footprint data is sourced from S&P Global and include a mix of reported and estimated data. For CLO, carbon footprint data is sourced from ESG Octus and include a mix of reported and estimated data. Where data is unavailable, the carbon footprint is estimated if possible using the Global Industry Classification Standard ("GICS") averages (2025 release) provided by S&P Global. These estimates rely on the portfolio company’s GICS codes and 2024 revenue figures (or latest available). For real estate assets, the carbon footprint was calculated using reported energy consumption provided by Deepki or property managers. Where data is unavailable, Tikehau Capital used a benchmark calculated by Deepki (based on 2024 data collected on around 30,000 buildings in Deepki database) to estimate missing energy consumption data. Metrics derived from indirect sources provide a useful approximation but are subject to inherent limitations in precision and should be interpreted with caution. The S&P Global sector average serves as an approximation currently employed by Tikehau Capital to estimate the Group's carbon footprint. However, it remains a generalised metric that does not account for regional variations, differences in energy mix or the specific nuances of individual companies. Tikehau Capital engages with its portfolio companies to encourage them to assess and report their emissions. To further enhance data quality, an internal tool was developed to improve the completeness of the Reporting 21 data collection campaign and provide insights into the completeness of carbon information disclosure. Sources of estimation and outcome uncertainty The approach to supporting investing in line with the global goal of net zero GHG emissions consists of interim targets for 2030, which were developed using the most appropriate target setting methodologies for each asset class. In line with recommendations from the Glasgow Financial Alliance for Net Zero ("GFANZ"), Tikehau Capital considers multiple metrics to track progress towards these interim targets. The achievement of these targets is subject to certain challenges and uncertainties. In particular, it requires a significant acceleration in action by governments and companies in all sectors to collectively deliver the objectives of the Paris Agreement. Although significant progress has been made since the Paris Agreement was signed, the current trajectory of global policies still seems insufficient to guarantee that these objectives will be met . Moreover, uncertainties remain as to their evolution and the efforts required to achieve them. Tikehau Capital did not make assumptions, approximations and judgements in evaluating quantitative data. Other legislations Two of the Group's management companies, Tikehau IM and Sofidy, fall within the scope of the Sustainable Finance Disclosure Regulation ("SFDR"). They are also subject to Article 29 of the Energy‑Climate Law, codified in Article L.533‑22‑1 of the French Monetary and Financial Code . IREIT Global, the real estate firm listed in Singapore, is required to prepare its own sustainable report in accordance with Singapore regulations, which are gradually being aligned with the ISSB standards published by the IFRS Foundation. The CSRD rests on the double materiality concept which may differ from other legislations. Under its framework, certain ESG topics may be qualified as "material" if they reflect specific IROs - linked to sustainability issues identified as material to Tikehau Capital or its stakeholders - in accordance with these requirements. In this context, the terms "material” and "materiality" encompass both financial materiality and impact materiality, and may therefore differ from the definitions used under U.S. law or the law of other jurisdictions. Short‑term horizon: defined as within one year, aligned with the financial statement reporting period; P Medium‑term horizon: range from one to five years;P Long‑term horizon: beyond five years. P (1) (2) United Nations Environment Programme (2025). Emissions Gap Report 2025: Off Target. https://www.unep.org/resources/ emissions‑gap‑report‑2025. See the Section (ESG Publications) presented on Tikehau Capital’s website. (1) (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 224
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement 4.2.1.3 Governance 4.2.1.3.1 Sustainability governance Sustainability matters, including IROs management, are fully integrated into Tikehau Capital’s governance. The different sustainability reporting lines to the administrative, management and supervisory bodies, along with their respective roles, are presented below. See further details in Chapter 3 (Corporate governance) of this Universal Registration Document. 4.2.1.3.1.1 Sustainability governance at the Group level At the Group level, sustainability governance is structured across the Supervisory Board and the Managers who are supported in their missions by the Deputy CEO overseeing sustainability as well as by specialised committees. The Company's Supervisory Board Governance and Sustainability Committee of the Supervisory Board Assists the Supervisory Board in: • Monitoring ESG issues to better understand and anticipate the challenges, risks and opportunities associated with them for the Group • Examining the main commitments and guidelines of the Group’s ESG policy, and monitoring their deployment • More generally, examining the inclusion of ESG issues in the Group’s strategy and its implementation • Jointly with the Audit and Risk Committee, reviewing the Sustainability Statement Audit and Risk Committee of the Supervisory Board Assists the Supervisory Board in: • Reviewing the strategy in terms of risk, notably financial, non-financial, operational and non-compliance risks, including the impact of climate-related risks • Jointly with the Governance and Sustainability Committee, reviewing the Sustainability Statement The Company's Managers Sustainability Strategy Orientation Committee Provides advisory services to the Managers regarding: • Steering and structuring the Group's sustainability strategy over the medium term • Identifying strategic collaborations and partnerships to further sustainability topics • Defining ESG exclusions, as well as other sustainability policies Governance and Sustainability Committee and Audit and Risk Committee under the review of Tikehau Capital’s Supervisory Board Under the responsibility of the Supervisory Board, both committees work together to review sustainability‑related IROs of Tikehau Capital, to monitor their evolution and align the Group’s strategy with best practices in sustainability and corporate responsibility. Each committee meets at least three times a year and is composed of three members of the Supervisory Board, including two independant members, bringing together diverse expertise to drive Tikehau Capital’s commitment to responsible investment and corporate governance. Sustainability Strategy Orientation Committee The Sustainability Strategy Orientation Committee (“SSOC”) provides guidance to the Managers on the strategic direction of the Group’s sustainability policies. Chaired by the Deputy CEO overseeing sustainability, the SSOC is made up of Group employees from various business line investment teams. Organised by the sustainability team, the SSOC meets at least once a year, with additional meetings convened as needed to address specific topics. (1) AF&Co Management and MCH Management serve as Managers of the Company, chaired by Mr. Antoine Flamarion for AF&Co Management and Mr. Mathieu Chabran for MCH Management. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT225
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4. – – Sustainable development Sustainability Statement 4.2.1.3.1.2 Sustainability governance at the asset management and investment level The Group has also defined a dedicated sustainability governance framework for its Asset Management and Investment activities. Capital Allocation Committee Sustainable Bond Allocation Committee • Advise the Managers in its decisions of investments and divestments • Oversee allocation of sustainable bonds proceeds • Meet annually before the anniversary of each sustainable bond’s issuance Carries out a review of the proposed investment to assess its compliance with the fund’s mission (or "theory of change") • Review the investment memorandum to ensure compliance, risk review and alignment with sustainability policies Provide approval of investment decisions • • Sustainable bond All investments Asset Management activity Investment Activity Screening Committee Investment Committee Impact CommitteeImpact investments All investments (1) (1) Excluding Capital Markets Strategies investments. Asset Management activity Within the Credit, Real Assets and Private Equity business lines, decisions must be approved by an investment committee appointed by business line or activity. This Committee reviews the investment memorandum, KYC conducted by the compliance and internal control teams, risk team recommendations (where applicable) and ensures consistency with the Group’s responsible investing charter. Within the Capital Markets Strategies business line, the research teams, the fund managers and the sustainability team are responsible to ensure compliance with the responsible investing charter. For impact funds, the Impact Committee is responsible for reviewing proposed investments to assess their potential contribution to the fund’s mission. The committee’s members notably include Tikehau IM’s Chief Investment Officer, the Chief Sustainability Officer and the Director of climate and biodiversity, who contribute their expertise to the decision‑making process. If ESG risks are deemed unacceptable or misaligned with the Group’s policies, an escalation process is triggered, involving the relevant bodies based on the nature of the risk – for example, the Impact Committee for impact‑related concerns or compliance for business ethics issues. Finally, Tikehau Capital has established a governance framework to monitor and address controversies related to ESG issues. When a severe controversy is identified, investment teams must consult a working group made of representatives of Tikehau Capital’s compliance, risk and sustainability teams (“the Compliance‑Risk‑ESG working group”) in charge of pre‑investment validation. The monitoring of controversies involving portfolio companies is overseen by the Controversy Management Committee. Composed of senior representatives from relevant departments, including General Management, sustainability, compliance, risk, research and the head of the concerned business line, the committee convenes twice a year, with the possibility of additional meetings for urgent or escalated cases. It reviews severe controversy cases and determines the most appropriate course of action. Recommended actions may include direct engagement with the company to encourage corrective measures or, in extreme cases, divestment in the best interests of investor‑clients. (1) Divestment processes are limited to liquid strategies.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 226
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement 4.2.1.3.2 Investment activity A Capital Allocation Committee has been established to assist the Managers in their investment decisions. A Sustainable Bond Allocation Committee has also been established to supervise the allocation of the proceeds from sustainable bonds in line with the sustainable bond framework. This framework enables the Group to invest the proceeds of the issue directly into sustainable assets (social or environmental) or in aligned sustainability‑themed funds. Alignment of interests and integration of sustainability‑related performance in incentive schemes The alignment of interests with its investor‑clients, employees and the corporate partners in its portfolio is a distinctive feature of Tikehau Capital’s business model: Tikehau Capital has integrated sustainability‑related performance in its incentive schemes, aligning long‑term interests across the organisation – starting with employees in 2021 and applying to the Managers since 2024. To be noted that the remuneration policy for Supervisory Board members does not integrate sustainability‑related performance. See further details in Section 3.3.2.1 (Remuneration policy for Supervisory Board members) of this Universal Registration Document. Regarding the Managers, 25% of annual variable remuneration is tied to sustainability performance for the 2025 financial year, measured through three equally weighted metrics: (i) diversity and inclusion, assessed by the percentage of women in investment teams; (ii) climate and biodiversity AuM; and (iii) portfolio companies’ engagement on sustainability issues, measured by the ratio of companies financed with an ESG‑linked margin ratchet to the total number of companies financed in private debt (across corporate lending and direct lending activities). See Section 3.3.1.1 (Remuneration policy for the Managers) of this Universal Registration Document for further details. In addition, since 2021, non‑financial criteria have been taken into account in the variable remuneration of all employees. In 2025, 20% of variable remuneration was subject to performance index‑linked to collective targets in terms of human resources and AuM dedicated to climate and biodiversity. Tikehau Capital has also set up a 2022‑2025 long‑term incentive plan for certain senior managers of the Group. The settlement of this plan in 2026 depends on meeting both quantitative and qualitative criteria reflecting the Group’s main financial and non‑financial objectives. These include (i) AuM dedicated to climate and biodiversity, (ii) developing the skills of the Group’s teams in the implementation of the Group’s responsible investing charter through the continuous training and support of ESG experts and (iii) disseminating and obtaining external recognition of the Group’s responsible investing charter, notably among its affiliates and its investments so that they integrate the responsible investing charter in their activities and, more generally, among stakeholders. Finally, linking carried interest to ESG performance is a good practice among impact funds. Tikehau Capital is implementing this mechanism for closed‑end funds launched since 2022. When the fund closes, carried interest will be calculated on a financial basis. The fund’s impact will then be assessed, and if impact targets are not met, part of the carried interest will be donated to a Non‑Governmental Organisation ("NGO") whose mission is aligned with that of the impact fund. For some funds, key performance indicators ("KPIs") are defined on a case‑by‑case basis, while for others, standardised impact objectives are established. Key indicators As at 31 December 2025 As at 31 December 2024 Percentage of the Company controlled by the founders, management, and employees of the Group (directly and indirectly) 56% 58% Percentage of employee shareholders in the Company 73% 71% Percentage of the Group’s investment portfolio invested in its asset management strategies 69% 74% A significant share of the Company’s capital is controlled directly and indirectly by its founders, management and employees; P Tikehau Capital’s balance sheet actively supports the development of its asset management platform by investing in its own strategies; P The annual variable remuneration of the Managers and employees includes non‑financial criteria; and P Lastly, for its new impact funds, the Group links a portion of the carried interest allocated to its asset management companies to ESG and impact objectives. P (1) Employees who hold shares directly or indirectly, including and without limitation by way of an ad hoc vehicle or company who have been allocated shares of the Company, even if they have not yet vested, in each case in accordance with any free share or performance plan implemented by the Company. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT227
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4. – – Sustainable development Sustainability Statement 4.2.1.3.3 Statement on due diligence Tikehau Capital’s approach to due diligence on sustainability is summarised in the table below. This enables stakeholders to assess the Group’s effectiveness in managing sustainability IROs across its own operations and investment value chain. Core elements of due diligence Section in the Universal Registration Document Embedding due diligence in governance, strategy and business model 3.4.1 3.4.2 3.3.1.1 3.3.2.1 4.2.1.4.3 Engaging with affected stakeholders in all key steps of the due diligence 4.2.1.4.2 Identifying and assessing adverse impacts Climate change: 4.2.1.4.3.1, 4.2.2.2.3 Biodiversity and ecosystems: 4.2.1.4.3.1 Own workforce: 4.2.1.4.3.2 Business conduct: 4.2.3.1 Taking actions to address those adverse impacts Climate change: 4.2.2.2.5, 4.2.2.2.6, 4.2.2.2.7 Biodiversity and ecosystems: 4.2.1.4.3.1 Own workforce: 4.2.1.4.3.2 Business conduct: 4.2.3.1 Tracking the effectiveness of these efforts and communicating Climate change: 4.2.2.2.5, 4.2.2.2.6, 4.2.2.2.7 Biodiversity and ecosystems: 4.2.1.4.3.1 Own workforce: 4.2.1.4.3.2 Business conduct: 4.2.1.4.3.3 4.2.1.3.4 Risk management and internal controls over sustainability Tikehau Capital has embedded sustainability in its overall risk management and internal control system, which cover all the Group’s risks. Please note that internal controls and procedures for the management of IROs will be progressively reinforced based on insights and experience gained from the initial reporting periods. See further details in Section 2.4.1.2 (Organisation of control functions) of this Universal Registration Document. The main features of the Group’s risk management and internal control system in relation to the sustainability reporting process are presented below. Data points description Section in the Universal Registration Document The scope, main features and components of the risk management and internal control processes and systems in relation to sustainability reporting 2.1.2 Major risk mapping The risk assessment approach followed 2.1.1 Strategic objectives, 2.1.2 Major risk mapping The main risks identified and their mitigation strategies 2.1.1 Strategic objectives, 2.1.2 Major risk mapping A description of how the undertaking integrates the findings of its risk assessment and internal controls as regards the sustainability reporting process into relevant internal functions and processes 2.4.2 Internal control system by activity A description of the periodic reporting of the findings to the administrative, management and supervisory bodies 2.1.2 Major risk mapping, 2.1.6 Double materiality analysis, 3.4.2 Committees of the Supervisory Board TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 228
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement 4.2.1.4 4.2.1.4.1 4.2.1.4.1.1 Strategy Strategy, business model and value chain Strategy and business model Tikehau Capital’s strategy is structured around several areas, including financing the global economy, participating in sustainable transformation and promoting innovation. The business model is built on two complementary pillars: FUND PERFORMANCE INVESTMENT ACTIVITY ASSET MANAGEMENT ACTIVITY Balance sheet returns Investments in Tikehau Capital fundsStrong fundraising Selective deployment A strong alignment of interests Increasingly scalable platform Asset Management activity: the Group has developed a range of expertise across four asset classes (Credit, Real Assets, Private Equity and Capital Markets Strategies) as well as multi‑asset strategies and actively manages the savings entrusted by financial institutions, private companies, public bodies, and individuals worldwide; P Investment activity: the Group leverages its own balance sheet to invest alongside its investor‑clients, ensuring strong alignment of interests. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT229
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4. – – Sustainable development Sustainability Statement This business model is underpinned by differentiated resources, including an entrepreneurial mindset, a strong corporate culture, a dedicated and qualified workforce, an established network of partners, a robust equity base and a multi‑local platform with offices in Europe, the Middle East, Asia, and North America. As of 31 December 2025. Figures have been rounded for presentation purposes, which in some cases may result in rounding differences. (1) FTEs excluding Sofidy and crowdfunding entities. (2)/uni00A0Excluding France./uni00A0 Amsterdam London Brussels Luxembourg Seoul Tokyo Hong Kong Singapore Frankfurt Tel Aviv Abu Dhabi Milan Madrid Zurich 36% of FTEs(1) in Europe(2) & Middle East 7% of FTEs(1) in Asia Montreal New York 17 Offices globally 47 Nationalities 717 Employees 14% of FTEs(1) in North America 4.2.1.4.1.2Tikehau Capital’s mission is to direct global savings toward innovative and tailored financing solutions that create sustainable value for all stakeholders and accelerate positive change for society. As part of this commitment, Tikehau Capital has established the following objectives related to sustainability: Value chain The Group value chain encompasses all activities, resources and relationships linked to Tikehau Capital’s business model and external environment, including stakeholders engaged in its upstream and downstream value chain: Assess and mitigate physical risks related to climate change; P Support incremental fundraising through active collaboration, transparent communication, and targeted initiatives for investor‑clients sensitive to sustainability issues; P Measure created value from sustainability strengths;P Identify sustainable opportunities across asset classes, geographies, strategies and trends. P Key business actors of the upstream value chain include:P Shareholders and investor‑clients that provide the financial capital to fund investments; P M&A advisors, brokers, legal and compliance consultants, IT service providers, and fund administrators that provide support in identifying, structuring, and managing investments; P Key business actors of the downstream value chain include:P Investor‑clients that receive products or services from the Group; P Portfolio companies and real assets in which the Group invests; P Distributors and partners that facilitate communication and engagement with current and prospective investor‑clients. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 230
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Tikehau Capital operates at the centre of the following multi‑layered value chain, facilitating relationships and capital flow between upstream and downstream actors. The Group’s role is to act as a provider (investor) and value creator (for portfolio companies and real assets). Through selective fund deployment and performance optimisation, the firm strives to support each segment of the value chain in effectively generating and delivering value to stakeholders. Selective deployment Performance Best in class organisation Human capital Product Dev. Relation with investor-clients Identify target Invest & finance Monitor investment Exit Investment Financial perf. Strong fundraising IINVESTM ENT TEAM & ESG TEAM MIDDLE OFFICE /slash.case FINANCE HUM AN RESOURCES STRUCTURATION LEGAL SALES /slash.case INVESTOR RELATIONS MARKETING /slash.case COMMUNICATION RESEARCH FINANCE RISK COMPLIANCE PORTFOLIO COMPANIES DUE DIL PROVIDERS CLIENT /slash.case INVESTORS BUILDERS BROKERS IT SOLUTION PROVIDERS AND PAYROLL SERVICES DATA PROVIDERS INVT PARTNERS PROPERTY MGRS M&A ADVISORS LEGAL, RISK AND COMPLIANCE EXPERTS M &A /slash.case BROKERS BANKS /slash.case LENDERS RE ASSET MGRS FUND ADMIN & FINANCE HUM AN RESOURCE, RECRUITERS PARTNER WITH LARGE COMPANIES & BANKS & INSURERS CONSULTANTS /slash.case DISTRIBUTORS REGULATORS /slash.case MEDIA /slash.case FINANCIAL ANALYSTS /slash.case RATING AGENCIES /slash.case FINANCIAL ASSOCIATIONS /slash.case NGO CLIENTS /slash.case INVESTORS ITLEGAL /slash.case TAX RE ASSET MGR Inputs and approach to gathering, developing and securing inputs Financial capital raised through fundraising efforts targeting institutional investors, individuals, and other financial entities; P Human expertise managed through targeted recruitment, continuous professional development, and a supportive corporate culture; P Market data and insights leveraged through research partnerships, consulting agencies, and in‑house analysis to identify promising investment opportunities and assess market trends. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT231
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4. – – Sustainable development Sustainability Statement 4.2.1.4.2Outputs and outcomes in terms of benefits for stakeholders Interests and views of stakeholders Tikehau Capital takes into account stakeholders’ interests and views as presented in the below table. To date, this stakeholder engagement has not led to the identification of new sustainability matters that would have impacted or required adjustments to the Group’s strategy or business model. Stakeholders’ views and interests are incorporated into the information presented to the Supervisory Board, particularly through the reporting of the DMA process to the Audit and Risk Committee and the Governance and Sustainability Committee. These insights are considered during regular reviews of Tikehau Capital’s strategy and contribute to shaping the Group’s strategy. Key stakeholders for whom engagement occurs Purpose of stakeholder engagement How the engagement is organised How this relates to Tikehau Capital strategy and business model Investor‑clients Portfolio companies Banks/Lenders Tailored investment solutions with diverse investment vehicles and customised reporting ensuring trust and long‑term partnerships for investor‑clients; P Capital and operational support enabling portfolio companies to accelerate their sustainability practices, improve resilience and achieve financial growth; P Job creation contributing to broader economic development and positive social impact for own workforce and for employees of financed portfolio companies. P Alignment of interestsP Drive sustained growth and innovation P Build trust and transparencyP Respond to the growing investor demand for sustainable alternatives P Update on activities, performance and financial positions through quarterly reports, regular meetings and direct communication channels P Investment in own fundsP Deployment of sustainability experts and innovation‑driven teams P Increased fundraisingP Assets’ growthP Enhanced returnsP Diversification and enhanced resilience P Significant portion of AuM being allocated to sustainable strategies P Promote the adoption of practices that align financial performance with social and environmental impact P Create sustainable valueP During the investment decision phase through due diligence and the inclusion of ESG clauses in shareholders’ agreements or credit documentation P During the holding period of the investment through ongoing dialogue to integrate ESG considerations, annual ESG meetings and governance participation P Integration of ESG criteriaP Enhanced risk managementP Value creationP Strategic and sustainable influence P Finance growthP Leverage their established reputation, local network, and regional expertise P Share the investment riskP Promote sustainabilityP Capital commitments and co‑investment P Strategic partnershipsP Collaborative initiatives through: P Credit facilitiesP Marketing and distribution of Tikehau Capital financial products P Advisory and structuring services P Enhanced financial stabilityP Increased investment capacityP Optimised capital structureP Strengthened consolidated balance sheet P Broader the investor‑clients base P Reinforced commitment to sustainable and responsible practices P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 232
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Key stakeholders for whom engagement occurs Purpose of stakeholder engagement How the engagement is organised How this relates to Tikehau Capital strategy and business model Suppliers Employees (own workforce) Workers in the value chain Affected communities 4.2.1.4.3 Material IROs and their interaction with strategy and business model Tikehau Capital has identified the below sustainability matters as being material from an impact, risk or opportunity perspective: Environment Social Governance Entity specific Climate change Own workforce Business conduct Corporate culture Biodiversity and ecosystems Responsible investing The impacts stemming from the above sustainability matters are mainly related to the Group’s activities (own operations and investment value chain) but could also be linked to its business relationships (with investor‑clients and portfolio companies). It is important to underline that, following the update of the DMA, no changes were observed in the identified material IROs compared to the previous reporting period. All IROs are covered by ESRS disclosure requirements except for those related to the Group’s corporate culture and responsible investing strategy which are covered using additional entity‑specific disclosures. Maintain a responsible purchasing policy and mitigate risks related to non‑compliance P Generate sustainability performance P Implementation of a responsible purchasing policy P Formal engagement through contracts and due diligence P Continuous monitoring and periodic assessments P Stable delivery of goods and services P Enhanced risk managementP Reputational integrityP Alignment with sustainability strategy P Professional developmentP RetentionP Job satisfaction and well‑beingP Compliance and risk management P Recruitment and talent attraction P Career development and promotions P Feedback and dialogueP Health, safety, and well‑being initiatives P Remuneration and benefitsP Diversity and inclusionP Employee engagement activities P Improved employee retentionP Enhanced competitivenessP Alignment of interestsP Improved performanceP Career advancement and skill development P Employee well‑being, inclusion and safe work environments P Human rights protectionP Equal treatmentP Reputational risk mitigationP For suppliers’ and service providers’ employees through Tikehau Capital’s responsible purchasing policy P For portfolio companies’ employees through: P Due diligence, exclusion criteria and inclusion of ESG clauses where possible P Monitoring of KPIsP Ongoing engagement and reporting P Know your provider processP Human capital due diligence on portfolio companies P Sustainability roadmap or ESG ratchet for portfolio companies P Accelerate positive change in society P Foster youth trainingP Improve accessibility to health innovations and support for medical communities P Through partnership and philanthropic initiatives P Social responsibility and community engagement P Enhanced corporate culture and talent retention P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT233
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4. – – Sustainable development Sustainability Statement 4.2.1.4.3.1 Environment Climate change Brief description regarding climate change adaptation Category Type Description Term Likelihood Business model, own operations and value chain Risk Physical risk Failing to anticipate climate change adaptation measures can lead to exposure to chronic physical risk (heat stress, soil erosion, water stress, sea level rise, etc.) leading to value loss or depreciation. Long Potential These IROs influence the Group’s business model (by steering investment strategies towards more resilient assets) and its value chain (enhanced engagement efforts to improve the resilience of portfolio assets). Risk Physical risk Failing to anticipate climate change adaptation measures can lead to exposure to Acute physical risk (drought, wildfire, flood, storm, subsidence, etc.) leading to value loss or depreciation. Long Potential Opportunity Operational efficiency Investments in companies and Real Assets resilient to climate‑related physical risks could lower the risks and have fewer losses than similar investments not prepared for climate change. Long Potential Brief description regarding climate change mitigation Category Type Description Term Likelihood Business model, own operations and value chain Impact Negative Own operations and value chain activities, including invested assets, emit GHGs that contribute to global warming. Long Actual These IROs influence the Group’s business model (by steering investment strategies towards low‑carbon assets and/ or those supporting the transition), its own operations (through the implementation of internal measures aimed at reducing GHG emissions), and its value chain (enhanced engagement efforts to reduce the carbon footprint of portfolio assets). Opportunity Operational efficiency Investing in companies producing the goods/services needed for the transition – capturing long‑term secular growth opportunity. Long Actual Opportunity Operational efficiency Climate mitigation measures, e.g., energy efficiency, waste reductions, improve financial performance of portfolio companies. Short Actual TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 234
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Material IROs and their interaction with strategy and business model Climate change is increasingly shaping Tikehau Capital’s business model, value chain, strategy, and decision‑making processes. Current exposure to physical risks may introduce potential disruptions to continuity for own operations, while creating uncertainty around asset resilience and long‑term performance in the investment value chain. Over time, these effects are anticipated to intensify, shaping operational practices, investment strategies and reinforcing climate change as a significant factor influencing both the Group’s priorities and the conditions under which it operates. Resilience of Tikehau Capital to address material impacts and risks, and to take advantage of material opportunities Tikehau Capital demonstrates resilience in addressing the material impacts and risks associated with climate change, while also actively seeking opportunities related to the transition. Tikehau Capital seeks to integrate climate‑related risk considerations into investment processes at both the pre‑investment and post‑investment stages, supported by continuous development of tools and investments in data providers to strengthen coverage, comparability, and ongoing monitoring. Where feasible, Tikehau Capital also undertakes engagement with selected portfolio companies to foster transparency and advance decarbonisation efforts. In addition, Tikehau Capital’s ability to identify, assess, and allocate capital towards strategic investments that are aligned with decarbonisation objectives and long‑term transition trends allows the Group to benefit from emerging opportunities as the global economy shifts towards a lower‑carbon future. Please note that, in order to assess Tikehau Capital’s resilience with respect to climate‑related risks, several climate scenario analyses have been conducted. See further details in Section 4.2.2.2.2 (IROs management) of this Universal Registration Document. Biodiversity and ecosystems Brief description Category Type Description Term Likelihood Business model, own operations and value chain Impact Negative Negative pressure on biodiversity by the Group’s portfolio companies’/assets operational activities. Short Actual These IROs influence the Group’s business model (deployment of an investment strategy in favor of biodiversity) and its value chain (enhanced engagement efforts to measure and limit the impacts of portfolio assets on biodiversity). Opportunity Operational efficiency Investing in companies producing the goods/services needed for biodiversity protection and restoration – capturing long‑term secular growth opportunity. Long Potential TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT235
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4. – – Sustainable development Sustainability Statement Material IROs and their interaction with strategy and business model While Tikehau Capital does not directly own material locations that impact biodiversity, an analysis has been conducted on its office locations worldwide, using the Integrated Biodiversity Assessment Tool (“IBAT”). Tikehau Capital confirms that the sites where the Group operates do not present any risk to biodiversity sensitive areas. Additionally, Tikehau Capital confirms that the Group’s operations are not involved in activities identified by WWF as affecting threatened species, such as intensive agriculture, logging, urbanisation, mining, as well as intensive fishing and hunting. As a result, it has been concluded that there is no need to implement mitigation measures on own operations with respect to biodiversity. To assess biodiversity materiality across Tikehau Capital’s investment value chain, two levels of analysis were conducted using the ENCORE database : Three types of risks were identified as potentially affecting the performance of Tikehau Capital’s investments: In parallel, the preservation of biodiversity also represents a source of opportunities for Tikehau Capital. It has led to the development of new investment strategies, notably in the field of regenerative agriculture, enabling the Group to meet the growing demand for nature‑positive solutions and to strengthen its competitiveness in the context of environmental transition. The effects of material impacts and opportunities are already included in the Group’s strategy and decision‑making process, through the integration of biodiversity‑related considerations into investment strategies, with the objective of enhancing portfolio resilience, supporting long‑term value creation, and achieving a more positive impact on nature. The Group did not conduct consultation with affected communities on sustainability assessments of shared biological resources and ecosystems. As a group operating in the financial sector, Tikehau Capital does not source raw materials, and its own operations do not impact affected communities or ecosystem services that are of interest to the affected communities. (1) A sectoral analysis of the negative impacts (pressures) that investments may exert on nature. The results indicate that the main pressures to which Tikehau Capital’s asset management activities contribute at a high or very high level are emissions of toxic pollutants to soil and water, involving 11% of investments, and disturbances (such as noise and light), involving 7% of investments. To date, Tikehau Capital has not identified any material negative impacts with regards to land degradation, desertification, or soil sealing; P A sectoral analysis of the dependencies of investments on ecosystem services. The results indicate that the main ecosystem services on which Tikehau Capital’s asset management activities are highly or very highly dependent are visual amenity services, on which 33% of investments rely, education, scientific and research services, on which 6% of investments rely and water regulation, on which 5% of investments rely. P Physical risks: related to the loss or degradation of natural assets and ecosystem services on which investments depend (for example, scarcity of natural resources or pressure on water resources); P Transition risks: related to evolving regulations, shifting consumer preferences, or adoption of new technologies that could negatively impact investments with significant effects on nature; P Systemic risks: related to the broader, interconnected effects of biodiversity loss, including cascading impacts across sectors, geographies, and supply chains that may threaten the stability and resilience of financial systems. P Tikehau Capital acknowledges that the database is subject to structural limitations and will continue to assess potential opportunities to enhance processes for measurement, reporting, and management. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 236
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Resilience of Tikehau Capital to address material impacts and risks, and to take advantage of material opportunities Aware of the challenges related to biodiversity, Tikehau Capital structured a dedicated policy in 2025. This policy is designed to strengthen Tikehau Capital’s resilience by addressing material impacts and risks associated with biodiversity loss, while also positioning the Group to take advantage of emerging opportunities. The policy encompasses the following actions: This policy, which covers the asset management activities of the Group, was approved by the SSOC and is available on Tikehau Capital’s intranet. Finally, in 2021, Tikehau Capital set a target to manage €5 billion in assets dedicated to climate and biodiversity by the end of 2025, reflecting the Group’s commitment to addressing major environmental challenges through its asset management activities. As a direct result of its focused efforts, Tikehau Capital achieved €5.8 billion in climate and biodiversity AuM as of 31 December 2025, therefore exceeding the €5 billion target. Mitigating the negative impact effects: Tikehau Capital implemented an exclusion policy that includes, among others, the exclusion of activities with proven adverse effects on biodiversity, such as palm oil and fossil fuels. In addition, the Group has established an internal sustainability risk monitoring policy to identify and manage potential ESG risks within its portfolios, with targeted oversight of sectors such as pesticides to enable timely engagement or risk‑mitigation actions as needed. The Group also maintains a controversy monitoring framework to identify and address biodiversity‑related incidents as part of its responsible investment strategy; P (1) Integrating biodiversity‑related issues into investment decisions: at the pre‑investment phase, Tikehau Capital takes into consideration biodiversity‑related criteria as part of its ESG due diligence process. For investments in companies, an ESG score, based on S&P Global methodologies, includes specific considerations of the company’s biodiversity commitments. For investments in real estate assets, Tikehau Capital incorporates biodiversity considerations by applying an ESG grid that includes dedicated biodiversity criteria; P Assisting the transition of economic activities: to support portfolio companies in implementing effective measures that promote biodiversity, Tikehau Capital has established targeted initiatives within each business lines. These initiatives could include, where appropriate, conducting biodiversity due diligence and post‑investment action plans in Private Equity; embedding sector‑specific biodiversity KPIs in Sustainability‑Linked Loans ("SLLs") in Credit; performing case‑by‑case analyses and targeted engagement in Capital Market Strategies; and deploying a biodiversity real estate charter with operational guidelines in Real Assets; P Investing for biodiversity: to accelerate the shift toward a more nature‑positive agri‑food sector, Tikehau Capital has launched a private equity strategy dedicated to regenerative agriculture. Through this initiative, the Group offers an investment vehicle addressing multi‑dimensional impacts such as climate, water, biodiversity but also social aspects such as human health and farmer yields. Biodiversity is part of the impact framework and considered both as an investment filter where relevant and as a tool for impact measurement; P Raising awareness: in order to promote knowledge and empower employees to integrate biodiversity considerations into their decision‑making processes, Tikehau Capital has launched the Tikehau Sustainability University in partnership with AXA Climate. The platform provides both mandatory and optional modules on climate and biodiversity, which are distributed regularly, to maintain a high level of training across the organisation; P Collaborating with industry coalitions: Tikehau Capital collaborates with industry coalitions, including One Planet Business for Biodiversity (“OP2B”), in order to amplify its impact, stay at the forefront of best practices, and contribute to the development of innovative solutions. The Group is also an active member of the French association Entreprises pour l’Environnement and regularly participates in biodiversity commissions and working groups. P According to the thresholds defined in the exclusion policy.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT237
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4. – – Sustainable development Sustainability Statement 4.2.1.4.3.2 Social Own workforce Brief description Category Type Description Term Likelihood Business model, own operations and value chain Impact Negative/ Positive Poor/good working conditions could impact employee’s safety and well‑being. Short Actual These IROs influence the Group’s business model (performance) and its own operations (human capital management). Impact Negative/ Positive Unequal/equal treatment and opportunities for all could deteriorate or improve employees’ satisfaction and performance. Short Actual Risk Reputational Poor working conditions could result in high turnover and lower employee motivation or difficulties to recruit because of deteriorated brand image. Medium Potential Risk Regulatory/ Financial Unequal treatment of employees could result in non‑compliance with local legislation and the Goup’s internal KPIs linked to its lending capabilities and therefore increased financial impact. Medium Potential Opportunity Human capital retention Good working conditions could impact employees’ performance, help retain and attract talent. Medium Potential Opportunity Reputational Equal treatment and opportunities for all could improve brand image, attract and retain talent. Medium Potential Scope taken into account Tikehau Capital includes both permanent contracts, and employees under “mandat social” status, representing 94% of overall headcount, in its non‑financial reporting. Tikehau Capital's employees are characterised by their diverse skill sets and roles, ranging from investment professionals to operational support staff, and reflect the Group’s international dimension. Risks of forced labour and child labour Given the nature of the services that the Group offers, the risk of involvement in human rights violations – forced labour and child labour – at the level of direct operations and direct suppliers is low. The measures taken to limit the negative impact on human rights within the Group are described in the code of conduct available on Tikehau Capital's website. Material IROs and their interaction with strategy and business model Material IROs affecting Tikehau Capital’s own workforce directly influence employee well‑being, satisfaction, and retention, with implications for brand image and regulatory compliance. These factors are integral to the Group’s strategy and business model, shaping its ability to attract, retain, and motivate talents to maintain operational efficiency and sustain long‑term value creation, placing human capital as a key driver. To date, Tikehau Capital does not report extended or systemic negative impacts on its workforce. Identified impacts remain potential and are assessed on a case‑by‑case basis, with mitigation measures integrated as needed to address any specific risks. Positive impacts on own workforce are identified and managed on a case‑by‑case basis. These impacts vary across the Group’s global workforce, and may notably result from opportunities for professional development, diversity and inclusion initiatives, as well as well‑being programmes tailored to local needs. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 238
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Transition measures implemented by Tikehau Capital have not significantly impacted own workforce. Tikehau Capital’s transition plan related to climate change primarily focuses on scope 3 financed emissions, which pertain to portfolio companies rather than the Group’s own workforce. As such, the impacts on own workforce are minimal and limited to operational adjustments rather than restructuring or large‑scale changes. The risks and opportunities related to the impacts and dependencies identified are as follows: Tikehau Capital has not identified any specific group of employees that may face material risks or opportunities stemming from the Group’s activities. To date, no impacts have been observed or anticipated that would disproportionately affect specific groups of employees, such as those defined by age, location, or job type. Resilience of Tikehau Capital to address material impacts and risks, and to take advantage of material opportunities Tikehau Capital’s ability to address material impacts and risks, and to take advantage of material opportunities concerning its workforce is built on a foundation of robust policies and processes across the employee lifecycle, clear alignment of interests, active social dialogue and ethics safeguards. The Group monitors the effectiveness of its policies, actions and resources allocated to them regularly by compiling relative statistics and KPIs. Policies related to own workforce The following policies detail the measures implemented by Tikehau Capital to address material negative and positive impacts on its own workforce, and manages material risks and pursues material opportunities related to it: When developing its policies, the Group aims to act in accordance with: All the policies are applied on the Group level. The policies are monitored by the General Management of the Group and the human capital department and are communicated to the employees through appropriate communication channels, such as Tikehau Capital’s intranet. Recruitment, training and career development Tikehau Capital believes hiring top talent while maintaining the principles of fairness is crucial to driving innovation and business success. The talent acquisition team oversees the entire recruitment lifecycle through a structured process that begins with a detailed job description and a kick‑off meeting with the hiring manager to ensure clarity around the role and sourcing strategies, followed by interviews and candidate selection. Upon hiring, an onboarding programme supports new joiners with integration, regular information sessions and equipment setup. In addition, to foster future talents, Tikehau Capital runs ongoing internship and apprenticeship programmes and actively engages with schools through forums and events. The Group faces risks such as skill shortages, employee turnover, and changing expectations around work‑life balance, which could disrupt operations or impair the delivery of its strategic objectives; P By fostering a diverse, inclusive, and purpose‑driven workplace, the Group strengthens its brand, enhances innovation, and attracts high‑performing talent. P Recruitment policy: to ensure a standardised, merit‑based hiring process that aligns with the Group's corporate values and strategic objectives; P Health and safety policy: to protect people from workplace risks and ensure compliance with relevant laws; P Human rights policy: to ensure that the Group operates with respect for internationally recognised human rights standards and to provide guidance and expectations for employees, suppliers, and stakeholders; P Diversity and inclusion policy: to promote equal opportunities, embrace diverse backgrounds, and foster an inclusive environment; P Non‑harassment policy: to create an inclusive and respectful work environment by prohibiting all forms of discrimination, harassment, or victimisation, ensuring equal opportunities and fair treatment for employees; P Training and development policy: to enhance employee skills, expertise, and career growth through targeted training programmes; P Referral policy: to encourage employees to refer talent that aligns with the Group’s needs and culture while ensuring a fair and transparent recruitment process; P Mobility policy: to encourage and support internal career moves, fostering individual growth, cross‑functional collaboration, and international experience; and P Compensation policy: to attract, retain, and motivate employees by ensuring market‑competitive, fair, and performance‑based remuneration. P The International Bill of Human Rights;P The United Nations Global Compact ("UNGC");P The Principles and Guidelines for Multinational Enterprises of the Organisation for Economic Cooperation and Development ("OECD"); and P The fundamental conventions of the International Labour Organisation (“ILO”) concerning (i) respect for the freedom of association and right to collective bargaining, (ii) the elimination of discrimination in respect of employment and occupation, (iii) the elimination of forced and compulsory labour, and (iv) the effective abolition of child labour. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT239
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4. – – Sustainable development Sustainability Statement Key indicators As at 31 December 2025 As at 31 December 2024 Total hires 81 112 Total departures 111 102 Voluntary departures 60 50 Net new jobs created (30) 10 Turnover rate 15.2% 13.6% The Group also gives priority to development and mobility, and aims to support employee’s growth as they progress within Tikehau Capital. The learning and development team works with team members and management to offer various types of employee training programmes to provide employees with the right skills and level of knowledge to thrive and grow in their roles. The Group has developed a training strategy in four key areas: (i) maintain and strengthen employee’s expertise, (ii) support the development of transversal skills, (iii) develop a common management culture and practice and (iv) promote diversity and inclusion. To ensure effective implementation, a collaborative training management system is in place to centralise requests and facilitate exchanges between employees, managers, and the learning and development team. Employees are provided access to a large training catalogue to support their ongoing development. Tikehau Capital also incorporates sustainability into its training programme through the Tikehau Sustainability University, which offers all employees both mandatory and optional modules on environmental topics, including climate and biodiversity. In 2025, the average number of training hours per person for employees was 2.72. Average number of training hours by gender 2025 2024 Male 2.66 2.93 Female 2.84 3.36 Other 0 0 Not reported 0 0 In addition, the Group has established dedicated programmes to address specific needs, including a Women Leadership Programme designed to support career advancement for women through coaching and workshops, and a Management Programme that provides a structured process for elevating managerial competencies. Each year, Tikehau Capital also identifies employees with strong potential to contribute to the Group’s ongoing development and leadership succession. Selected individuals receive targeted training to prepare for increased responsibilities, resulting in new managerial appointments in 2025. Additional initiatives include workshops and events with General Management to strengthen understanding of the Group’s strategy and culture. Finally, Tikehau Capital conducts regular, performance and career development reviews for all employees, designed to ensure ongoing feedback, support professional growth, and recognise achievements. In 2025, the percentage of employees that participated in regular performance and career development reviews was 94%. Percentage of employees that participated in regular performance and career development reviews by professional grade 2025 2024 Managing Director (highest grade) 90.6% 91.9% Executive Director 93.8% 95.9% Director 94.9% 94.7% Vice President 96.4% 95.6% Associate 93.3% 96.9% Analyst (lowest grade) 89.1% 89.6% Tikehau Capital maintains up‑to‑date records on recruitment, training and promotion. These records are periodically reviewed to monitor progress and career advancement throughout the workforce. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 240
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Diversity and inclusion Tikehau Capital is dedicated to building an inclusive and diverse workplace where every team member is appreciated and respected, as diversity and inclusion are essential to fostering innovation and creativity and achieving sustainable success. This approach is guided by three core pillars the Group continuously develops: gender equality, diverse talent pool, and inclusive work environment. Tikehau Capital translates its diversity and inclusion commitments into concrete initiatives designed to drive real progress. In pursuit of gender equality, Tikehau Capital is developing a gender‑neutral interview grid aimed at minimising recruitment biases, expected to launch in 2026. The Group also maintains active partnerships with socially impactful organisations, such as Institut de l'Engagement and 10000BlackInterns, engaging annually in their activities. This engagement supports a richer diversity within teams and provides valuable experiences for participants. Key indicators As at 31 December 2025 As at 31 December 2024 Percentage of women in the permanent workforce 41% 42% Percentage of women in investment teams 27% 24% Professional equality index, Tikehau Capital Economic and Social Unit 84/100 84/100 Professional equality index, Sofidy Economic and Social Unit 89/100 85/100 In 2022, the Group set the objective of increasing the proportion of women who are Managing Directors and Executive Directors from 26% at the end of 2023 to 28% at the end of 2025 and 30% at the end of 2027. These percentages include promotions that have already been announced but will not come but will not come into force until January 1 of the following year. The target aims to track the evolution of senior female representation among the Group's employees, hence promoting diversity and equal treatment. Female representation at the Managing Director and Executive Director levels reached 21% in 2025, below the 28% target. This outcome is primarily due to a persistently limited pipeline of senior female talent and strong demand for such profiles across the industry, which constrained recruitment results. Furthermore, Tikehau Capital is expanding in geographic regions where the availability of qualified senior female candidates is even more limited, further amplifying these challenges. Workforce protection Tikehau Capital is dedicated to ensuring the well‑being, and fair treatment of its workforce through a set of initiatives: All these measures are monitored and regularly reviewed to meet evolving regulatory requirements, ensuring Tikehau Capital remains a safe, ethical, and inclusive workplace for all. (1) (2)(4) (3)(4) Women are better represented in other Group functions (human capital, legal, compliance, sustainability, etc.).(1) The Tikehau Capital Economic and Social Unit was formed in 2021 and includes Tikehau IM and Tikehau Capital SCA. (2) The Sofidy Economic and Social Unit was formed in 2023 and includes Sofidy, Sofidy Financement, Sofidy Gestion Privée and Selectirente Gestion. (3) The methodologies used to calculate the professional equality index, on the one hand, and the gender pay gap, on the other, differ.(4) st Social protection and benefits: all Tikehau Capital employees benefit from social protection through various employee benefit programs, in addition to mandatory schemes. These programs may include, in particular, a pension plan, health insurance, life insurance, disability insurance, and protection against loss of income in case of illness or accident. Employees are also covered by local unemployment policies according to their jurisdictions. Parental leave and support services are provided when needed. P Health, safety, and well‑being: 100% of the own workforce are covered by health and safety management system based on the local legal requirements. Employees also have access to well‑being programmes such as, stress management workshops, ergonomic workspace equipment, sports activities, and confidential support for personal challenges. Each year, the Group organises the “Quality of Work Life” week in all its offices to raise awareness about mental and physical health. P Non‑discrimination: Tikehau Capital applies strict principles of non‑discrimination and equal opportunity, prohibiting any form of bias, harassment, or exclusion based on gender, ethnicity, religion, sexual orientation, age, or disability. Regular diversity and anti‑bias trainings are provided for all employees, and special training is delivered to recruitment participants to foster fair hiring practices. P Whistleblowing and ethical behaviour: The Group has established a secure, confidential whistleblowing platform accessible 24/7 to all employees and stakeholders identified on the platform and linked to a Group entity for reporting any concerns, complaints, or incidents related to discrimination, harassment, or ethical breaches. Reports are fully confidential and promptly addressed. P Employee relations and collective bargaining: Tikehau Capital respects freedom of association and promotes the establishment of employee representative bodies. As of 2025, 45% of employees are covered by collective bargaining agreements, ensuring open dialogue and fair negotiation on working conditions. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT241
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4. – – Sustainable development Sustainability Statement Key indicators From 1 January to 31 December 2025 From 1 January to 31 December 2024 Absenteeism rate 1.53% 1.64% Number of fatalities in own workforce as result of work‑related injuries and work‑related ill health 0 0 Number of fatalities as result of work‑related injuries and work‑related ill health of other workers working on the Group's sites 0 0 Number of recordable work‑related accidents for own workforce 2 3 Number of days lost to work‑related injuries and fatalities from work‑related accidents, work‑related ill health and fatalities from ill health related to employees 10 45 Employee remuneration All Group employees receive an adequate salary, in accordance with the applicable benchmark. Tikehau Capital has established a consistent base salary grid for investment professionals throughout Europe, in order to prevent salary discrepancies that might result from implicit biases such as gender or background, and bring full transparency and clarity to team members. The Group also regularly reviews and updates its compensation structure by participating in annual market surveys. Tikehau Capital is actively working to reduce the gender pay gap and promote pay equity through a combination of annual reviews, policy harmonisation, and targeted actions. Key indicators As at 31 December 2025 As at 31 December 2024 Gender pay gap 16.6% 16.6% Annual total remuneration ratio 14.22% 9.58% The gender pay gap is identified among categories of female and male employees with permanent contracts or “mandat social” status, defined according to function type, grade, and currency. Employees who have spent less than six months within the relevant calendar year, as well as employee groups with fewer than two individuals of the same gender, are excluded. Out of 73 categories comprising 670 permanent employees, 28 categories representing 561 employees were selected. The pay gap between men and women was then calculated by category. Finally, the average difference observed was weighted by the number of employees in each category. Employee engagement Tikehau Capital implements several programmes aimed at boosting employee engagement across the Group. These programmes include: Characteristics of employees All the following indicators are calculated based on the permanent contracts and the employees with “mandat social” status perimeter, representing 717 employees and 94% of overall headcount. The employee numbers are reported at the end of reporting period, unless specifically stated otherwise. (1) Including hours of absence for ordinary, work‑related illness.(1) (1) (2) Fixed remuneration, variable cash remuneration and deferred variable remuneration.(1) The annual total remuneration ratio of the highest paid individual to the median annual total remuneration for all employees (excluding the highest‑paid individual). (2) Get Together event: a regular event that allows the employees identified as “next generation” talent to participate in an immersive day of exchanges with Tikehau P Capital's co‑founders, discussing topics such as company strategy, culture, values, personal development perspectives, and communication. Listening Tour: gathering people from different profiles and backgrounds, the Listening Tour initiative aims to foster open communication and gather constructive feedback, as well as boost engagement by encouraging employees to actively participate in the discussions and ask questions to the senior management. In 2025, five sessions were organised with 64 participants overall. The topics discussed include business development and strategy, communication, management, human capital, and retention. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 242
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Information on employees by gender Distribution at Group level Number of employees 2025 2024 Male 424 436 Female 293 311 Other 0 0 Not reported 0 0 Total 717 747 Distribution at top management level (Executive Director and Managing Director) Number of employees Percentage of employees 2025 2024 2025 2024 Male 119 124 79% 78% Female 31 35 21% 22% Other 0 0 0% 0% Not reported 0 0 0% 0% Total 150 159 100% 100% Distribution of employees with disabilities, subject to legal restrictions on the collection of data Percentage of employees 2025 2024 Male 1% 3% Female 3% 1% Other 0% 0% Not reported 0% 0% Total 2% 2% Information on employees by contract type and gender Distribution at Group level Female Male Other Not disclosed Total 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 Number of employees 311 327 452 448 0 0 0 0 763 775 Number of permanent employees 293 311 424 436 0 0 0 0 717 747 Number of temporary employees 18 16 28 12 0 0 0 0 46 28 Number of non‑guaranteed hours employees 0 0 0 0 0 0 0 0 0 0 Number of full‑time employees 282 302 423 435 0 0 0 0 705 737 Number of part‑time employees 11 9 1 1 0 0 0 0 12 10 Information on employees by region and gender France Female Male Other Not disclosed Total 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 Number of employees 239 259 301 302 0 0 0 0 540 561 Number of permanent employees 222 244 274 290 0 0 0 0 496 534 Number of temporary employees 17 15 27 12 0 0 0 0 44 27 Number of non‑guaranteed hours employees 0 0 0 0 0 0 0 0 0 0 Number of full‑time employees 212 236 273 289 0 0 0 0 485 525 Number of part‑time employees 10 8 1 1 0 0 0 0 11 9 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT243
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4. – – Sustainable development Sustainability Statement United Kingdom Female Male Other Not disclosed Total 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 Number of employees 25 24 43 43 0 0 0 0 68 67 Number of permanent employees 24 23 43 43 0 0 0 0 67 66 Number of temporary employees 1 1 0 0 0 0 0 0 1 1 Number of non‑guaranteed hours employees 0 0 0 0 0 0 0 0 0 0 Number of full‑time employees 24 23 43 43 0 0 0 0 67 66 Number of part‑time employees 0 0 0 0 0 0 0 0 0 0 Rest of Europe Female Male Other Not disclosed Total 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 Number of employees 19 19 43 41 0 0 0 0 62 60 Number of permanent employees 19 19 42 41 0 0 0 0 61 60 Number of temporary employees 0 0 1 0 0 0 0 0 1 0 Number of non‑guaranteed hours employees 0 0 0 0 0 0 0 0 0 0 Number of full‑time employees 18 18 42 41 0 0 0 0 60 59 Number of part‑time employees 1 1 0 0 0 0 0 0 1 1 America, Asia, Middle East Female Male Other Not disclosed Total 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 Number of employees 28 25 65 62 0 0 0 0 93 87 Number of permanent employees 28 25 65 62 0 0 0 0 93 87 Number of temporary employees 0 0 0 0 0 0 0 0 0 0 Number of non‑guaranteed hours employees 0 0 0 0 0 0 0 0 0 0 Number of full‑time employees 28 25 65 62 0 0 0 0 93 87 Number of part‑time employees 0 0 0 0 0 0 0 0 0 0 Information on employees by age Distribution at Group level 2025 2024 Under 30 22% 24% Between 30 and 50 62% 63% Over 50 16% 13% TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 244
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement 4.2.1.4.3.3 Governance Business conduct Brief description regarding ethics and regulatory compliance Category Type Description Term Likelihood Business model, own operations and value chain Impact Positive Good ethics behaviour, and compliance with regulatory requirements will protect investor‑clients. Short Potential These IROs influence the Group’s business model (performance, reputation, and stakeholder trust), its own operations (compliance management), and its value chain (enhanced engagement efforts to strengthen transparency, ethics, and regulatory compliance across the entire value chain). Impact Positive Participating in industry initiatives and regulatory discussions can influence companies to adopt more sustainable and responsible ESG practices. Short Actual Risk Regulatory/ Financial Loss of licence to operate, fine for non‑compliance and reputational damage. Short Potential Risk Reputational Risk of reputation damage in case of misbehaviour related to tax avoidance. Short Potential Opportunity Reputational Adequate tax structure to meet investor‑clients needs in compliance with applicable regulations. Short Potential Brief description regarding responsible marketing and investor‑client relations Category Type Description Term Likelihood Business model, own operations and value chain Impact Positive Offering high‑quality support services to investor‑clients, addressing their queries and issues promptly and effectively, thereby improving their overall satisfaction. Short Actual These IROs influence the Group’s business model (performance, reputation and ability to attract and retain investor‑clients), its own operations (communication and promotion of products and services), and its value chain (relationships with investor‑clients). Risk Regulatory Litigation following errors in external presentation or misleading statement/ greenwashing leading to claims. Short Potential Risk Regulatory/ Reputational Fine for misleading communication/greenwashing, loss of licence to operate, reputational damage. Medium Potential Opportunity Reputational Trust in products and/or services (financial and ESG performance) can bring business benefits, such as increased AuM and widening of the future investor‑client base. Medium Potential TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT245
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4. – – Sustainable development Sustainability Statement Brief description regarding confidentiality, cybersecurity and data protection Category Type Description Term Likelihood Business model, own operations and value chain Risk Positive Tikehau Capital or its portfolio companies’ defence systems could fail in the event of a cyberattack or other security threats, leading to financial loss or business interruption. Short Potential These IROs influence the Group’s business model (performance and reputation), its own operations (business continuity), and its value chain (enhanced engagement efforts to improve security standards and the protection of data relating to portfolio assets, as well as relationships with investor‑clients). Impact Negative Data privacy of investor‑clients (such as wealth information) is not maintained. Short Potential Risk Regulatory Investor‑clients loss and potential litigation following data leaks. Medium Potential Opportunity Reputational Maintain a robust GDPR framework can reinforce trust toward investor‑clients. Medium Potential Material IROs and their interaction with strategy and business model Compliance with ethical principles constitute a fundamental pillar of Tikehau Capital, shaping the business model, value chain, strategy, and decision‑making processes. These principles safeguard investor‑clients, enable the continuation of the licence to operate, and exert a decisive influence on investment processes, governance, and reporting. In the context of increasingly stringent and evolving regulatory requirements, the centrality of business ethics to the Group’s operations is expected to become more pronounced, while also creating reputational and commercial opportunities for actors demonstrating transparency and responsibility. Resilience of Tikehau Capital to address material impacts and risks, and to take advantage of material opportunities The resilience of Tikehau Capital to address material impacts and risks, and to take advantage of material opportunities translate into formal policies, controls and training programmes that span the entirety of its operations and all geographies. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 246
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement 4.2.1.4.3.4 Entity specific Brief description regarding corporate culture Category Type Description Term Likelihood Business model, own operations and value chain Impact Positive Embodying Tikehau Capital’s core values is essential for creating innovative solutions, financing the real economy, and forging partnerships with companies, while driving a dynamic that benefits portfolio companies. Medium Actual These IROs influence the Group’s business model (performance and reputation), its own operations (integration of values and principles into daily practices), and its value chain (dissemination of values and principles). Opportunity Reputational Brand and reputation development leading to the growth of AuM and associated performances. Short Actual Brief description regarding responsible investing Category Type Description Term Likelihood Business model, own operations and value chain Impact Positive Launching thematic and/or impact strategies enables asset managers to act as catalyst to build a more sustainable and resilient economic system. Long Potential These IROs influence the Group’s business model (ESG integration into investment strategies) and its value chain (enhanced engagement efforts to improve the ESG performance of portfolio assets and relationships with investor‑clients). Opportunity Operational efficiency Deep understanding of portfolio companies’ ESG performance, integration of ESG factors, as well as engagement with portfolio companies on sustainability issues allows asset managers to generate superior returns. Long Potential Opportunity Reputational Launching thematic and/or impact strategies enables to attract AuM from investor‑clients concerned about impact. Long Potential Material IROs and their interaction with strategy and business model Tikehau Capital’s corporate culture and responsible investing strategy are embedded into the Group’s business model, value chain, strategy, and decision‑making. This integration strengthens relationships with stakeholders, attracts and retains talent, improves the Group’s resilience, and supports long‑term value creation; these effects are expected to be sustained over time. Resilience of Tikehau Capital to address material impacts and risks, and to take advantage of material opportunities Tikehau Capital demonstrates resilience in addressing material impacts while capitalising on opportunities through its responsible investing strategy, complemented by a culture of entrepreneurship, a broad geographic and asset class diversification, a robust equity base and a strong alignment of interests. Through a disciplined approach and dedicated efforts, the Group integrates sustainability across its investment processes and organisational structure, thereby supporting the development of tailored investment solutions that combine performance with sustainable value creation for the Group and all its stakeholders. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT247
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4. – – Sustainable development Sustainability Statement 4.2.1.5 Additional information specific to the entity Tikehau Capital’s policies, actions, metrics and targets relate to the following material IROs raised during the DMA. Operating expenditure for implementing Tikehau Capital’s responsible investing approach is primarily limited to the remuneration of dedicated sustainability experts, as well as costs related to ESG ratings and data acquisition. Brief description regarding corporate culture Category Type Description Term Likelihood Business model, own operations and value chain Impact Positive Embodying Tikehau Capital’s core values is essential for creating innovative solutions, financing the real economy, and forging partnerships with companies, while driving a dynamic that benefits portfolio companies. Medium Actual These IROs influence the Group’s business model (performance and reputation), its own operations (integration of values and principles into daily practices), and its value chain (dissemination of values and principles). Opportunity Reputational Brand and reputation development leading to the growth of AuM and associated performances. Short Actual Brief description regarding responsible investing Category Type Description Term Likelihood Business model, own operations and value chain Impact Positive Launching thematic and/or impact strategies enables asset managers to act as catalyst to build a more sustainable and resilient economic system. Long Potential These IROs influence the Group’s business model (ESG integration into investment strategies) and its value chain (enhanced engagement efforts to improve the ESG performance of portfolio assets and relationships with investor‑clients). Opportunity Operational efficiency Deep understanding of portfolio companies’ ESG performance, integration of ESG factors, as well as engagement with portfolio companies on sustainability issues allows asset managers to generate superior returns. Long Potential Opportunity Reputational Launching thematic and/or impact strategies enables to attract AuM from investor‑clients concerned about impact. Long Potential TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 248
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement 4.2.1.5.1 What sets Tikehau Capital apart Tikehau Capital is defined by its entrepreneurial mindset. Tikehau Capital actively manages the savings entrusted by financial institutions, private companies, public bodies, and individuals worldwide with a focus on sustainability, efficiency, and responsibility. Tikehau Capital has developed a wide range of expertise across four asset classes as well as multi‑asset and special opportunities strategies. Alignment of interests remains central to Tikehau Capital’s culture, and as such Tikehau Capital also invests its own capital alongside investor‑clients across its strategies. See further details in Section 4.2.1.3.2 (Alignment of interests and integration of sustainability‑related performance in incentive schemes) of this Universal Registration Document. This dual exposure to alternative asset classes is supported by strong partnerships and a multi‑local platform covering Europe, the Middle East, Asia, and North America. ASSET MANAGEMENT ACTIVITY Targeted investment themes Integration of ESG criteria Actions for climate and biodiversity INVESTMENT ACTIVITY Sustainable bonds issuances incorporating ESG criteria 69% of Tikehau Capital's investment portfolio invested in its asset management strategies CREDIT REAL ASSETS PRIVATE EQUITY CAPITAL MARKETS STRATEGIES DIFFERENTIATING MODEL At Tikehau Capital, sustainability is embedded across the entire investment cycle and throughout the organisation. Since signing the United Nations Principles for Responsible Investment ("UNPRI") in 2014, efforts have been deployed each year to improve the Group’s responsible investing strategy. Tikehau Capital has adopted a “Sustainability by design” approach, which combines exclusions, ESG integration, and engagement activities where applicable and is fully integrated throughout the investment cycle of its asset management activity. Additionally, the Group has developed a thematic investing platform to align capital with global priorities. From climate to resilience investment, Tikehau Capital aims to target sectors where long‑term sustainability is deeply linked to financial performance. An impact framework has also been designed relying on globally recognised impact standards. Key indicators As at 31 December 2025 As at 31 December 2024 Percentage of AuM governed by the “Sustainability by design” approach 94% 77% Source: Tikehau Capital analysis Finally, Tikehau Capital has established dedicated sustainability teams to ensure the effective integration of ESG considerations across all levels of the organisation. Sustainability experts are functionally and hierarchically integrated within each business line and are coordinated by a central Group‑level sustainability team according to the following principles: The central team is responsible for (i) coordinating the Group’s sustainability strategy and advancing Group’s ESG policies, (ii) ensuring ESG integration across business lines, (iii) supervising major transversal projects, (v) organising and leading ESG Committees and (vi) sustainability reporting at Group‑level; P Each business line team is responsible for (i) overseeing the integration of ESG policies into all activities and by all teams, (ii) increasing the ESG and impact skills of the teams, (iii) participating in commitment measures with portfolio companies or in progress plans for real assets. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT249
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4. – – Sustainable development Sustainability Statement CREDIT REAL ASSETS PRIVATE EQUITY CAPITAL MARKETS STRATEGIES Dedicated team of sustainability experts Dedicated team of sustainability experts GROUP Senior management and sustainability experts Dedicated team of sustainability experts Dedicated team of sustainability experts A dedicated sustainability team within each business line that understand the specificities of the asset class and work within the investment team… …Coordinated at group level by a central team that provides the strategic direction on sustainability Since 2022, each business line undertakes a periodic review of its sustainability strategy. These reviews are conducted jointly by the Deputy CEO, the Chief Sustainability Officer, the business line manager and the dedicated sustainability team, with a focus on assessing priorities and achievements. In addition, sustainability team members represent the Group within ESG and impact working groups of leading professional associations. As of 31 December 2025, the sustainability team comprised 14 permanent people. ESG specialists were also designated within the risk, IT and data management teams. Key indicators As at 31 December 2025 As at 31 December 2024 Number of employees in the sustainability team 14 14 Source: Tikehau Capital analysis. 4.2.1.5.2 4.2.1.5.2.1 Responsible investing Policies The following policies apply to the Group’s Asset Management activity and have been approved by the SSOC. Responsible investing charter Tikehau Capital has developed a responsible investing charter that outlines the full spectrum of responsible investment approaches adopted by the Group, informed by market standards and regulatory frameworks. This charter is available on the Group’s website and intranet. Exclusion policy The exclusion policy sets out clear criteria and thresholds to restrict or prohibit investments in companies, sectors, or activities for which negative impacts on the environment or society have been demonstrated. This policy has been developed on the basis of the most objective criteria possible and is guided by existing regulatory and international frameworks e.g., national laws and regulations, the International Bill of Human Rights, or recommendations from international agencies. (1) The policies apply on a best effort basis for investments in funds of funds, in infrastructure assets and related to crowdfunding. Please note that the exclusion policy also applies to the Investment activity. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 250
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement 4.2.1.5.2.2 At the date of publication of this Universal Registration Document, six activities were excluded from the Group’s investment universe : (i) prohibited weapons , (ii) prostitution and pornography, (iii) fossil fuels, (iv) tobacco, (v) palm oil and (vi) recreational marijuana . This policy is available on the Group’s website and intranet. Sustainability risk monitoring policy The sustainability risk monitoring policy aims to help investment teams identify occurrences that may require enhanced due diligence or action, particularly due to certain ESG characteristics of the sector or the ESG performance of the company concerned (excluding ESG controversies). This approach ensures that appropriate risk mitigation measures are implemented and monitored, ensuring proactive management of identified risks. This policy is available on the Group’s intranet. Engagement and voting policy The engagement and voting policy has been developed to promote active and responsible shareholding by exercising voting rights and engaging in dialogue with portfolio companies in line with best practices and regulatory requirements. In accordance with the provisions of Directive (EU) 2017/828 (“Shareholder Rights Directive II”), the policy notably specifies how the Group exercises the voting rights relating to the shares held in all its portfolios (excluding funds of funds). This policy aims to support long‑term value creation and encourage the improvement of ESG practices within investee companies. This policy is available on the Group’s website and intranet and is applied by all Tikehau Capital companies domiciled in the European Union (Tikehau IM and Sofidy). Actions and metrics The following actions are carried out as part of the Group’s Asset Management activity taking into account asset class‑specific characteristics. Exclusions Upon performing an ESG and compliance assessment, investment teams are required to refer to the exclusion and sustainability risk monitoring policies. For any exemption request, or where an investment is classified as high ESG risk , investment teams must seek approval from the Compliance–Risk–ESG working group. If the risk‑mitigation measures are not deemed satisfactory, this working group may advise (i) not to invest, (ii) to implement enhanced monitoring of the investment with a re‑assessment date, or (iii) to engage in dialogue with the company concerned. Controversies are handled on a case‑by‑case basis. ESG integration Investments in companies Within the Credit (excluding CLO), Private Equity and Capital Markets Strategies business lines, the research and investment teams take into account a common set of ESG themes. An ESG rating must be assigned to each company prior to investment in order to reflect the risks and opportunities related to ESG issues. In order to ensure the robustness of its ESG assessments, Tikehau Capital has chosen to base its ESG rating tool on S&P Global methodologies : This approach enables the Group to (i) maintain a methodology that adapts to evolving ESG standards and stakeholder expectations, (ii) integrate both quantitative and qualitative criteria, (iii) evaluate a company’s performance in relation to its sector, (iv) provide companies with a score that can serve as a roadmap for improving their ESG practices, (v) reinforce external recognition of ESG efforts and (vi) broaden the scope of ESG themes considered in the assessment of companies. The ESG scoring covers a wide range of criteria across environmental (e.g., energy, waste and pollutants, water, climate strategy), social (e.g., labor practices, human rights, human capital management), and governance (e.g., corporate governance, business ethics, transparency) dimensions. Each investment receives a score that reflects its overall ESG risk profile. Based on this score, investments are classified into three categories: acceptable ESG risk, medium ESG risk and high ESG risk. Only investments in companies that represent an acceptable ESG risk are authorised without prior internal approval. Companies with a medium ESG risk are subject to approval by the Compliance‑Risk‑ESG working group. Investments representing a high ESG risk are excluded. (1) (2) (3) (4) (5) (6) The Corporate Sustainability Assessment (“CSA”) is based on a combination of information published by the company, analyses from the media and stakeholders, modeling approaches, and in‑depth engagement with the company; P The “Provisional CSA Fundamental Score,” adapted for companies not covered by the CSA, relies on a combination of information provided by the company and, where applicable, due diligence work carried out by Tikehau Capital’s research and/or investment teams or by third‑party consultants. P According to thresholds defined in the exclusion policy. With a zero‑tolerance standard for companies involved in cluster munitions, land mines, chemical and biological weapons. Only applicable to real estate assets. The actions are implemented on a best effort basis for investments in funds of funds, in infrastructure assets and related to crowdfunding. Please note that exclusions also apply to the Investment activity. According to criteria defined in the sustainability risk monitoring policy. Excluding investments in the Belgian Resilience fund and private equity investments in venture capital. (1) (2) (3) (4) (5) (6) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT251
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4. – – Sustainable development Sustainability Statement For CLO, a proprietary scoring method is used and has been upgraded in 2025. The CLO ESG rating assesses how invested companies address key ESG issues. It takes into account both the transparency of their reporting and the measures implemented to manage challenges such as climate change, diversity, and corporate governance. The rating is based on a combination of quantitative data and qualitative analysis, capturing both current practices and evolution over time. Investments in real estate assets Within real estate activities, proprietary ESG assessment grids have been developed in collaboration with an ESG consultant specialised in real estate, taking into account key frameworks such as the Global Real Estate Sustainability Benchmark (“GRESB”) and the European taxonomy. Prior to any acquisition, an ESG assessment grid must be completed for each transaction to analyse ESG‑related risks and opportunities. These assessments include 15 to 45 ESG criteria, depending on the subsidiary, the fund, and the characteristics of the asset. ESG monitoring Investments in companies Within the Credit (excluding CLO) and Private Equity business lines, the portfolio companies are subject to an annual review of their ESG performance through a dedicated questionnaire. Thanks to companies responses, Tikehau Capital is able to identify risks and/or opportunities relating to ESG factors and monitor the improvements of the ESG performance over time. Where appropriate, the investment and sustainability teams may be encouraged to engage in dialogue with the companies to help identify the risk management strategies in place. Within the Capital Markets Strategies business line and for CLO, the ESG profiles of invested companies are reviewed annually. The monitoring of controversies is overseen by the Controversy Management Committee. The most severe cases may lead to the opening of a dialogue with the investee companies in order to review corrective measures. In 2025, a new provider was selected to enhance oversight, with the deployment of an agentic AI for automated news monitoring, supplemented by analyses carried out by the Group’s sustainability teams. Investments in real estate assets Within the Real Assets business line, external asset managers track asset‑level ESG indicators, which Tikehau Capital’s teams analyse at least once a year. To facilitate data collection and improvements, ESG clauses are incorporated, whenever possible, into tenant leases and contracts with external asset and property managers. Engagement Investments in companies Within the Credit (excluding CLO) and Private Equity business lines, the Group aims to collaborate on ESG topics with the management teams of portfolio companies, the equity sponsor and/or any co‑investors. From the investment decision stage and throughout the holding period, Tikehau Capital promotes the adoption of practices designed to align performance with societal and environmental impact. To raise awareness among management teams from the outset of the investment, whenever possible, an ESG clause is included in the shareholders’ agreements or in the credit documentation. This clause sets out Tikehau Capital’s commitments to responsible investment and requires management teams to pursue a continuous improvement approach, in line with their resources. In recent years, ESG clauses for both Private Equity and Credit have been strengthened to include climate‑related commitments expected of portfolio companies. The Private Equity ESG clause notably requires companies to carry out a carbon footprint assessment and draw up an action plan to reduce their GHG emissions, in line with a Paris Agreement–aligned trajectory, within two years of the investment. To further address key sustainability topics and foster the exchange of best practices, Tikehau Capital teams also launched the Tikehau Impact Club in December 2023. Webinars and in‑person events bring together the Private Equity and Credit communities. More specifically with regard to the Credit business line, the investment and sustainability teams may influence the integration of sustainability issues into business models by conditioning the terms for providing a loan on the ESG performance of the companies. This is the principle of SLLs (also known as ESG ratchets) which include a mechanism for upward or downward adjustment of loan interest rates depending on the achievement of specific ESG criteria. 72% of all private debt transactions carried out in 2025 included such a mechanism. (1) Analysis of new portfolio companies.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 252
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement With regard to the Private Equity business line, the investment and sustainability teams work closely with portfolio companies to develop tailor‑made sustainable development roadmaps to structure their sustainability approach. Targets are defined according to the activity, size and geographical location of each company. Tikehau Capital’s teams assess the company’s position in relation to a sustainable transformation trajectory and in relation to the five “must haves” defined for new Private Equity portfolio companies: As at 31 December 2025, 53% of portfolio companies within the Private Equity business line had adopted a sustainability roadmap. For CLO and within the Capital Markets Strategies business line, engagement aims to preserve long‑term value creation for investor‑clients by enhancing transparency around key ESG risks and opportunities. The sustainability team, in collaboration with the research team, prioritises companies for engagement based on several criteria, including their sustainability maturity and performance, the occurrence of any controversies, and thematic priorities deemed relevant to Tikehau Capital’s strategy, such as net zero. Finally, for listed equity funds, the exercise of voting rights at shareholder meetings is part of the responsible investment strategy. In this context, the Group is committed to voting at general meetings of the shareholders of companies held in the funds it manages (excluding funds of funds). Key indicator As at 31 December 2025 As at 31 December 2024 Percentage of meetings voted across listed equity funds managed by Tikehau Capital asset management affiliates 99% 98% Source: Tikehau Capital analysis. An opportunistic engagement may also be performed when invited to attend conferences, roadshows, or field trips. This provides an opportunity to learn more about companies’ actions, policies, and performance while updating them on areas of focus and scrutiny. Investments in real estate assets For real estate activities, the investment and sustainability teams aim to identify and implement targeted improvement areas to enhance the non‑financial performance of real estate assets under management. They deploy governance tools such as environmental clauses in tenants’ leases or contracts with external property managers. Thematic investing Tikehau Capital views the thematic investment approach both as a strategic opportunity and a driver of positive change. Reflecting evolving trends that are shaping the economy of tomorrow, this approach enables the Group to address societal challenges while pursuing financial performance objectives for its investor‑clients. More specifically, the Group’s thematic investment approach targets companies that provide or implement solutions around four key themes: (i) decarbonisation, (ii) nature and biodiversity, (iii) resilience, and (iv) sustainable cities. Impact investing Tikehau Capital has developed an impact investment approach based on globally recognised frameworks and standards, notably the United Nations Sustainable Development Goals (“UN SDGs”), as well as the work conducted by the Global Impact Investing Network (“GIIN”) including the IRIS+ metrics system, and the framework developed by the Impact Management Project. At least one external board member ;1. (1) A sustainability roadmap within 12 months of acquisition;2. Board‑level discussions on sustainability at least once a year; 3. Carbon footprint assessment within 12 months of acquisition; and 4. A decarbonisation plan with science‑based carbon reduction targets (Science‑Based Targets or “SBTs”) to be set within 24 months of acquisition. 5. (2) (1) Based on ISS Board statistic report for Tikehau Equity Selection, Sofidy Pierre Europe, Tikehau International Cross Assets, Sofidy Selection 1, S.YTIC, Tikehau European Sovereignty Fund. (1) (3) To be considered as an external member of the Board of Directors, the person must not be an employee of the Group, nor of the Company, and must not own more than 5% of the Company’s shares. This includes companies that were within the portfolio as of December 31, 2025, in Article 8 and 9 priority strategies only. The figure is reported to the best of current knowledge and is subject to change following the results of the ESG reporting campaign. IRIS+ is a set of tools and guidelines that translates impact intentions into measurable results. (1) (2) (3) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT253
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4. – – Sustainable development Sustainability Statement As part of its approach, the Group follows a methodology based on five pillars. Intentionality Impact Measurement & Reporting Additionality Independent Assessment Alignment of Interest 1 2 3 4 5 The first pillar of the approach is intentionality, which is based on a clear desire to combine financial performance with concrete commitment to key societal issues. Tikehau Capital’s investment and sustainability teams work with sector experts (including Blunomy and AXA Climate) to define a “theory of change” or an impact logic framework. The second pillar of the approach is impact measurement. Independently of financial performance monitoring, impact measurement offers several additional benefits: (i) at the investment level, it provides a management tool to encourage companies to take action, (ii) at the fund level, it delivers a clear and actionable view of the investment thesis and (iii) at the communication level, it contributes to improving transparency vis-à-vis interested stakeholders (i.e. investor‑clients, companies, the general public) by making the social and/or environmental contribution of investments both observable and quantifiable. The third pillar of the impact approach is additionality, which involves going beyond the simple allocation of capital with the aim of achieving non‑financial results. On the contrary, it is about actively contributing to increasing the positive impact of financed companies and assets. In addition to financial support, many companies and assets financed through impact funds also benefit from tailor‑made support to encourage progress on their sustainability journey. The fourth pillar of the impact approach is the alignment of interests, which is at the heart of Tikehau Capital’s model. The Group is committed to investing in all of its impact funds. In addition, the carried interest of new impact funds is linked to ESG and impact performance criteria, ensuring a direct link between financial incentives and sustainability outcomes. See further details in Section 4.2.1.3.2 (Alignment of interests and integration of sustainability‑related performance in incentive schemes) of this Universal Registration Document. The final pillar of the impact approach is independent third‑party certification, reinforcing accountability and credibility. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 254
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Key indicators (in billion of €) Total Credit Real Assets Private Equity Capital Markets Strategies 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 Total AuM 52.8 49.0 24.5 23.2 14.3 13.6 7.9 6.5 6.2 5.7 AuM in impact funds 5.0 4.8 0.5 0.5 1.1 0.9 3.4 3.4 0 0.03 Source: Tikehau Capital analysis. 4.2.1.5.2.3 4.2.1.6 4.2.1.6.1 4.2.1.6.1.1 4.2.1.6.1.2 Tikehau Capital also differentiates between “sustainable investment” as defined by the SFDR Regulation (Article 9) and “impact investments”, to ensure clarity in its investment approach. Targets Target regarding engagement and voting In 2024, Tikehau Capital set a target to exercise voting rights for more than 80% of general meetings of companies in which the funds managed by the Group’s asset management companies hold voting rights. Target regarding thematic investing In 2021, Tikehau Capital set a target to manage €5 billion in AuM dedicated to climate and biodiversity by the end of 2025. As a direct result of its focused efforts, Tikehau Capital achieved €5.8 billion in climate and biodiversity AuM as of 31 December 2025, therefore exceeding the €5 billion target. See further details in Section 4.2.2.2.6 (Targets and actions: climate and biodiversity AuM) of this Universal Registration Document. Methodology for identifying and assessing IROs In 2025, Tikehau Capital undertook an update of its DMA, building on the results obtained during the previous materiality assessment. The process of identifying and assessing the IROs is presented hereafter. Tikehau Capital integrates the materiality assessment into its overall risk management framework. See further details in Section 2.1.6 (Double Materiality Analysis) of this Universal Registration Document. Disclosures on the DMA process Please note that the DMA benefited from the active involvement of external experts, whose independent perspectives and technical guidance contributed to the overall process. Identification and assessment of affected stakeholders A comprehensive identification and assessment of affected stakeholders were conducted, based on their materiality concerning Tikehau Capital’s performance and their impact on ESRS sustainability topics. This process enabled the prioritisation of stakeholder categories for engagement. Specific materiality criteria were then established to determine which individual stakeholders would be engaged in the DMA. As a result of this assessment, the stakeholder categories deemed most relevant for Tikehau Capital’s DMA include: Relevancy assessment All sustainability topics covered by the ESRS were reviewed to determine their relevance to the Group’s own operations and investment value chain. This step made it possible to identify topics that are not relevant and to consolidate certain topics to facilitate a more effective assessment of double materiality. Please note that, in order to incorporate the perspectives of affected stakeholders, a comprehensive engagement process was undertaken: The sustainability topics considered not relevant are presented below: (1) For internal stakeholders: research, investment, sustainability, tax, sales and marketing, investor relations, human capital, and IT; P For external stakeholders: portfolio companies, real estate asset managers, investor‑clients, banks and lenders. P Internal experts were consulted to refine the analysis and validate the results obtained; P Both internal and external stakeholders were invited to provide feedback and highlight any missing sustainability topics in the initial analysis that they believed should be included. P For more details on the definition of “sustainable investment”, please refer to the Sustainable Investment Methodology available on the Group’s website. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT255
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4. – – Sustainable development Sustainability Statement ESRS Subtopics not relevant Rational related to own operations Rational related to investment value chain ESRS E2 Pollution The Group’s activities do not fall under Annex I, Division 20.2, of Regulation (EC) No. 1893/2006. The Group’s investments are (i) primarily located in Europe, where strict environmental regulations (notably the REACH regulation) apply and pollution levels are closely monitored, and (ii) minimally exposed (around 0.5%) to sectors most likely to generate pollution related to hazardous substances. Risks are monitored and continuously reassessed. ESRS E3 Water and marine resources The Group’s activities do not involve any significant discharges or withdrawals of water. Since water is not an input for financial services, the Group’s water consumption is limited to standard office use. This assessment is consistent with sector standards developed by the Sustainability Accounting Standards Board (“SASB”), which does not identify water management as a material issue for the asset management sector and related activities. ESRS S1 Own workforce and ESRS S2 Workers in the value chain The Group’s activities are not part of high‑risk sectors for child labour and forced labour. The Group operates within a French and European legal framework that governs the prevention, detection, and sanctioning of such practices, and adheres to the human rights measures described in its code of conduct. Furthermore, as a French company with more than 50 employees, the Group contributes to the “1% logement” ("PEEC") tax to support housing initiatives, with no significant associated risks. ESRS S3 Affected communities Substance of concern, substances of very high concern and microplastics P Water withdrawalsP Water consumptionP Water discharges and water discharges in the oceans P Extraction and use of marine resources P The Group’s investments are concentrated in sectors with limited exposure to water‑related issues. The analysis conducted for the Asset Management activity using the ENCORE database showed that, regardless of the category of pressure on water resources, the share of investments in high‑impact sectors remains below 1%. P Additionally, no issues regarding water discharges have been raised by stakeholders. The ESG rating framework has also been enhanced with measures to monitor these factors within portfolio companies. P Child labourP Forced labourP Adequate housingP Adequate foodP Water and sanitationP Land‑related impactsP Security‑related impactsP Freedom of expression and freedom of assembly P Impacts on human rights defenders P Free, prior and informed consent and Self‑determination and cultural rights P Tikehau Capital does not directly influence food production, distribution, or agricultural practices, though it may invest in agribusiness. The Group does not manage water or sanitation resources, and its involvement in land use remains indirect, focusing on regulatory compliance rather than direct engagement with land rights. P As a group operating in the financial sector, Tikehau Capital is not responsible for community security or safety, nor does it actively engage in issues related to free speech, assembly, or human rights advocacy beyond corporate social responsibility initiatives. P Regarding indigenous populations, while the United Nations ("UN") estimates over 476 million indigenous people worldwide, recognised indigenous communities in Europe are limited to the far north and far east. Tikehau Capital operates in major cities and is not directly exposed to indigenous populations. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 256
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement ESRS Subtopics not relevant Rational related to own operations Rational related to investment value chain ESRS S4 Consumers and end‑users ESRS G1 Business conduct Tikehau Capital’s operations do not directly involve animal welfare, as the Group provides financial products and services rather than engaging in industries that handle animals or animal‑derived products. The Group’s sustainability risk monitoring policy considers animal welfare offences and invites investment teams to consult the Compliance‑Risk‑ESG working group in case of doubt (for example, activity related to fur and specialty leather). However, to the date of this Sustainability Statement the exposure of the Group to these thematic is very limited. 4.2.1.6.1.3 4.2.1.6.1.4Impacts, risks and opportunities A preliminary identification of IROs for each material sustainability matters was performed using recognised sustainability frameworks, including: IROs have each been characterised based on key attributes: The completeness and relevance of the identified IROs were further reviewed through a multi‑layered validation process which involved internal experts, internal and external stakeholders and ultimately the SSOC and the CSRD Steering Committee. Materiality assessment Tikehau Capital engaged both internal and external stakeholders to assess the impact and financial materiality of identified IROs. Stakeholders provided evaluations based on their respective expertise and category, ensuring a comprehensive assessment. Additionally, an exhaustiveness test was conducted by analysing sustainability reports from external stakeholders to verify completeness. Impact materiality Impact materiality refers to the significance of a sustainability matter based on the positive or negative impacts that Tikehau Capital has on people or the environment. The impact materiality assessment was carried out on the Group scope, covering all geographic areas and taking into account the Group’s own operations as well as its value chain. Each impact was evaluate based on the following criteria: Health and safetyP Security of a personP Protection of childrenP Limited access to investment services can contribute to financial constraints affecting medical expenses. However, Tikehau Capital primarily serves investor‑clients in OECD countries, where healthcare systems operate independently of investment service accessibility. P The Group focuses on providing financial products and services rather than physical goods that could pose personal safety risks. While the financial sector prioritises data security and fraud prevention, personal safety concerns are more relevant to industries dealing with physical products or services. As such, Tikehau Capital ensures operational integrity but has limited direct involvement in personal safety matters. P Animal welfareP Climate Disclosure Project (“CDP”) for climate‑related topics; P Global Reporting Initiative (“GRI”) for broader sustainability reporting; P Sector‑specific analyses, such as United Nations Environment Programme Finance Initiative’s (“UNEPFI”) climate risk framework for the real estate sector. P Nature: financial materiality or impact materiality;P Type: impact, risk, or opportunity;P Time horizon: short‑term (<1 year), medium‑term (1 to 5 years) or long‑term (>5 years); P Status: actual or potential;P Impact direction: positive or negative impact.P Scale: substantial, moderate, limited or no impact;P Scope: global, regional or local;P Remediability (for negative impacts): difficult, requiring effort (time/cost) or easily reversible; P Likelihood (for potential impacts): certain, probable or unlikely; P Aggravation (evolution over time): increasing, stable or decreasing. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT257
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4. – – Sustainable development Sustainability Statement 4.2.1.6.1.5 The impact materiality score was then calculated using the following formula: Scale ✱ Scope 2 Maximum score possible in each category ✱ Remediability (for negative) ✱ Likelihood (for potential) ✱ Aggravation This approach ensured that impacts were weighted appropriately across characteristics, allowing for comparison between different assessed impacts. In accordance with regulatory requirements, if a potential negative impact on human rights had been identified, the calculation would have been adjusted to ensure that severity outweighed probability. However, no such impacts were identified within Tikehau Capital’s own operations or investment value chain. Financial materiality Financial materiality refers to the significance of a sustainability matter based on its potential to generate risks or opportunities that could reasonably be expected to affect Tikehau Capital’s financial position, financial performance, cash flows, access to finance or cost of capital. These risks and opportunities often arise from the Group’s impacts on, and dependencies upon, resources and business relationships across its own operations and value chain. The financial materiality was assessed using the same methodology as Tikehau Capital’s global risk mapping, which is conducted annually by the internal audit team. Each risk or opportunity was evaluated based on the following criteria: The financial materiality score was then calculated using the following formula: Impact + Probability This method enabled consistent evaluation and prioritisation of financial risks and opportunities in line with internal risk management frameworks. Exhaustiveness test regarding other external stakeholder assessments To verify the completeness of Tikehau Capital’s materiality assessment, a review of sustainability reports from external stakeholders was conducted. For each external stakeholder (except one, where no report was available), the three most significant risks and opportunities, as well as the three most material impacts, were identified and mapped against ESRS topics. This review ensured that no relevant sustainability topics identified by key stakeholders were omitted from Tikehau Capital’s final list of material topics. Reporting The data collected from internal and external stakeholders was systematically analysed to determine the weighted impact and financial materiality of each identified IRO. This analysis formed the basis for developing Tikehau Capital’s double materiality matrix. Materiality for each IRO was determined based on the following thresholds: The results for impact and financial materiality were then aggregated at the Relevant Sustainability Matter (“RSM”) level, ensuring a structured and holistic view of material topics across Tikehau Capital’s own operations and value chain. The results were formally reviewed and validated during joint meetings of the Audit and Risk and Governance and Sustainability Committees. Non‑material topic: resource use and circular economy Within its own operations, Tikehau Capital has not conducted a detailed analysis of its incoming and outgoing resources or waste management. As a service‑sector entity, the French accounting authority (Autorité des Normes Comptables or “ANC”) recognises that low‑resource consumption activities, not reliant on rare materials and generating minimal waste, particularly hazardous waste, such as certain service‑based operations, can be excluded a priori. Furthermore, the Group’s activities do not fall within the seven priority sectors of the EU Circular Economy Action Plan, which primarily targets electronics and information and communications technology (“ICT”), batteries and vehicles, packaging, plastics, textiles, construction and buildings, as well as food, water, and nutrients. Impact: the potential change (positive for opportunities, negative for risks) in AuM or shareholders’ equity; P Probability: the likelihood of occurrence or recurrence.P Impact materiality: an IRO was classified as material impact if its average impact materiality score reached or exceeded 50% of the maximum possible score; P Financial materiality: an IRO was considered financially material if its average financial materiality rating was 5 or higher (out of 8), in alignment with Tikehau Capital’s global risk mapping methodology. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 258
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement 4.2.1.6.2 4.2.1.6.2.1 4.2.1.6.2.2 4.2.1.6.2.3 4.2.1.7 Within its value chain, Tikehau Capital has identified two main risks and one opportunity related to resource use and circular economy: Additionally, a potential impact could result from the implementation of dedicated programmes by portfolio companies to contribute to improved resource efficiency. The stakeholder consultation as part of the DMA process did not identify this topic as material. However, to enhance future analysis, Tikehau Capital has since then incorporated energy consumption efficiency and waste management indicators into its ESG scoring framework. This will enable a deeper assessment of sector‑specific resource use impacts in alignment with the EU Circular Economy Action Plan. No consultations with affected communities have been conducted as part of these analyses. Update of materiality assessment The process followed by Tikehau Capital to update its DMA is described below. In line with CSRD requirements, the DMA will be updated every year to take into account any changes in the environment, regulations or scope that have occurred since then. It should be noted that the scope of consolidation underwent minor adjustments over the reporting period. These changes, which are not material, do not impact the comparability of the information presented with 2024. Sector allocation review Sector allocations between 31 December 2024 and 30 June 2025 were compared using Moody’s sector classifications to identify any significant changes across all sectors, including those considered high‑risk. This analysis was carried out for both Investment and Asset Management activities, based on a review produced by the risk department. The results confirmed that overall sector allocation remained largely unchanged, with only limited movements between sectors, all of which being below 5%. Benchmark analysis A comparative analysis of ESRS implementation and the identification of IROs was conducted among comparable asset managers that published CSRD reports in 2024. This benchmarking exercise confirmed that all ESRS topics deemed material by Tikehau Capital were likewise considered material by comparable asset managers, confirming the consistency of the approach with industry standards. While the other ESRS topics were addressed by only a limited number of comparable asset managers, the DMA conducted in 2024 determined that these topics are not material for the Group’s own operations or value chain, primarily due to limited exposure to high‑risk sectors and geographies. Biodiversity analysis Methodological enhancements have been implemented in the biodiversity assessment to support a more targeted and evidence‑based identification of material topics. Through the assignment of NACE codes to each invested company and the utilisation of the ENCORE database to evaluate not only pressures but also dependencies using a standardised scale, the identification and quantification of biodiversity‑related risks have been achieved with increased precision. This analysis has confirmed that biodiversity constitutes a material topic for Tikehau Capital, reflecting the dependencies and impacts identified. Since the last DMA, the pressures exerted by Tikehau Capital’s Asset Management activity on biodiversity have remained the same. This stability supports the update of the DMA by confirming that no new topic has emerged as material thereby validating the robustness of the initial assessment. Disclosure requirements covered by the Sustainability Statement See further details in Section 4.2.4.3 (List of ESRS disclosure requirements covered by the Sustainability Statement) and in Section 4.2.4.4 (List of datapoints in ESRS 2 and topical ESRS that derive from other EU legislation) of this Universal Registration Document. The materiality of information to be disclosed in relation to the material IROs was assessed based on its relevance to the specific IRO, and its usefulness for the decision‑making of the main users of sustainability information. A transition risk primarily linked to regulatory adaptation requirements; P A reputational risk arising from evolving stakeholder expectations and regulatory scrutiny; P An investment opportunity driven by changing market demand and regulatory incentives. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT259
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4. – – Sustainable development Sustainability Statement 4.2.2 ENVIRONMENT 4.2.2.1 4.2.2.1.1 4.2.2.1.2 4.2.2.2 4.2.2.2.1 4.2.2.2.2 4.2.2.2.2.1 Disclosures pursuant to Article 8 or Regulation 2020/852 (taxonomy regulation) Perimeter As a publicly listed company and the head of the Group, the Company is subject to certain obligations under the Taxonomy Regulation, which governs, among other things, the disclosure of information on the sustainability of the economic activities of covered companies. This regulation distinguishes between financial and non‑financial companies, with each category being subject to different requirements. The Company implements the requirements of the Taxonomy Regulation applicable to non‑financial companies, as defined by Delegated Regulation (EU) 2021/2178, adopted under the Taxonomy Regulation, insofar as it is neither: an alternative investment fund manager ("AIFM") within the meaning of the AIFM Directive, nor a management company or a self‑managed investment company within the meaning of the Undertakings for Collective Investments in Transferable Securities ("UCITS") Directive; In Communication C/2023/305, intended for non‑financial companies and published in the Official Journal of the European Union in October 2023 for application in 2024, the Commission specified that when a parent company "identifies significant differences between the risks for the group or the impacts of the group and the risks for one or more of its subsidiaries or the impacts of one or more of its subsidiaries," the consolidated sustainability information published by the parent company must "also include [KPIs] related to the taxonomy at the subsidiary level within the contextual information." The Company holds certain subsidiaries that, if individually subject to the Taxonomy Regulation, would be classified as financial companies under Delegated Regulation (EU) 2021/2178. In light of the Commission's Communication, the Company has therefore deemed it appropriate to assess whether it is necessary to publish KPIs for certain of these subsidiaries. Among them, only Tikehau IM and Sofidy, which represent a very significant share of the Group’s assets under management, are required to disclose sustainability information under Article 29 of the Energy‑Climate Law. The Company has reviewed the information that must be published in this context by these two subsidiaries and has not identified significant differences, in terms of risks or impacts, between these subsidiaries and the Group. Thus, the publication of taxonomy‑related KPIs for these subsidiaries does not appear necessary for understanding the Group’s sustainability position. The Company remains attentive to ongoing regulatory developments and continues to assess the impact of the Group’s activities on sustainability. Taxonomy assessment Over the 2025 financial year, several entities within the Group's consolidated accounting scope - Tikehau Capital, Tikehau IM, Sofidy and Homunity - engaged in activities relating to the environmental taxonomy objectives. These activities included (i) the acquisition and ownership of buildings and (ii) the renovation of existing buildings, both conducted through Sofidy’s direct ownership and/or long‑term capitalised leases on real estate assets. In accordance with IFRS 16, the Group records a “right‑of‑use” asset and a lease liability for most leases and these are presented on the balance sheet. Please see details in Note 27 IFRS 16 “Leases” of this Universal Registration Document. As of 31 December 2025, none of the Group’s revenue and less than 3% of its operating expenses ("OpEx") were taxonomy‑eligible. Although a significant proportion of the Group’s capital expenditures ("CapEx") was eligible, the rented buildings did not meet the required energy performance thresholds. In addition, the renovations carried out during the year did not achieve the 30% reduction in primary energy consumption required. Consequently, at this date, the proportion of revenue, CapEx and OpEx aligned with the taxonomy was nil. Lastly, the measurement of these indicators was not validated by an external body, other than the provider’s auditors for the sustainability report (see details in Section 4.2.4.1 (Taxonomy reporting) of this Universal Registration Document). Furthermore, given the limited scope of activities directly undertaken by the Group that qualify as taxonomy‑eligible, Tikehau Capital currently has no plans to align its revenues or OpEx with the taxonomy criteria. Climate change Integration of sustainability‑related performance in incentive schemes Tikehau Capital integrates sustainability‑related performance in incentive schemes, including climate‑related considerations. See further details in Section 4.2.1.3.2 (Alignment of interests and integration of sustainability‑related performance in incentive schemes) of this Universal Registration Document. IROs management Impacts on climate change The impacts on climate change related to the Group’s GHG emissions were assessed across Tikehau Capital’s own operation and investment value chain. See further details in Section 4.2.2.2.9 (Gross scopes 1, 2, 3 and total GHG emissions metrics) of this Universal Registration Document. a credit institution;P an investment firm;P an insurance company;P a reinsurance company.P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 260
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement 4.2.2.2.2.2 Physical and transition risks With respect to Tikehau Capital’s own operations, the impact of physical risks is reduced due to the predominantly leased premises. The Group nevertheless incorporates the potential impacts of these risks into its risk management framework and its business continuity plan. With respect to the Group’s investment value chain, annual climate risk assessments are carried out in partnership with external experts. Climate and nature risk screening Tikehau Capital has mandated AXA Climate to develop a sectoral screening tool to identify and assess climate‑related risks (both physical and transition risks) and nature‑related risks associated with its investments by 2030 (in line with the holding period of the assets, the duration of the investment vehicles, and the Group’s financial objectives). The screening covers the following risks: The impact assessment was based on scenarios developed according to their relevance for the risk studied: The analysis encompasses 21 economic activity sectors, derived from a consolidation of Moody’s industrial categories. The risk level for each sector is assessed by considering its exposure and vulnerability to climate and nature‑related risks, with an emphasis on Europe due to the Group’s asset concentration in the region. Each sector is assigned a risk level on a four‑tier scale: low, medium, high, and very high. This assessment is conducted at the sectoral level and does not account for the specific location of assets or their corresponding mitigation actions. Sector‑level analysis of climate- and nature‑related risk exposure for the Group’s AuM Risk studied Indicator Climate‑related physical risks By 2030, the most at‑risk sector identified is the agri‑food industry, which represents approximately 1.2% of Tikehau Capital’s AuM (compared to 2% in 2024). Sectors classified as having a medium level of risk account for approximately 64% of Tikehau Capital’s AuM (compared to 65% in 2024), and notably include real estate, high‑tech, health, construction and public works, aerospace and defence, and consumer goods. Climate‑related transition risks By 2030, the sectors most at risk are the transport, automotive, construction and public works, aerospace and defence, electricity and non‑renewable energies sectors, which account for approximately 12% of Tikehau Capital's AuM (compared to 10% in 2024). The recurring transition risks identified are particularly related to compliance with climate‑related policies, as well as the costs of transitioning to lower‑emissions technologies. Nature‑related risks The sectors most at risk (all medium‑level) are the agri‑food, steel and mining sectors, which account for approximately 1.4% of Tikehau Capital’s AuM (compared to 2% in 2024). Physical risks including (i) acute risks (natural hazards caused by sudden and destructive events) and (ii) chronic risks (associated with long‑term changes in climate conditions); P Transition risks including (i) regulatory risks, (ii) market and technological risks, and (iii) reputational risks; P Nature‑related risks including (i) physical risks related to nature arising from dependencies on nature and occurring when natural systems are degraded due to the impact of climate events or the collapse of ecosystem services, (ii) nature‑related transition risks resulting from changes in the regulatory, policy, or societal landscape, and (iii) systemic risks stemming from the failure of the entire system. P Physical risk has been assessed according to scenario SSP5‑8.5 for the 2030 horizon; P (1) Transition risk has been assessed according to scenario net zero for the 2030 horizon; P (2) Nature risk has been assessed as of today.P The RCP8.5 or its latest update, the SSP5‑8.5 scenario, is the most pessimistic climate scenario of the IPCC that would lead to a mid‑century warming of 1.9°C to 3°C above pre‑industrial levels (1850‑1900). Based on the Network for Greening the Financial System ("NGFS") scenarios. (1) (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT261
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4. – – Sustainable development Sustainability Statement The results of the climate‑related transition risk analysis enabled the identification of sectors that will require significant efforts to be compatible with a transition to a climate‑neutral economy. More detailed assessments will be carried out, where relevant, on the sectors identified as being highly exposed to climate and nature‑related risks. Deep dive: Real Estate Tikehau Capital assesses the climate risks associated with its real estate assets by evaluating both (i) the exposure of the assets to these risks and (ii) their vulnerability . To develop this methodology, the Group partnered with the ESG advisor Wild Trees, drawing on their expertise in ESG practices and climate change adaptation for the real estate sector. This methodology enables the risk assessment across all assets of the portfolio, accounting for all hazards identified by the Taxonomy that are relevant to real estate. For all risk indicators displayed below, the methodology is based on the public framework provided by the Observatoire de l’Immobilier Durable ("OID"), which is incorporated into its R4RE tool. The Intergovernmental Panel on Climate Change ("IPCC") scenario used is SSP5‑8.5, which is the most pessimistic climate change scenario. The default calculation horizon is set to 2050, in line with the European taxonomy and with the holding period of a real estate asset. Exposure scores vary depending on whether the asset is located in France or in the rest of Europe. Exposure was analysed using two different models, one for France and one for the rest of Europe. The France model provides more granular assessments as exposure calculations in France are based on a greater number of detailed indicators. For example, since a significant portion of the portfolio’s assets are situated in urban environments, the urban heat island effect is an important factor to consider when calculating heatwave exposure. In the current risk assessment methodology, this effect is only accounted for in the France model, which results in assets located in France generally receiving slightly higher ratings for heatwave hazard exposure. For vulnerability scores, calculations for missing hazards were developed by Wild Trees, along with asset profiles. These profiles take into consideration factors like the asset’s usage type and help infer key technical characteristics that are crucial for assessing vulnerability such as, the presence of a basement, facade materials or the type of cooling/heating system. Exposure and vulnerability scores are combined into a single risk score. These risk scores are then categorised on a five‑level scale, ranging from “very low” to “very high” to facilitate clearer data interpretation. It is important to note that this approach does not measure a risk of loss in asset value but rather evaluates the likelihood of risk occurrence, including exposure and vulnerability. The results of the exercise are summarised in the tables below. The numbers displayed are the risk scores, i.e. the combination of assets’ exposure and vulnerability scores. The risks selected for disclosure are the risks of heat waves, rainfall and floods, and droughts which are considered the most material for the real estate portfolio of Tikehau Capital: Proportion of real estate assets in France at risk of climate hazards in 2050 (SSP5‑8.5), as a percentage of AuM Risk Low or very low risk Medium risk High or very high risk Heat waves 1% 4% 95% Rainfall and floods 10% 31% 59% Droughts 25% 22% 53% 31 December 2025 analysis, coverage rate of 96%. KPIs are presented as at 31 December 2025, based on the latest asset valuations available at the time of reporting. Where the 31 December 2025 valuation was not yet available, the most recent prior valuation has been used. Please note that some assets are not covered by the analysis for the following reasons: (i) assets not located by R4RE (imprecise addresses), (ii) assets located, but no risk analysis provided by the tool. Assets outside the R4RE scope (Europe only) were not included in the coverage rate calculation. (1) Exposure to climate risks refers to the location of properties (houses, buildings, etc.) in areas that are prone to extreme weather events, such as floods or storms. Vulnerability, on the other hand, is about how well these properties can withstand the impact of these risks, considering factors like the quality of construction, protective features, or any adaptation measures in place. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 262
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Proportion of real estate assets in Europe (excluding France) at risk of climate hazards in 2050 (SSP5‑8.5), as a percentage of AuM Risk Low or very low risk Medium risk High or very high risk Heat waves 2% 19% 79% Rainfall and floods 11% 19% 70% Droughts 66% 4% 30% 31 December 2025 analysis, coverage rate of 86%. KPIs are presented as at 31 December 2025, based on the latest asset valuations available at the time of reporting. Where the 31 December 2025 valuation was not yet available, the most recent prior valuation has been used. Please note that some assets are not covered by the analysis for the following reasons: (i) assets not located by R4RE (imprecise addresses), (ii) assets located, but no risk analysis provided by the tool. Assets outside the R4RE scope (Europe only) were not included in the coverage rate calculation. Regarding heat risk, the predominantly high or very high levels are partly because, under the SSP5‑8.5 scenario, exposure to heatwaves is projected to be high across most of Europe by 2050. This is further amplified by conservative assumptions about the buildings’ characteristics in the asset profiles. Exposure to rainfall and floods ranges from low to very high, which is mainly explained by the high average vulnerability, stemming from conservative assumptions in the asset profiles. Below is a map displaying the drought risk for all real estate assets in Tikehau Capital’s portfolio. For this map, exposure risk levels are calculated exclusively using R4RE’s Europe model to enable comparability between French and other European assets: TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT263
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4. – – Sustainable development Sustainability Statement To monitor its portfolio exposure and vulnerability to climate risks over time, Tikehau Capital will continue to perform climate‑related physical risks assessment on its existing portfolio annually. Since the end of 2023, Tikehau Capital also systematically performs climate‑related physical risks assessment at acquisition for new investments. In 2025, Tikehau Capital made progress in developing tools to support the definition and implementation of climate adaptation action plans across its real estate assets. The following tools were created: These tools are currently being deployed across the various real estate portfolios managed by Tikehau Capital, with the aim of mainstreaming climate risk adaptation in the Group’s real estate operations. Deep dive: Capital Markets Strategies For Capital Markets Strategies funds managed by Tikehau IM, scenario analysis was conducted to assess the impacts of climate change on portfolio valuation under different global warming scenarios through to 2050. These scenarios were published by the French prudential supervisory authority (Autorité de contrôle prudentiel et de résolution or “ACPR”) in July 2023 and by the NGFS in November 2024. The four scenarios considered are: Action plan generator: this tool generates tailored adaptation action plans for individual assets based on data such as asset typology and risk exposure; P Action sheets: dedicated action sheets were prepared for the most important adaptation measures identified by the action plan generator tool. These sheets provide a precise description of each action, specifying the types of buildings and investment stages where the action is applicable. They also include indicative cost estimates and detailed implementation guidelines; P Adaptation specifications: a set of detailed recommendations intended to be integrated into construction and renovation projects, this document provides best practices to address climate adaptation— especially in line with the requirements of the EU taxonomy on adaptation. P (1) Baseline scenario: the baseline scenario is close to the base economic scenario published by the International Monetary Fund (“IMF”). This scenario does not bear any transition costs since no specific climate policies are implemented, and no financial impact of physical risks is taken into account. This is a fictitious scenario used for comparison purposes; P Short‑term scenario: abrupt and immediate transition: sudden and severe transition scenario assumes a strong but short‑term financial impact on risk assets due to an abrupt transition. The main climate‑related impacts are financed by government budgets, resulting in a sudden increase in government bond yields. The economic situation following the shock deteriorates significantly, leading to lower rates while spreads remain high. The benefits of the climate transition are gradually reflected in the economy, thus improving the situation of corporates and sovereigns. This scenario mirrors the short‑term scenario used in the previous exercise, with financial variables updated as of 31 December 2024; P Below 2°C scenario: this scenario involves relatively limited market shocks compared to the delayed transition scenarios and, above all, to short‑term scenarios, especially for risk assets. Published by the ACPR, it is aligned with the Paris Agreement’s reference pathway and was used in the previous exercise; P Delayed transition scenario: As its name suggests, this scenario models a delayed recognition of climate realities, which begins only from 2031, at which point government bond yields start to rise. As a result, companies experience the negative effects more gradually and much less intensely than under the short‑term scenario. P Source: Solfica, 2025. Climate stress test report 2024 for Capital Markets Strategies of Tikehau IM.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 264
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement The baseline, delayed transition, and below 2°C scenarios all display very similar profiles in terms of rate evolution. Only the short‑term scenario is more pronounced, but over a brief period, as illustrated in the following chart of 1‑year swap rate trends. Euro 1‑year swap rate evolution under different scenarios 9% 8% 7% 6% 5% 4% 3% 2% 2024 2030 2035 2040 2045 2050 Short Term Delayed transition Baseline Below 2°C The latest available assessment was conducted in June 2025 based on the portfolio as of 31 December 2024 and the following assumptions: Market shocks in the delayed scenario are not strong enough to significantly affect results due to the portfolio’s short duration. Only the short‑term scenario has a noticeable, though temporary, impact on financial valuations. Annual maximum deviation of market values compared to the baseline scenario Scenario Worst year Max deviation vs baseline Below 2°C 2033 -0.5% Delayed transition 2035 -0.5% Short‑term 2027 -8.9% The spread shock in the short‑term scenario results in overall unrealised losses, with a peak loss of 8.6% in 2027. Slightly higher default rates are also recorded. Over time, improving financial conditions in the new economic environment lead to a gradual tightening of spreads and stabilisation from 2038 onwards. Evolution of unrealised capital gains rate in Capital Market Strategies funds managed by Tikehau IM under different scenarios 4% 2% 0% -2% -4% -6% -8% -10% 2024 2030 2035 2040 2045 2050 Short Term Delayed transition Baseline Below 2°C The charts below show the default rates of the portfolio under the delayed transition and short‑term scenarios, both in terms of number of defaults and nominal amount relative to total holdings. Both scenarios record significant defaults over the projection period. This trend is consistent with the increase in spreads from 2031 (delayed transition scenario) and from 2027 (short‑term scenario). Spreads then remain at elevated levels for several years thereafter. (1) Allocations to liquid asset classes by sector and geographic region are maintained; P Duration of bond portfolios is maintained;P No voluntary realisation of capital gains;P No consideration of business plan assumptions;P No assumptions on liabilities flows.P (2) (3) Source: Solfica, 2025. Climate stress test report 2024 for Capital Markets Strategies of Tikehau IM. Source: Solfica, 2025. Climate stress test report 2024 for Capital Markets Strategies of Tikehau IM. Source: Solfica, 2025. Climate stress test report 2024 for Capital Markets Strategies of Tikehau IM. (1) (2) (3) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT265
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4. – – Sustainable development Sustainability Statement Default rates under delayed transition scenario 0% 1% 2% 3% 4% 5% 6% 2025 2030 2035 2040 2045 2050 Number of defaults Default rate of nominal Default rates under short‑term scenario 0% 1% 2% 3% 4% 5% 2025 2030 2035 2040 2045 2050 Number of defaults Defaults rate of nominal Summary of results Projections under the below 2°C and delayed transition scenarios yield results similar to last year’s climate stress test. However, the short‑term scenario produces a much stronger valuation shock due to assumptions around perpetual bonds. These assumptions increase the portfolio’s sensitivity to rates and spreads. Portfolio valuation improves markedly after the shock, as portfolio duration declines in parallel with falling rates, while callable bonds are redeemed. In addition, the portfolio benefits from higher reinvestment rates than last year. The most significant differences between the scenarios are seen in the level of unrealised gains. In the short‑term scenario, unrealised gains exceed those of the other scenarios as early as 2029, after a notable shock in 2027. (1) (2) Source: Solfica, 2025. Climate stress test report 2024 for Capital Markets Strategies of Tikehau IM. Source: Solfica, 2025. Climate stress test report 2024 for Capital Markets Strategies of Tikehau IM. (1) (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 266
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement 4.2.2.2.3 Policy on climate change Tikehau Capital’s climate change policy relates to the following material IROs raised during the DMA. Climate change adaptation Category Type Description Term Likelihood Business model, own operations and value chain Risk Physical risk Failing to anticipate climate change adaptation measures can lead to exposure to chronic physical risk (heat stress, soil erosion, water stress, sea level rise, etc.) leading to value loss or depreciation. Long Potential These IROs influence the Group’s business model (by steering investment strategies towards more resilient assets) and its value chain (enhanced engagement efforts to improve the resilience of portfolio assets). Risk Physical risk Failing to anticipate climate change adaptation measures can lead to exposure to Acute physical risk (drought, wildfire, flood, storm, subsidence, etc.) leading to value loss or depreciation. Long Potential Opportunity Operational efficiency Investments in companies and Real Assets resilient to climate‑related physical risks could lower the risks and have fewer losses than similar investments not prepared for climate change. Long Potential Climate change mitigation Category Type Description Term Likelihood Business model, own operations and value chain Impact Negative Own operations and value chain activities, including invested assets, emit GHGs that contribute to global warming. Long Actual These IROs influence the Group’s business model (by steering investment strategies towards low‑carbon assets and/ or those supporting the transition), its own operations (through the implementation of internal measures aimed at reducing GHG emissions), and its value chain (enhanced engagement efforts to reduce the carbon footprint of portfolio assets). Opportunity Operational efficiency Investing in companies producing the goods/services needed for the transition – capturing long‑term secular growth opportunity. Long Actual Opportunity Operational efficiency Climate mitigation measures, e.g., energy efficiency, waste reductions, improve financial performance of portfolio companies. Short Actual TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT267
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4. – – Sustainable development Sustainability Statement The climate change policy primarily addresses the following: The climate change policy supports implementation of Tikehau Capital’s commitments to the following third‑party initiatives: the UNPRI, the UNGC, and the Net Zero Asset Managers (“NZAM”) initiative. The climate change policy sets out the following objectives and actions to guide Tikehau Capital’s asset management activities: The climate change policy has also set objectives and actions to guide the Group’s own operations, whenever sufficient information is available: This policy applies to Tikehau Capital, its subsidiaries and affiliates, covering operations, the upstream value chain via supplier engagement and the downstream value chain via the Asset Management activity. The implementation of this policy is under the responsibility of the Deputy CEO of Tikehau Capital. Regarding the monitoring process, the first level of control is responsible for ensuring the implementation of this policy. A second level of control is deployed on exclusions related to climate change for Tikehau IM. Tikehau Capital has not defined a specific policy on energy efficiency or the rollout of renewable energy. These levers are indirectly addressed by the Group’s climate change policy, but are not explicitly covered by a dedicated policy. Nevertheless, in line with its objective to manage €5 billion in climate and biodiversity‑focused assets by the end of 2025, Tikehau Capital invests in companies and real assets that support these mitigation levers. Adaptation to climate change is addressed through the assessment of physical climate risks; P Climate change mitigation is addressed through carbon footprint measurement and the definition of a transition pathway for both own operations and asset management activities. P Addressing climate‑related physical and transition risks: climate‑related risks will be proactively managed throughout the investment lifecycle; P Exclusions linked to climate change: investments are subject to negative screening for fossil fuels in accordance with the Group’s exclusion policy; P Transitioning its investments: Tikehau Capital has been a signatory of the NZAM initiative since 2021. This commitment notably involves setting short‑term targets aimed at aligning investments with the global goal of net zero GHG emissions. As of 31 December 2025, 48% of the Group’s AuM were covered by NZAM targets; P Supporting the transition and developing solutions: recognising the climate emergency as both a global challenge and a significant investment opportunity, Tikehau Capital set a target to managing €5 billion in assets by the end of 2025 that address climate and biodiversity by the end of 2025. As of 31 December 2025, the Group’s AuM dedicated to climate and biodiversity amounted to €5.8 billion; P Transparency on climate impact: Tikehau Capital aims to be transparent on its climate impact and commits to annual reporting on its carbon footprint and progress towards its climate targets. The Group will report according to P regulatory requirements and in adherence to the commitments and initiatives that it has endorsed. Measuring climate impact: the Group monitors key environmental indicators of its operations, including energy consumptions and carbon footprint (scope 1, 2 and 3 upstream emissions); P Managing climate impact: Tikehau Capital has set a target to reduce the Group’s absolute scope 1 and 2 emissions from its operations by 37.8% by the end of 2029, compared to the 2022 baseline; P Reducing environmental impact: where feasible and material, efforts are made to reduce the Group’s environmental impact. This includes actions such as transitioning to renewable electricity, promoting active mobility, increasing recycling and eliminating plastic bottles and cutlery from its offices; P Engagement with suppliers: as described in the Group’s responsible purchasing charter. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 268
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement 4.2.2.2.4 4.2.2.2.4.1 4.2.2.2.4.2 4.2.2.2.4.3 4.2.2.2.4.4 4.2.2.2.4.5 4.2.2.2.4.6 Group transition plan Tikehau Capital’s transition plan consists of targets, decarbonisation levers and actions as described below. Climate targets Tikehau Capital has set the following climate targets: Decarbonisation levers and climate change mitigation actions Decarbonisation levers and climate change mitigation actions relating to each target are presented in the following sections: Investments and funding supporting the implementation of the transition plan, with reference to taxonomy‑aligned CapEx To date, Tikehau Capital has not made any investments or funded the implementation of the transition plan through taxonomy‑aligned CapEx. Taking into account the decarbonisation levers identified for the Group’s operational target, the Group does not currently envisage any specific capital expenditure plan to achieve its objectives. Tikehau Capital does not report significant monetary amounts of CapEx and OpEx to implement its transition plan. Nevertheless, implementation of the actions requires both human and financial resources. In recent years, Tikehau Capital has mobilised the following resources to deploy its transition plan: Assessment of locked‑in GHG emissions Tikehau Capital considers that it does not own or control key assets within the meaning of ESRS E1 , and as a result, it does not have any locked‑in GHG emissions. Taxonomy‑related targets Tikehau Capital does not have objectives or plans to align its economic activities with the criteria established in Commission Delegated Regulation 2021/2139. Exclusion of Paris Agreement‑aligned European benchmarks Tikehau Capital is not excluded from the EU Paris‑aligned benchmarks as its revenues are not directly derived from fossil fuels nor electricity generation. NZAM targets: in line with its commitment to the NZAM initiative, Tikehau Capital sets interim targets for 2030, covering 48% of the Group’s AuM as of 31 December 2025. These targets have been designed using the most appropriate target‑setting methodologies for each business line, including the Net Zero Investment Framework ("NZIF") and, for private equity, the Science Based Targets initiative ("SBTi"). These are not GHG emission reduction targets within the meaning of the definition established by the Disclosure Requirement E1‑4 of the CSRD. See further details in Section 4.2.2.2.5 (Targets and actions: NZAM targets) of this Universal Registration Document; P Climate and Biodiversity AuM: Tikehau Capital set a target to manage €5 billion in AuM dedicated to climate and biodiversity by the end of 2025. This target is not a GHG emission reduction target in the sense of the definition established by the Disclosure Requirement E1‑4 of the CSRD. See further details in Section 4.2.2.2.6 (Targets and actions: climate and biodiversity AuM) of this Universal Registration Document; P Operational target: Tikehau Capital has set a target to reduce the Group’s absolute scope 1 and 2 emissions from its operations by 37.8% by 2029 compared to the 2022 baseline, equivalent to a target emissions level of 343tCO e. This target is a GHG emission reduction target that is compatible with limiting global warming to 1.5°C in line with the Paris Agreement, because it was set using the absolute contraction methodology defined by the SBTi. See further details in Section 4.2.2.2.7 (Targets and actions: Group operations) of this Universal Registration Document. P (1) 2 NZAM targets: See further details in Section 4.2.2.2.5 (Targets and actions: NZAM targets) of this Universal Registration Document; P Climate and biodiversity AuM: See further details in Section 4.2.2.2.6 (Targets and actions: climate and biodiversity AuM) of this Universal Registration Document; P Operational target: See further details in Section 4.2.2.2.7 (Targets and actions: Group operations) of this Universal Registration Document. P Digitalisation with the development of carbon footprint and decarbonisation modules and other projects in 2025 (estimated of €554,000 for the year); P €217,645 costs related to environmental consultancy assignments were borne by Tikehau Capital, its management companies or its funds (ERM, ADIT, WeeFin, AXA Climate, and Wild Trees); and P For real estate, in 2025, the budget for energy audits for Sofidy was around €450,000. In addition, CapEx will be incurred, and human resources are also needed to engage with tenants, property managers and other stakeholders involved in building operations. P (2) To be achieved by 31 December 2029 and reported in 2030. As per ESRS E1 application requirements, “Key assets are those owned or controlled by the undertaking, and they consist of existing or planned assets (such as stationary or mobile installations, facilities, and equipment) that are sources of either significant direct or energy‑indirect GHG emissions”. (1) (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT269
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4. – – Sustainable development Sustainability Statement 4.2.2.2.4.7 4.2.2.2.4.8 4.2.2.2.4.9 4.2.2.2.5Alignment with overall business strategy and financial planning The targets and actions in this transition plan form part of Tikehau Capital’s response to IROs identified for climate change mitigation, and as a result, is aligned with the Group’s business strategy. Furthermore, this transition plan is aligned with Tikehau Capital’s mission to direct global savings towards solutions that create sustainable value for all stakeholders and accelerate positive change for society. The target to manage €5 billion in AuM dedicated to climate and biodiversity is aligned to financial planning, as the target was set considering AuM projections. Approval by administrative, management and supervisory bodies The SSOC approved Tikehau Capital’s transition plan in December 2024. Progress in implementing the transition plan Progress towards targets and implementing decarbonisation levers and actions is described in the respective sections below. Targets and actions: NZAM targets Tikehau Capital joined the NZAM initiative in March 2021. NZAM signatories commit to supporting investing in line with the global goal of net zero GHG emissions ("net zero"). This is operationalised by setting interim targets by 2030 for each business line. These targets support climate change mitigation and are directly linked to the policy objective “transitioning its investments”. They cover the Group’s downstream value chain. However, they are not GHG emission reduction targets as defined in CSRD Disclosure Requirement E1‑4. On 7 March 2023, Tikehau Capital’s SSOC validated interim targets defined for each business line, covering 39% of the Group’s AuM (as of 31 December 2022). In addition to the SSOC, investment teams and the head of sustainability for each business line as well as the Director of climate and biodiversity were involved in target setting. These targets were initially set covering Tikehau Capital’s strategies and asset portfolios where carbon footprint data is reliable, and net‑zero methodologies are relevant and applicable. Due to growth in AuM in the initially defined scope, and the inclusion of new funds, as of 31 December 2025, Tikehau Capital’s interim targets cover 48% of Group AuM. The Group plans to periodically review and update its targets. AuM covered by interim targets Metric As of 31 December 2025 As of 31 December 2024 As of 31 December 2023 As of 31 December 2022 AuM covered by interim targets (€) €25.3bn €21.9bn €18.0bn €15.2bn AuM covered by interim targets (% of Group AuM) 48% 44% 42% 39% The intermediate targets were developed using the most appropriate target‑setting methodologies for each business line. As recommended by the GFANZ, Tikehau Capital considers multiple metrics to track progress towards interim net‑zero targets . This reflects increasing recognition from climate‑related investment initiatives that targets based on portfolio emissions could lead to unintended consequences, such as reducing investments in emissions‑intensive sectors that require financing to decarbonise. Tikehau Capital believes that climate indicators will continue to evolve as more experience is gained on financing the transition. A summary of the targets is presented below. A detailed description of the targets, including the scope, the decarbonisation levers, actions by business line, and the performance against the targets as at 31 December 2024, is also presented. Performance data as at 31 December 2025 is not yet available at the time of publication, as the carbon footprints of the portfolio companies for 2025 have not yet been published. These results will be disclosed in next year’s Sustainability Statement. (1) (1) Initial interim targets set in March 2023 were based on AuM as of 31 December 2022.(1) (2) To be achieved by 31 December 2029 and published in 2030. GFANZ 2022, Financial Institution Net‑zero Transition Plans – Fundamentals, Recommendations, and Guidance. (1) (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 270
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Summary of NZAM interim targets Business line Target type Target setting framework Target description Capital Markets Strategies Portfolio coverage NZIF 1.0 50% of in‑scope AuM considered net zero or aligned to net zero by 2030 Real Estate Portfolio coverage NZIF 1.0 50% of in‑scope AuM considered net zero or aligned to net zero by 2030 Private Equity Portfolio coverage SBTi Private Equity 100% of eligible portfolio companies with validated SBTs by 2030 Private Equity, Credit Portfolio reference decarbonisation target NZIF 1.0 Average 8.3% y‑o‑y reduction in weighted average carbon intensity ("WACI") (scope 1 and 2) over a constant portfolio from 2021 to 2030 4.2.2.2.5.1The achievement of these targets is subject to certain challenges and uncertainties. In particular, it requires a significant acceleration in action by governments and companies in all sectors to collectively deliver the objectives of the Paris Agreement. Although significant progress has been made since the Paris Agreement was signed, the current trajectory of global policies still appears insufficient to ensure the achievement of these objectives. . Tikehau Capital’s NZAM targets were set to manage climate‑related impacts, and transition risks and opportunities. However, these targets are not GHG emission reduction targets under the definition set by the CSRD Disclosure Requirement E1‑4, and to date, the Group has not set a target to reach net‑zero emissions. Tikehau Capital does not deem GHG emission reduction to be relevant as a primary target metric for its activities. As identified by the Institutional Investors Group on Climate Change ( “IIGCC”) , a portfolio decarbonisation reference objective (i.e. an GHG emissions reduction target) “is not intended or recommended to be used for portfolio optimisation, investment decision‑making, or as a target setting tool to reduce financed emissions through year‑on‑year reductions. Using financed metrics alone may lead to decisions that are misaligned with net zero goals.” Capital Markets Strategies Target scope The asset classes included in the scope are listed equities and corporate fixed income, covering all sectors. The portfolio coverage target does not apply to holdings in sovereign bonds, cash and derivative instruments. Funds in scope are reviewed annually, with a particular focus on adding funds with AuM over €500 million. Funds of this size are in scope of the decree of Article 29 of the Energy‑Climate Law, which requires asset managers to disclose a strategy to align the fund with the Paris Agreement objectives. Asset managers are also required to disclose a Paris Agreement alignment strategy at the entity‑level. Currently, mandates and funds managed for partners are excluded from the scope of the target. The target’s portfolio primarily consists of European medium and large‑cap companies, with a significant concentration of financial institutions. As a result, assets will be subject to different ESG reporting frameworks and sustainability initiatives driven by the regulatory context and stakeholder expectations. (1) Alignment was assessed using both reported and estimated energy consumption. A breakdown of alignment based on both approaches is provided in the table below. (1) (1) (2) United Nations Environment Programme (2025). Emissions Gap Report 2025: Off Target. https://www.unep.org/resources/ emissions‑gap‑report‑2025. Source: IIGCC, 2024. Net Zero Investment Framework 2.0. (1) (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT271
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4. – – Sustainable development Sustainability Statement Target ambition For the Capital Markets Strategies business line, the NZIF portfolio coverage approach was used to set a target of 50% of in‑scope AuM to be net zero or aligned to net zero by 2030. This target is a relative target. It is not a GHG emission reduction target under the definition set by CSRD Disclosure Requirement E1‑4. The NZIF approach defines five categories, each a progressive step towards alignment with a net‑zero pathway, as displayed in the figure below. The portfolio coverage target aims to transition portfolios towards companies that are categorised as net zero or aligned to net zero, as determined by a set of backward- and forward‑looking indicators . Companies committed to aligning or in the process of alignment are companies that are in earlier stages in their net‑zero journey. While the NZIF approach is a recognised target setting framework for asset managers , it is not directly related to conclusive scientific evidence on addressing climate change. Net‑zero alignment categories and assessment criteria Net-zero alignment Criteria Description Net zero Committed to aligning Not aligned Aligned Aligning Criteria 7 Achieved net-zero targets Emissions are at or near net-zero, and there is a long-term strategy to maintain net zero Criteria 1 Ambition Commitment to aligning with the Paris Agreement goal of achieving net-zero emissions No criteria met Has not started a net-zero transition Criteria 6 Emissions performance Demonstrated progress towards emission reduction targets Criteria 5 Capital allocation alignment CapEx plans are aligned with achieving net zero (high impact sectors only) Criteria 4 Strategy A quantified transition plan outlines measures to achieve emission reduction targets Criteria 3 Disclosure Disclosure of scope 1, 2, and material scope 3 carbon footprints Criteria 2 Targets Medium-term emission reduction targets have been established (1) (2) (3) (4) The objective of the Capital Markets Strategies business line is to include at least 50% of its AuM in Article 8 and 9 SFDR funds within the scope of the target. The Institutional Investors Group on Climate Change, 2021, Net Zero Investment Framework: IIGCC’s Supplementary Guidance on Target Setting. https://www.netzeroassetmanagers.org/media/2024/07/NZAM_Target‑Disclosures‑Report‑2024.pdf. Adapted based on The Institutional Investors Group on Climate Change, 2021, Net Zero Investment Framework: IIGCC’s Supplementary Guidance on Target Setting. (1) (2) (3) (4) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 272
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Performance against disclosed targets The alignment status of the Capital Markets Strategies funds in scope of the NZAM commitment is summarised in the table below. Overall, steady progress has been made towards the target, as the share of AuM aligning to net zero increased from 19% to 29% between 2023 and 2024, and the share of AuM not aligned decreased from 46% to 42%. In 2024, efforts focused on defining the data sources used to establish the categories “committed to align” and “aligning”. As of 31 December 2025, methodological challenges persist in identifying companies aligned with the net‑zero objective in high‑impact sectors, due to the lack of available data for criteria 5 - Capital allocation alignment . As a result, the assessment criteria for the “aligned” category have not yet been set, and the share of companies in this category is, by default, 0%. Net‑zero alignment status of in scope Capital Markets Strategies funds as a percentage of AuM Net‑Zero Alignment Category Target: 31 December 2029 31 December 2024 31 December 2023 31 December 2022 Net zero 50% 0% 0% 0% Aligned 0% 0% 0% Aligning - 29% 19% 9% Committed to aligning - 29% 35% 40% Not aligned - 42% 46% 52% Decarbonisation levers and key actions to achieve interim targets Actions in 2025 to support the achievement of the target and planned for the future are described below. The scope of the actions are the portfolio companies within the funds covered by Capital Markets Strategies’ NZAM target. These actions described below support climate change mitigation and are directly linked to the policy objective “transitioning its investments”. The expected outcome of these actions on GHG emissions reductions has not been assessed. This is because the target is not an emission reduction target, but a portfolio coverage target. In 2025, Tikehau Capital planned to finalise its methodology for portfolio alignment, with a particular focus on defining the “aligned” category and implementing the NZIF 2.0 framework. Over the course of the year, these objectives were actively pursued. Research was carried out on companies potentially classifiable as “aligned,” with a focus on assessing both their progress towards decarbonisation targets and the robustness of their CapEx plans supporting climate transition. The analysis highlights that, while there has been some improvement compared to the previous year, disclosure of CapEx plans supporting climate transition remains limited. Only companies publishing a CSRD report provided the necessary information, and even among this group, not all delivered sufficient detail to allow for an evaluation of their CapEx alignment with climate objectives. Consistent with its plans to monitor performance against targets and to define strategies based on asset selection and engagement, Tikehau Capital launched an engagement campaign with a strong emphasis on net zero objectives. This initiative focused on driving net zero alignment across Tikehau Capital’s portfolio, with particular attention to progress against SBTs. To further support these efforts, Tikehau Capital developed and implemented a portfolio alignment tool. This tool enables ongoing monitoring of the net‑zero alignment category of all portfolio companies and provides year‑on‑year insights into the evolution of the portfolio’s decarbonisation trajectory. With this tool, Tikehau Capital is able to better understand the dynamics of the portfolio in relation to decarbonisation. The actions planned in 2026 are: (1) (1) Percentages are calculated on funds in scope each year, considering listed equities and corporate fixed income assets, covering all sectors (excluding holdings in sovereign bonds, cash and derivative instruments). (1) Research and methodology refinement: continue advancing research efforts and further refine the methodology for the classification of “aligned” companies, with ongoing work on the implementation of the NZIF 2.0 framework; P Adaptation of bank‑specific criteria: update and clarify the methodology applicable to banking companies in the post‑Net Zero Banking Alliance’s (“NZBA”) context, to facilitate more robust alignment assessments; P Monitoring of performance towards targets and defining strategies to achieve the targets based on two main levers: asset selection and engagement with portfolio companies. P MSCI, 2024, Steering Toward an Aligned Portfolio.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT273
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4. – – Sustainable development Sustainability Statement Asset selection is the selection of assets based on the net‑zero alignment status of companies. The expected outcome of asset selection is to deliver the annual trajectory defined per alignment category. The main challenge related to the selection process is that a balance will need to be struck between financing companies in the early stages of their low‑carbon transition, and companies that have made more progress on their journey. Engagement with portfolio companies has different objectives depending on the companies’ initial degree of net‑zero alignment. For companies without decarbonisation targets, engagement actions focus on the adoption of SBTs. For those already committed to setting SBTs, engagement aims to secure the submission of targets, with an appropriate level of information on transition plans. Finally, companies with emissions‑reduction targets are encouraged to publish information on progress against those targets, as well as on the adequacy of governance structures and financial resources (e.g., a CapEx plan) to achieve them. Despite the announcement of the cessation of NZBA activities in October 2025, Tikehau Capital is committed to continuing its engagement with former NZBA members to encourage the setting and publication of net‑zero targets, recognising the need to uphold high standards of transparency and ambition on carbon neutrality in the financial sector. In parallel with engagement with portfolio companies, peer‑to‑peer engagement aims to advance net‑zero alignment through the following sector initiatives: the CDP Non‑Disclosure Campaign and IPCC working groups on managing net zero in banking and fixed‑income activities. The expected outcomes of engagement with portfolio companies are uncertain. Tikehau Capital is convinced of the power of engagement- both through direct dialogue with companies and through collaborative initiatives- to generate meaningful impact. However, for the Capital Markets Strategies business line, Tikehau Capital’s funds act primarily as bondholders or minority shareholders, which may limit their influence over portfolio companies’ decarbonisation strategies. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 274
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement 4.2.2.2.5.2 Real Assets Target scope Tikehau Capital, through its three subsidiaries Sofidy, Tikehau IM and IREIT Global, manages a large number of real estate assets (around 8,700 as of 31 December 2025). While the assets are concentrated in France, there are also investments in assets located across the rest of Western Europe and the United States. Regarding the building type, 39% (by value) of the assets are offices, and the remainder consist of the following type of assets: retail, warehouses, residential, and hotels or other leisure/recreation buildings. The scope of the target covers all real estate assets managed by Tikehau IM, Sofidy and IREIT Global, except residential assets and assets managed on behalf of third parties. The scope accounts for 88% of the AuM of the real estate portfolio of these entities (as of 31 December 2025) . Residential assets are not included in the scope of the target due to the data collection challenges related to tenant energy consumption. Furthermore, it is also more difficult to implement energy reduction action plans for residential assets and assets managed on behalf of third parties. Infrastructure assets are currently not in the scope of the NZAM targets. Target ambition For the Real Assets business line, the NZIF’s portfolio coverage approach was used to set a target of 50% of in‑scope AuM considered net zero or aligned to net zero by 2030. This target is a relative target. It is not a GHG emission reduction target under the definition set by CSRD Disclosure Requirement E1‑4. Under this approach, real estate assets are classified into net‑zero alignment categories based on their alignment with the 1.5°C energy intensity and GHG emissions intensity pathways defined by the Carbon Risk Real Estate Monitor (“CRREM”), as described in the table below. The CRREM pathways are defined at the building‑level, covering energy consumption and GHG emissions in the building use‑phase. The share of AuM that is aligned to net zero is considered based on both reported energy consumption (i.e. a carbon footprint with a Partnership for Carbon Accounting Financials (“PCAF”) data quality score of 2) and estimated energy consumption (i.e. with a carbon footprint with a PCAF data quality score of 4). Assets with more than 80% of reported energy data were classified as PCAF score 2, whereas other assets were classified as PCAF score 4. As the estimated energy consumption is calculated using a country and building‑type specific benchmark, the resulting performance is considered to be broadly representative of the building’s actual energy consumption. Assets with a vacancy rate of 50% or more, based on occupancy either during the reporting year or of the total surface of the asset, are reported separately as partial energy consumption of such assets is not representative of the building’s energy performance. However, they are included as part of the headline target (i.e. the total AuM being managed in line with net zero), as assets are temporarily vacant (due to change in tenant, renovations, etc.). Description of net‑zero alignment categories for real estate Net‑zero alignment category Description Net zero In the current reporting year, the asset is aligned with the CRREM energy and GHG emissions intensity in 2050 Aligned (PCAF score 2) In the current reporting year, the asset is aligned with the CRREM energy and GHG emissions intensity in 2030, with a carbon footprint PCAF score of 2 Aligned (PCAF score 4) In the current reporting year, the asset is aligned with the CRREM energy and GHG emissions intensity in 2030, with a carbon footprint PCAF score of 4 Aligning Asset with a target to achieve consistency with CRREM pathway and evidence of a strategy to achieve this Vacant assets Assets that are vacant for 50% or more, based on occupancy either during the reporting year or of the total surface of the asset Not aligned All other assets (1) (2) As at 31.12.2025, based on the latest asset valuations available at the time of reporting. Where the 31.12.2025 valuation was not yet available, the most recent prior valuation has been used. Net zero or aligned categories will be determined using version 1 of the 1.5°C pathways defined by CRREM. Version 2 of the pathways was not available at the time of analysis; these pathways will be considered in future iterations of this target. (1) (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT275
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4. – – Sustainable development Sustainability Statement While the NZIF approach is a recognised target setting framework for asset managers , it is not directly related to conclusive scientific evidence on addressing climate change. Nevertheless, the CRREM version 1 pathways were developed based on scientific evidence; in particular the global GHG budget over 2020‑2050 was derived from the IPCC’s Special Report On Global Warming of 1.5°C, and the Friends of the Earth 1.5°C scenario . Performance against disclosed targets The alignment status of the AuM in scope of the target is summarised in the table below. The share of AuM that is aligned to net zero (PCAF data quality score 2 and 4) was 19% as of 31 December 2024, and a further 49% is aligning to net zero. This analysis is based on the current scope which may introduce a bias due to perimeter changes from one year to another. Next year, these numbers will also be reported on a like‑for‑like boundary to improve comparability. The action plans defined to improve the energy efficiency of buildings are described in the following section and will contribute to increasing the percentage of AuM aligned. Net‑zero alignment status of in scope real estate assets as a percentage of AuM Net‑zero alignment category Target: 31 December 2029 31 December 2024 31 December 2023 31 December 2022 Net zero 50% 0% 0% 0% Aligned (PCAF data quality score 2) 9% 12% 9% Aligned (PCAF data quality score 4) 10% 14% 16% Aligning - 49% 45% 44% Not aligned - 20% 21% 22% Vacant Assets - 11% 9% 8% Decarbonisation levers and key actions to achieve interim targets The main levers to achieving the target set for the real estate portfolio are: Actions per lever in the reporting year and planned for the future per lever are described below. These actions support climate change mitigation and are directly linked to the policy objective “transitioning its investments”. The expected outcome of these actions on GHG emissions reductions are specified in each sub‑section. Continue to improve building energy consumption and carbon footprint measurement To manage and reduce the portfolio’s energy consumption and carbon footprint, Tikehau Capital monitors the energy performance of its portfolio by gathering data on Energy Performance Certificates (“EPC”) and energy consumption, using solutions such as Deepki and ImoGate. Energy consumption is used for annual operational carbon footprint calculations, covering scope 1 and 2, as well as scope 3 emissions from tenant energy consumption. In addition, on a case‑by‑case basis, Sofidy is using solutions such as iQspot to collect real time energy consumption data, enabling more granular monitoring and analysis of energy reduction action plans. (1) (2) (3) (1) Percentages are calculated considering the net asset values of the assets in scope of the target (excluding cash, cash equivalents and dry powder). (1) Continue to improve building energy consumption and carbon footprint measurement; P Reducing energy consumption;P Stakeholder engagement; andP Switching to renewable energy.P https://www.netzeroassetmanagers.org/media/2024/07/NZAM_Target‑Disclosures‑Report‑2024.pdf. CRREM, 2023. From Global emissions budgets to decarbonization pathways at property level. https://www.crrem.eu/wp‑content/uploads/ 2023/01/CRREM‑downscaling‑documentation‑and‑assessment‑methodology_Update‑V2_V1.0‑11‑01‑23.pdf. A “like‑for‑like boundary” refers to a consistent set of assets that are being compared over time, excluding any changes in scope (such as acquisitions or divestments). This allows for a fair comparison by only including properties that were part of the portfolio in both periods being analysed. (1) (2) (3) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 276
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement In 2025, the following actions were taken: In 2026, the following actions are planned: The implementation of this action enables assessment of performance towards the target. Data collection challenges are an important barrier to overcome. In 2024, 72% of energy consumption from Tikehau Capital’s real estate portfolio was estimated, making it more difficult to monitor progress and measure the effectiveness of energy efficiency measures. Working in partnership with stakeholders including tenants, property managers and asset managers is essential to overcoming this issue. Reducing energy consumption In parallel to the NZAM commitment, the French regulation Décret Éco-Énergie Tertiaire (“DEET”) requires all non‑residential buildings in France with a floor area more than 1,000m to reduce their energy consumptions either by 40% in 2030 compared to a reference year or achieve an energy intensity target. This regulation requires asset owners and tenants to share energy consumption data and to work together to improve the energy performance of the asset. There is a strong degree of alignment between the NZAM and DEET requirements, and in many cases, reducing the energy consumption of an asset to meet its DEET requirement will also allow this asset to meet its CRREM 2030 target, and therefore be considered aligned to net zero under the NZIF. As a result, the scope of actions to reduce energy consumption for the NZAM commitment are assets within the scope of DEET. The main actions taken in 2025 to reduce energy consumption were: The three main measures generally included in action plans to reduce building energy consumption are: The main actions planned for 2026 are: The expected outcome of these actions is a reduction in the building energy consumption, and as a result, a decrease in the carbon footprint of real estate assets in scope of the NZAM target. These actions thereby directly contribute to the delivery of the NZAM target. Energy consumption and carbon footprint covering the 2024 calendar year were evaluated for 100% of the real estate portfolio. 72% of energy consumption from Tikehau Capital’s real estate portfolio was estimated; P Carbon footprint evaluation was streamlined with a more automated process; P Sofidy was integrated into the Group’s carbon footprint calculation tool, thereby aligning the carbon footprint calculation methodology across the three subsidiaries. Sofidy implemented a new property management mandate for office assets in France (for more details see the paragraph “Stakeholder engagement” hereafter), reinforcing the property managers’ role in energy data collection. P Energy consumption and carbon footprint covering the 2025 calendar year will be measured, covering 100% of the real estate portfolio; P Continue working to improve data collection, particularly from tenants. P 2 Action plans were defined to reduce energy consumption and associated GHG emissions, covering 100% of assets in scope of NZAM as of 31 December 2024. These action plans are based either on energy audits carried out by a third party or standard action plans adapted to the characteristics of the asset. The measures identified will be included in the assets’ multiyear CapEx plans; P Upgrading building equipment at end of life with energy efficient equipment and applying best practices to reduce GHG emissions during building renovation; P Stakeholder engagement (for more details see the paragraph “Stakeholder engagement” hereafter). P User behaviour: users generally have control of around 50% of on‑premises energy consumption. This means it is essential that occupants and property managers are fully engaged with and involved in efforts to reduce energy consumption; P Equipment is also key because it can contribute to high energy consumption. There are various systems for automating and optimising how equipment is used to reduce energy consumption; P Renovations: building envelope improvements are vital to achieving optimum performance. P Continue integrating recommended actions into multiyear CapEx plans; P Continue to work on upgrading building equipment at end of life, applying best practices for reducing GHG emissions during building renovation and stakeholder engagement. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT277
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4. – – Sustainable development Sustainability Statement Case study – Renovation project of Cergy Atrium (Sofidy – Efimmo 1) The renovation of the Cergy Atrium building at 3, Boulevard de l’Oise, Cergy, France exemplifies Sofidy’s strategy of leveraging ESG criteria to enhance asset value while meeting sustainability challenges. This 3,500m office building, originally constructed in 1991, underwent a comprehensive renovation as part of the lease renewal with its tenant. The project reduced energy consumption by 53% and lowered greenhouse gas emissions by 75%. These improvements were achieved through the installation of heat pumps, state‑of‑the‑art air handling systems, and a transition to LED lighting. In addition, progressive asbestos removal and regulatory upgrades were completed to ensure occupant safety and the long‑term resilience of the asset. Electric vehicle charging stations were also installed, addressing the evolving needs of users and further enhancing the site’s appeal. This project demonstrates that integrating ESG criteria can be a powerful driver of value creation, improving energy efficiency, occupant comfort, and asset value. Case study – Energy consumption and carbon footprint reduction at Almond Core Center (Tikehau IM – TREO II) The Almond Core Center project aims to acquire vacant, outdated flats in central Madrid and refurbish them to meet the highest ESG standards, transforming them into a high‑quality, stabilised portfolio. The objective is to achieve a 50% reduction in energy consumption and GHG emissions across the portfolio, ensuring alignment with the CRREM 1.5°C decarbonation pathway. The refurbishment programme involved upgrading energy systems, improving insulation, and replacing outdated equipment with energy‑efficient technologies. As of September 2025, Almond Core Center has successfully reduced energy consumption by 54% and GHG emissions by 61% across 244 refurbished units. In addition to refurbishing the flats, efforts were made to collaborate with other flat owners to improve common areas (such as facades, heating systems, and lighting) to further enhance energy efficiency. Thanks to the exemplary ESG approach deployed on the project, 86 flats in the portfolio received AENOR’s Sustainable Refurbishment Certificate. This marks the first‑ever green certification for the refurbishment of individual flats in Spain. The ambition is to certify the majority Almond Core Center portfolio. This certificate demonstrates that the flats in the program have undergone a comprehensive sustainable renovation process. For instance, in addition to the reduction of energy consumption, the teams have worked on the full life cycle of the flats by ensuring proper treatment of construction and demolition waste, use of environmentally certified materials and use of materials and installations that have longer lifespans. Reflecting the project’s leadership in sustainable urban renewal, Almond Core Center was distinguished as a finalist for the MIPIM Awards in the Best Urban Regeneration category. This international acknowledgment underscores the positive impact and innovation demonstrated throughout the initiative. 2 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 278
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Stakeholder engagement Tikehau Capital’s NZAM target applies a whole building approach, meaning that energy and emissions intensity needs to be reduced in both landlord and tenant‑managed areas. As a result, stakeholder engagement is an essential lever to achieve this target, for all assets in the portfolio. In 2025, the following actions were used to engage with stakeholders: In 2026, deployment of these governance documents and actions will continue. The expected outcomes of engagement with these stakeholders are difficult to measure quantitatively, as they will contribute along with other actions to the other objectives described above. However, several positive outcomes can be anticipated such as an improved data collection for energy consumption or improved equipment operations. Switching to renewable energy Tikehau Capital plans to use purchased renewable energy on the areas managed directly by the landlord to reduce the carbon footprint impact of its real estate assets. Furthermore, Tikehau Capital also deploys on‑site renewable energy when relevant. In 2025, initiatives were undertaken to gather reliable data on landlord electricity consumption to be able to negotiate renewable energy contracts, in particular through property management mandates at Sofidy (for more details see the paragraph “Stakeholder engagement” above). These efforts will continue going forward. The expected outcome of this action is a reduction in the emissions intensity of building energy consumption, and as a result, a decrease in the carbon footprint of real estate assets in scope of the NZAM target. These actions thereby directly contribute to the delivery of the NZAM target. Case study – PV panels in Sant Cugat (IREIT Global) IREIT Global partnered with Oxygen, a data centre tenant at its Sant Cugat property, to install solar panels on the building’s roof, with support from Proton, a leading provider of solar energy solutions in Spain. A total of 182 solar panels were installed, covering 470 square meters, with a capacity of 106kWp. The energy produced will be used exclusively by the data centre tenant. The financial arrangement allows the property to apply for local subsidies, while the tenant is responsible for maintaining the solar installation. The installation will reduce CO emissions by 43.82 tons per year compared with current emission levels. This project demonstrates how IREIT Global and its tenants can work together to integrate renewable energy, achieving both financial and environmental targets, and sets a model for future sustainable real estate collaborations in IREIT Global’s portfolio. Tenants: green leases were negotiated to encourage tenants to provide their energy consumption data and work with the landlord and the property managers to implement energy reduction action plans on the assets notably through green committees . Furthermore, eco‑guides, which were distributed to all tenants in 2024, were provided to all new tenants, describing best practice actions to reduce energy consumption and GHG emissions; P (1) Asset and property managers: clauses were included in management contracts, requiring them to collect energy consumption data in common areas and tenant‑occupied areas, and work with the landlord and the tenant to implement energy reduction action plans on the assets notably through green committees. In particular, Sofidy implemented a new property management mandate for office assets in France, featuring enhanced ESG requirements, including increased responsibility for collecting energy data from both common and private areas. Property managers are now actively involved in tenant engagement on ESG topics, proposing actions to meet regulatory requirements (such as Tertiary Decree, BACS Decree , APER Law ), and participating in annual ESG committees with Sofidy’s teams. P (2) (3) 2 Green committees are meetings organised between tenants and landlords on a building to discuss environmental targets. Decree no. 2023‑259 of 7 April 2023 relating to automation and control systems for tertiary buildings. Law no. 2023‑175 of 10 March 2023 concerning the acceleration of renewable energy production. (1) (2) (3) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT279
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4. – – Sustainable development Sustainability Statement 4.2.2.2.5.3 Credit and Private Equity Target scope NZAM targets have been set for selected funds in the Credit and Private Equity business lines. Credit Tikehau Capital’s Private Credit strategy focuses on providing debt financing primarily to private companies, spanning the entire capital structure—including senior, unitranche and junior tranches. The approach seeks to build a diversified portfolio of direct lending investments, mainly targeting sponsor‑backed mid‑sized companies. The NZAM commitment currently encompasses the latest vintage Credit strategies, including several flagship funds such as the sixth vintage of the direct lending strategy and the third vintage of the special opportunities strategy. Also in scope are the French private debt unit‑linked strategy exclusively distributed by Société Générale Assurances and the French private debt unit‑linked multi distributors strategy —two funds focusing on decarbonisation. CLO are excluded due to the nature of the asset class, which constrains engagement opportunities with portfolio companies. Legacy credit funds are excluded from the commitment as the capital has been deployed, which hinders the negotiation of targets. Private Equity Tikehau Capital’s Private Equity activity is currently driven by four structural growth strategies: decarbonisation, regenerative agriculture, cybersecurity and aerospace and defence. The majority of investments are in European companies, however, some strategies such as the second vintage of Tikehau Capital’s decarbonisation strategy and regenerative agriculture strategy can also pursue opportunities in North America. As of 31 December 2025, the scope of the NZAM targets currently includes the first vintage of the Tikehau Capital’s decarbonisation strategy launched in 2018, as well as the flagship funds that have been launched since 2022. These flagship funds include decarbonisation, regenerative agriculture and aerospace strategies, and related co‑investment vehicles. Cybersecurity strategies are excluded due to the nature of the asset class, venture capital and early growth companies, for which target setting methodologies are not applicable. Furthermore, legacy funds are excluded from the NZAM commitment as the capital is already deployed, hindering negotiation of emission reduction targets. In legacy funds, best efforts will be deployed to engage with the portfolio companies without formalised targets. Target ambition: portfolio reference decarbonisation target The SBTi Private Equity approach was used to set a portfolio coverage target for Private Equity strategies. As a validated SBT is a forward‑looking decarbonisation indicator, the NZIF was also used to set a portfolio decarbonisation reference target as this is a backward‑looking indicator that can be used to demonstrate that the decarbonisation achieved is consistent with a net‑zero pathway. This portfolio decarbonisation reference target also applies to the Credit funds in scope of the Group’s NZAM commitment. This target aims to reduce the scope 1 and 2 WACI by the equivalent of 50% by 2030 compared to the 2021 baseline, covering the funds in scope of the NZAM target across the Credit and Private Equity business lines. In the absence of a standardised approach to re‑baselining, Tikehau Capital has adapted the target metric to remove the effect of a changing portfolio composition. A 50% reduction in WACI by 2030 compared to a 2021 baseline translates to a year‑on‑year WACI reduction of 8.3%, to be achieved on average over the target period. The WACI will be calculated based only on portfolio companies that have been in the portfolio and reported carbon footprint data for two consecutive years. In doing so, the metric better represents real world decarbonisation of portfolio companies. This target is a relative target. It is not a GHG emission reduction target under the definition set by CSRD Disclosure Requirement E1‑4. The ambition to have the WACI by 2030 is guided by the P1 (low energy demand) illustrative pathway of the IPCC’s Special Report on Global Warming of 1.5°C, which requires a global 50% reduction in CO emissions by 2030 compared to 2010 levels . The C1 pathways from Working Group III’s contribution to the IPCC’s Sixth Assessment Report were also considered, which limit warming to 1.5°C with no or limited overshoot (> 50% likelihood), project a median reduction in GHG emissions of 43% by 2030 compared to 2019 levels, and a 48% emission reduction for CO emissions . The Group believes the WACI metric is suitable for private companies as the denominator is based on revenue, which is a commonly reported financial metric. This metric demonstrates that the portfolio is decoupling emissions from revenues. Other carbon metrics attribute GHG emissions to investors via enterprise value which can be more subjective and more complex to calculate. However, additional KPIs are also tracked such as the financed emissions and financed emissions intensity and these are communicated to Fund LPs on a regular basis. (1) 2 (2) 2 (3) Science Based Targets initiative’s (SBTi) Guidance for the Private Equity Sector https://www.ipcc.ch/sr15/chapter/spm/. https://www.ipcc.ch/report/ar6/wg3/downloads/report/IPCC_AR6_WGIII_SummaryForPolicymakers.pdf. (1) (2) (3) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 280
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Performance against disclosed targets: portfolio reference decarbonisation target The table below shows the changes in scope 1 and 2 WACI for Private Equity and Credit funds included in NZAM from 2021 to 2024. In 2024, the WACI was 49% lower than in the 2021 base year, close to aligning with the ambition to halve the WACI. When comparing a like‑for‑like portfolio over 2023 to 2024, the WACI decreased by 2%. For Private Equity funds within the scope of NZAM, the WACI decreased by 2% when comparing a like‑for‑like portfolio over 2023 to 2024. Certain companies were excluded from the scope of the assessment, notably due to changes in their carbon footprint coverage, to enable a consistent comparison year‑on‑year. The overall reduction in WACI reflects a combination of increases and decreases in carbon intensity across the portfolio’s most material positions. Notably, two companies within the decarbonisation strategy experienced significant increases in carbon intensity – one by 103% and the other by 52% – primarily driven by the expansion of installed renewable capacity that was not yet reflected in their revenues. However, these increases were more than offset by substantial decreases in the carbon intensity from other key portfolio companies. These reductions were largely attributable to the adoption of SBTs, implementation of decarbonisation strategies and operational efficiencies. In particular, three companies with the most significant reductions (CROWD, Nexteam, and Egis) have validated SBTs. As a result, the overall Private Equity WACI continued its downward trajectory. The WACI of Credit funds in scope of NZAM decreased by 5% in 2024. The pace of transition among borrowers in the Credit portfolio companies was under the annual target. Portfolio companies often require more time to implement decarbonisation strategies or set SBTs, as private credit investments typically have longer holding periods. The engagement process with portfolio companies also requires time before changes in carbon intensity are observed. WACI metrics for the Private Equity and Credit funds in scope of NZAM Metric Target 31 December 2029 31 December 2024 31 December 2023 31 December 2022 31 December 2021 % annual reduction in WACI scope 1 and 2 over a constant portfolio Average 8.3% over target period 2% WACI reduction 15% WACI reduction 33% WACI reduction - WACI (tCO e/€m revenue) scope 1 and 2 over all funds in scope of NZAM target - 21 18 25 39 % coverage carbon footprint data over all funds in scope of NZAM target - 87% 85% 86% 95% Target ambition: portfolio coverage target The SBTi Private Equity approach was used to set a target for 100% coverage of eligible private equity portfolio companies with validated SBTs by 2030. Eligible portfolio companies are those that meet the following criteria: (i) have been held in the portfolio for more than 24 months and (ii) Tikehau Capital’s asset management entities hold more than 25% of the share capital and at least one seat on the board of directors. In addition, portfolio companies not covered by this target are encouraged to define decarbonisation pathways aligned with the Paris Agreement. As validated SBTs are forward‑looking, advanced decarbonisation indicators, the NZIF portfolio decarbonisation reference target described earlier serves as an accountability mechanism to demonstrate that the overall level of decarbonisation achieved is consistent with a net‑zero pathway. The Credit funds included in the NZAM commitment will contribute to target achievement by encouraging portfolio companies to set annual GHG reduction objectives aligned with the SBTi methodology. SLLs are utilised to establish credible reduction trajectories and monitor the transition process accordingly. Contractual portfolio coverage targets were not set for Credit funds, as debt investors encounter a wide range of investment scenarios due to the nature of the asset class. The diversity of instruments and lending structures, often including other lenders, does not always allow for the implementation of SLLs or standardised approaches. Nevertheless, in line with the ambition set by the portfolio reference decarbonisation target (see below for more details), Tikehau Capital aim to have at least 50% of the deployed capital covered by a SLL targeting a GHG emission reduction trajectory aligned with SBTi. (1) 2 (2) (3) The WACI figures have not been adjusted for inflation. Estimated carbon footprints were excluded from this calculation. The WACI denominator (current value of all investments) excludes dry powder and companies for which data is not available. Although the SBTi methodology is used, Tikehau Capital does not have a validated SBT. The definition of eligible portfolio companies is based on the SBTi’s guidance for the private equity sector. Over the period in question, it is possible that alternative target‑setting methodologies will achieve a level of market recognition similar to that of SBTs. The inclusion of such target‑setting methodologies could be considered in potential revisions of the Group’s NZAM target. (1) (2) (3) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT281
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4. – – Sustainable development Sustainability Statement While the SBTi approach is a recognised target setting framework for asset managers , the portfolio coverage target is not directly related to conclusive scientific evidence on addressing climate change. Nevertheless, portfolio companies that set SBTs are setting GHG emission reduction targets based on scientific evidence . This target is a relative target. It is not a GHG emission reduction target under the definition set by CSRD Disclosure Requirement E1‑4. Performance against disclosed targets: portfolio coverage target The table below shows the share of portfolio companies by net asset value (“NAV”) with SBTi commitments or validated SBTs, considering only the funds in scope of NZAM. For Private Equity, this is displayed for eligible portfolio companies, as well as for all portfolio companies within these funds. Private Equity Growth in SBTi commitments across the portfolio reflects ongoing engagement activities with portfolio companies. The topic is proactively discussed with priority companies through targeted channels such as webinars, one‑on‑one meetings and board discussions. Although the absolute number of companies with validated SBTs remained stable, an increase in the number of eligible portfolio companies in 2024 led to a lower percentage with validated SBTs. However, the first half of 2025 saw an upward trend in the number of companies achieving validated SBTs. Credit The decrease in the share of portfolio companies with validated SBTs or SBTi commitments in NZAM Private Debt funds between 2023 and 2024 is attributed to three main factors: (i) strong capital deployment during this period, leading to an increased NAV; (ii) several large investments that contributed to the higher NAV have not yet committed to set SBTs; and (iii) portfolio turnover, including the exit of portfolio companies with validated SBTs in 2024. When measured by the number of portfolio companies instead of NAV, 46% of portfolio companies as of 31 December 2024 have validated SBTs or SBTi commitments. In 2025, three companies, representing 6% of the total NAV as 31 December 2024, committed to set SBTs. Share of net asset value (NAV) with a SBTi commitment or validated SBTs in Private Equity and Credit funds in scope of NZAM Business line Metric Target 31 December 2029 31 December 2024 31 December 2023 31 December 2022 31 December 2021 Private Equity % with validated SBTs – eligible portfolio companies 100% 19% 31% 0% 0% % of SBTi committed – eligible portfolio companies - 43% 0% 0% 0% % with validated SBTs – all portfolio companies - 12% 12% 0% 0% % of SBTi committed – all portfolio companies - 34% 13% 10% 0% Credit % with validated SBTs - 10% 14% - - % of SBTi committed - 22% 37% - - (1) (2) (3) https://www.netzeroassetmanagers.org/media/2024/07/NZAM_Target‑Disclosures‑Report‑2024.pdf. https://sciencebasedtargets.org/resources/files/foundations‑of‑SBT‑setting.pdf. The percentages indicate the proportion of portfolio companies with each target status as of the specified date. These figures were calculated by using the NAV of these companies as a percentage of the total assets within the scope of the target, excluding cash, cash equivalents, and dry powder. (1) (2) (3) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 282
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Decarbonisation levers and key actions to achieve interim targets Engagement with portfolio companies to set SBTs and achieve their target trajectory is the key lever to achieving the targets set for the Credit and Private Equity business lines. This is operationalised through actions in the reporting year and planned for the future that are adapted to the characteristics of Credit and Private Equity investing. These actions support climate change mitigation and are directly linked to the policy objective “transitioning its investments”. Credit To achieve the annual WACI reduction target of 8.3% for scope 1 and 2 emissions for the private credit funds included within the NZAM perimeter, it was estimated that at least half of the portfolio companies will need to set decarbonisation pathways aligned with limiting global warming to 1.5°C, in accordance with the SBTi methodology. It should be noted that, as regards the private credit funds included in the NZAM perimeter, two funds whose core investment theme is decarbonisation — one distributed exclusively by Société Générale Assurances, and the other by a pool of insurers — have a mandate to go further. These funds must invest at least 80% of their net assets in companies that have established an emissions reduction pathway in line with the SBTi methodology. In the Credit business line, the primary initiative underway in 2025 to achieve target performance was the negotiation of SLLs, also known as ESG ratchets. This initiative will continue in 2026. An SLL is a legally binding debt instrument that incentivises and accelerates an investee’s transition through financial mechanisms. They aim to generate positive outcomes at key transition points, supporting borrowers in achieving their sustainability objectives. During the pre‑investment phase, the investment team assesses the company’s material ESG externalities, identifying the two or three most critical ones. These are addressed through specific KPIs linked to a clear transitional pathway, agreed upon by the company and/or equity sponsor. The loan’s pricing is directly tied to performance against these ESG targets, with margin adjustments applied either upward or downward. Performance is tracked annually through an audited ESG compliance certificate, supporting transparency and accountability. SLLs empower private credit managers to influence an investee’s transition pace and strategic direction effectively. They serve as a proactive engagement tool, accelerating business model transformations and improving the quality of ESG data reported, validated by independent third‑party audits. The Group believes that credit cost adjustment mechanisms help better reflect transaction credit risk and prepare business models for climate‑related challenges. For investees, SLLs could enhance ESG credibility, facilitate market expansion, increase attractiveness to investors, and provide a competitive edge. Across the Credit platform , SLLs cover 33% of total deployed capital as of 31 December 2025. In the Credit business line, the focus is on structuring SLLs in direct and corporate lending transactions given the greater access to management. Of all these transactions in 2025, 72% included an SLL mechanism, up from 65% in 2024. Since 2020, decarbonisation represented more than 39% of the KPIs included in SLLs, with 29% of KPIs structured following the SBTi guidelines. Further, portfolio companies representing 25% of the Credit platform’s total deployed capital have committed to set SBTs, an increase from 16% in 2024, indicating ongoing progress in this area. Focusing on the flagship Credit funds covered by NZAM, as of 31 December 2025: One of the challenges to achieving the decarbonisation target is the low level of maturity and experience of most portfolio companies in this asset class on climate change, and sustainability in general. In particular, most do not have dedicated resources to address this topic. At the time the target was set, it was assumed that progress would be driven by the implementation of the CSRD, as over 90% of direct and corporate lending portfolio companies would have been subject to CSRD requirements as of January 2025, had the Omnibus directive not been adopted. Overall, the expected outcome of negotiating SLLs is that portfolio companies set SBTs. The up and down margin adjustment mechanism incentivises achievement of these SBTs, and consequently supports achievement of the portfolio reference decarbonisation target. Nevertheless, the expected outcome in terms of portfolio company GHG emission reductions is uncertain and is determined by the portfolio company’s strategy. Private Equity Tikehau Capital’s Private Equity team actively engages with its portfolio companies to support their contribution to climate change mitigation and deliver performance towards the NZAM targets set for this business line. (1) For the sixth vintage of the direct lending strategy, 65% of deployed capital is covered by a decarbonisation trajectory, and 38% of deployed capital follows a decarbonisation pathway aligned with SBTi’s recommendations; P For the third vintage of the special opportunities strategy, 39% of deployed capital is covered by a decarbonisation trajectory, and 10% of deployed capital follows a decarbonisation pathway aligned with SBTi’s recommendations. P Excluding CLO strategies and private debt secondaries strategies.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT283
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4. – – Sustainable development Sustainability Statement 4.2.2.2.6 4.2.2.2.6.1 4.2.2.2.6.2 4.2.2.2.6.3 In 2025, the main engagement actions were: Engagement actions will also be pursued in 2026. As part of the 2026 ESG Action Plan for Private Equity, Tikehau Capital aims to engage with priority portfolio companies on decarbonisation roadmaps and to reinforce impact measurement across the impact portfolios. Overall, the expected outcome of these actions is that portfolio companies set SBTs to support the delivery of the portfolio coverage target. While portfolio companies’ achievement of their SBTs is an intended outcome, the expected outcome in terms of portfolio company GHG emission reductions is uncertain and is determined by the portfolio company’s strategy. Targets and actions: climate and biodiversity AuM Target scope The scope of this target covers the downstream value chain: Asset Management activity. In 2025, the strategies that contribute towards the achievement of this target are SFDR Article 8 or 9 funds with at least one priority objective related to decarbonisation, nature, biodiversity or another environmental theme (excluding Sofidy funds) and green bonds. Investment vehicles co‑investing alongside eligible flagship strategies are also included. The 2023, 2024, and 2025 figures exclude real estate funds (TREO II and its co‑investments). Performance against disclosed target is measured using a PowerBI tool that consolidates AuM data for the dedicated funds, and using the total NAV of eligible direct assets (i.e. green bonds). Target ambition Tikehau Capital has identified the response to the climate emergency as a pressing call for action in terms of risk management, but also a significant investment opportunity. To capture this opportunity, Tikehau Capital has set a goal of developing a €5 billion platform by 31 December 2025 that will be dedicated to climate action and the protection of biodiversity through its various business lines. This target is an absolute target. This target forms part of the Group’s objectives that contribute to the determination of the variable component of employee compensation packages. This target was set in 2021 involving internal stakeholders including the Group Deputy CEO in charge of sustainability, the Director of climate and biodiversity and the Chief Sustainability Officer. It was set using an internal methodology that considered projected Group AuM growth, and different scenarios on AuM allocation toward climate and biodiversity. The target is not based on conclusive scientific evidence, as there are no scientifically defined pathways for the share of AuM that should be allocated toward addressing climate and biodiversity. This target is directly linked to the Group climate change policy objective: supporting the transition and developing solutions. This target is not a GHG emission reduction target under the definition set by CSRD Disclosure Requirement E1‑4. Performance against disclosed targets As of 31 December 2025, Tikehau Capital achieved €5.8 billion in climate and biodiversity AuM, therefore exceeding the €5 billion target. Building on this momentum, internal discussions are in progress to determine the strategic direction and future ambitions in this area. This metric is used to evaluate performance and effectiveness in relation to material IRO ESRS E1 – IRO2.4 investing in companies producing the goods/services needed for the transition – capturing long‑term secular growth opportunity. These indicators have not been independently validated by an independent third party, apart from the auditors of the Sustainability Statement. Where possible, an ESG clause was incorporated into the shareholder agreement at the investment stage, requiring the company to conduct a carbon footprint analysis and establish a decarbonisation strategy, submitted to the SBTi in the 24 months following the investment. A carbon footprint analysis and a decarbonisation strategy are part of Tikehau Capital’s sustainability must‑haves for Private Equity; P Post investment, efforts were made to enhance the company’s data collection processes and improve data quality. This includes partnering with third‑party experts (such as ERM and Carbometrix) to assess and measure the carbon footprint of portfolio companies, thereby laying a solid foundation for effective decarbonisation strategies. The 2024 carbon footprint was measured for portfolio companies in all funds in scope of NZAM; P Engagement with portfolio companies on other stages in their decarbonisation journey, including setting targets aligned with the Paris Agreement and developing and executing decarbonisation strategies. As of the 31 of December 2025, eight companies have validated SBTs (Anthesis, Celox Medical, CROWD, Egis, Ekimetrics, Groupe Sterne, Isotrol and Nexteam) and four companies are committed to setting SBTs (Amarenco, Brandart, Cebat and GreenYellow); P The Tikehau Impact Club was launched in 2023 with the objective to address transversal engagement and foster a community among the portfolio companies on sustainability. Several events and webinars were organised to share best practice and knowledge on priority ESG topics, including CSRD and climate change. 2025 highlights include: P A transversal project to conduct a DMA for aerospace portfolio companies. Six companies participated in the project and the results included three in‑person workshops and the publication of a transversal DMA; P Two webinars covering CSRD and decarbonisation;P One in‑person event for portfolio companies with 20 participants in November 2025 to address SBTi and Ecovadis as tools to drive value creation. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 284
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Evolution of climate and biodiversity AuM 2025 2024 2023 2022 2021 Climate and biodiversity AuM (excluding real estate) €5.8bn €4.1bn €3.0bn €2.3bn €1.6bn AuM in real estate assets with solid performance (assets with an EPC label A or a certification BREEAM very good, LEED gold or HQE very good or above) €2.0bn €1.7bn €1.4bn €0.9bn €0.4bn Strategies dedicated to climate and biodiversity Strategy Launch date The first vintage of Tikehau Capital’s decarbonisation strategy is a Private Equity strategy focused on companies operating in three sectors critical to achieving the long‑term temperature target of the Paris Agreement: (i) energy efficiency, storage and digitisation (ii) clean energy production and (iii) low‑carbon mobility. December 2018 The second vintage of the Private Equity strategy dedicated to decarbonisation aims to contribute to the decarbonisation of the economy with a wide range of adapted and impacting solutions, and its investment thesis is twofold, (i) it is based on sectors, i.e. decarbonise the entire economy by focusing on all sectors contributing to the generation of CO emissions (with the exception of agriculture, covered by the regenerative agriculture strategy): energy generation, industry, buildings and transport, and (ii) it is solution‑based, i.e. targeting the most impactful solutions, as well as catalysers, and identifying key value‑added components in the value chain of these solutions. The fund will target the following solutions: efficiency, electrification, low‑carbon energy and inputs, and adaptation. In line with the first vintage, this second vintage applies an approach combining Tikehau Capital’s sustainable investment policy and an impact reference framework. June 2023 The green assets strategy is dedicated to capital investment in Real Assets to reduce the carbon footprint of their end users: low carbon technologies (LED lighting, new refrigeration units, heat recovery systems, etc.), infrastructure (charging stations for electric vehicles, batteries, etc.) or more specific projects (vertical farms, recycling units, etc.). This strategy forges partnerships with players wishing to decarbonise or with companies providing a decarbonisation solution, in order to meet the financing needs of their asset portfolios with a tailor‑made offer. April 2021 The French private debt unit‑linked strategy exclusively distributed by Société Générale Assurances enables individual investors to finance selected unlisted French and European companies while supporting the reduction of their greenhouse gas emissions. The companies financed must commit to a decarbonisation trajectory aligned with the Paris agreement based on the SBTi methodology. December 2022 The French private debt unit‑linked multi distributors strategy enables individual investors to finance selected unlisted French and European companies while supporting the reduction of their GHG emissions. The companies financed must commit to a decarbonisation trajectory aligned with the Paris Agreement based on the SBTi methodology. July 2023 The Private Equity regenerative agriculture strategy focuses on three main areas: (i) protecting soil health to strengthen biodiversity, preserve water resources and participate in the fight against climate change, (ii) contribute to future supply of regenerative ingredients to meet the needs of a growing global population, on the one hand, and consumer demand for increasingly sustainable products, on the other, and (iii) contribute to the progress of technological solutions that look to accelerate the transition to regenerative agriculture. December 2022 (1) (2) SFDR Article 8 or 9 funds with at least one priority objective related to decarbonisation, nature, biodiversity or another environmental theme and green bonds. The 2023, 2024 and 2025 figures exclude real estate funds (TREO II and its co‑investments). Investment vehicles co‑investing alongside eligible flagship funds are also included. (1) Certifications obtained or in the process of being obtained, with a review across the entire scope.(2) 2 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT285
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4. – – Sustainable development Sustainability Statement 4.2.2.2.6.4 4.2.2.2.7 4.2.2.2.7.1 4.2.2.2.7.2 4.2.2.2.7.3 Decarbonisation levers and key actions to achieve targets The main levers to achieve this target were the launch, sales and marketing of strategies that contribute towards the achievement of this target. As shown in the table above, since the target was announced in 2021, new Private Equity and Credit strategies were launched in 2022 and 2023 that contributed to this target. Sales and marketing activities included investor roadshows, meetings, participation at industry conferences and publication of thought leadership. In 2025, sales and marketing actions were undertaken for: the second vintage of the Private Equity strategy dedicated to decarbonisation, the French private debt unit‑linked strategy exclusively distributed by Société Générale Assurances and the regenerative agriculture strategy. Also, in July 2025, Tikehau Capital launched a continuation fund for its investment in the Egis group, a global leader in architecture, consulting, construction engineering, operations, and mobility services. The expected outcome of these actions was delivery of the target for climate and biodiversity AuM. As the achievement of this target involved investments in enablers (activities that directly or indirectly contribute to emission reductions) or financing companies that have set decarbonisation targets, it should contribute to climate change mitigation. Nevertheless, the expected outcome in terms of GHG emission reductions is uncertain and is determined by the portfolio company’s strategy. Targets and actions: Group operations GHG emission reduction target The SBTi methodology for scope 1 and 2 emissions defines an absolute contraction approach. For base years after 2020, this approach defines the minimum target reduction of 4.2% x (target year – 2020) . The target reference value with a target year of 2029 is hence a 37.8% reduction from the 2022 baseline emissions of 552tCO e, which is 343tCO e. Tikehau Capital adopted this SBTi absolute contraction approach and set a GHG emission reduction to reduce the Group’s absolute scope 1 and 2 (market‑based ) emissions from its operations by 37.8% by 2029 compared to the 2022 baseline, equivalent to a target emissions level of 343tCO e and a GHG emission reduction of 209tCO e. The scope of the GHG emission reduction target is equivalent to the definition of scope 1 and 2 used for the GHG inventory. This target was set involving internal stakeholders, with the SSOC considering and validating the target on 7 March 2023. It addresses the Group climate change policy objective of managing the climate impact of the Group’s operational activities. The target covers 100% of the Group’s scope 1 and 2 emissions, and hence the target is consistent with the GHG inventory boundary under the operational control approach. The baseline emissions level is 552tCO e, comprising of 222tCO e (40%) of scope 1 emissions and 330tCO e (60%) of scope 2 (market‑based emissions). A base year of 2022 was selected as it was the most recently available datapoint at the date of target setting. As the target was set prior to the first CSRD reporting exercise, the base year was not selected to ensure that it was representative in terms of influences from external factors. In line with the GHG Protocol, the Group takes into account the following greenhouse gases (i) carbon dioxide (CO ), (ii) methane (CH ), (iii) nitrous oxide (N O) and (iv) fluorinated gases (PFC, HFC, SF , NF ). The targets is a gross target, meaning that GHG removals, carbon credits or avoided emissions will not be used a means of achieving the GHG emission reduction targets. The SBTi developed this methodology by applying Integrated Assessment Modelling Consortium scenarios, which were compiled and assessed by the authors of the IPCC Special Report on Global Warming of 1.5°C . The target was not derived using a sectoral decarbonisation pathway. While this target has not been validated by the SBTi, as its methodology has been used, Tikehau Capital considers this target to be aligned with a science‑based pathway aligned with limiting global warming to 1.5°C. The target has not been validated by an independent third party, apart from the auditors of the Sustainability Statement. Performance against disclosed targets The target is monitored on an annual basis following the evaluation of the Group’s operational carbon footprint. In 2025, the Group’s scope 1 and 2 emissions (market‑based approach) amounted to a total of 403 tCO e, 27% lower than 2022 levels. The main factors contributing to the evolution of the carbon footprint are described in Section 4.2.2.2.9 (Gross scopes 1, 2, 3 and total GHG emissions metrics) of this Universal Registration Document. Decarbonisation levers and key actions to achieve targets Tikehau Capital’s scope 1 and 2 (market‑based approach) emissions can be broken down into the following sources: natural gas for building heating, electricity consumption in buildings, district heating consumption, district cooling consumption and company cars. The main decarbonisation lever identified to achieve the target is renewable electricity sourcing, given that scope 2 (market‑based approach) emissions from electricity accounted for 166 tCO e of GHG emissions in 2025. The identification of this decarbonisation lever was based on in‑house subject matter expertise, and climate scenarios were not considered in this process. The figure below displays the impact of this decarbonisation lever after a complete theoretical switch to renewable electricity, assuming all other sources of emissions remain unchanged. (1) 2 2 (2) (3) 2 2 2 2 2 2 4 2 6 3 (4) 2 2 https://docs.sbtiservices.com/resources/CriteriaAssessmentIndicators.pdf. The "market‑based" method consists of calculating scope 2 emissions based on the emission characteristics of the electricity specifically purchased by the company, such as the supplier’s production methods or power purchase agreements. To be achieved by 31 December 2029 and reported in 2030. This target year was selected to align with the target year of the NZAM interim targets. https://sciencebasedtargets.org/resources/files/foundations‑of‑SBT‑setting.pdf. (1) (2) (3) (4) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 286
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Scope 1 and scope 2 market‑based GHG emissions (tCO e) in the base year and in the target year and theoretical impact of decarbonisation lever Emission reductions 2022-2025 Base year (2022) emissions Emissions in 2025 Mitigation potential: renewable electricity Resulting emissions Target emissions in 2029 2 948 237 (74 %) 552 149 403 166 343 -27% 4.2.2.2.8Looking ahead, the expansion of existing offices and the establishment of new ones could influence the achievement of this target. To manage these impacts, where possible, the Group incorporates the environmental performance of prospective buildings into its selection criteria for new offices, alongside other factors such as location, financial conditions, etc. As Tikehau Capital’s main decarbonisation lever is the sourcing of renewable electricity, no significant amounts of CapEx and OpEx is currently planned for the implementation of the transition plan. The ability to implement the actions identified does not depend on the availability and allocation of significant resources. Energy consumption and mix The Group’s energy consumption for its operations comes from buildings (including two small data centres located in the Group’s offices) and company cars. Total energy consumption in MWh disaggregated by source for 2025 is displayed in the table below. As the Group’s scope 1 and 2 emissions are directly linked to energy consumption, this metric is used to evaluate performance and effectiveness in relation to material IRO ESRS E1‑IRO2.6: own operations and value chain activities, including invested assets, emit GHGs, which contribute to global warming. These indicators have not been independently validated by an independent third party, apart from the auditors of the Sustainability Statement. 2 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT287
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4. – – Sustainable development Sustainability Statement Energy consumption (MWh) per source in 2025 from Tikehau Capital’s operations Energy consumption and mix Comparative: 2024 2025 Total fossil energy consumption (MWh) 1,064 1,158 Share of fossil sources in total energy consumption (%) 36% 38% Consumption from nuclear sources (MWh) 262 98 Share of consumption from nuclear sources in total energy consumption (%) 9% 3% Fuel consumption for renewable sources, including biomass (also comprising industrial and municipal waste of biologic origin, biogas, renewable hydrogen, etc.) (MWh) 0 0 Consumption of purchased or acquired electricity, heat, steam and cooling from renewable sources (MWh) 1,616 1,780 The consumption of self‑generated non‑fuel renewable energy (MWh) 0 0 Total renewable energy consumption (MWh) 1,616 1,780 Share of renewables in total energy consumption (%) 55% 59% TOTAL ENERGY CONSUMPTION (MWh) 2,942 3,035 Details of the methodology used to calculate energy consumption metrics are provided in Section 4.2.2.2.10 (Energy consumption and GHG emissions – methodological note) of this Universal Registration Document. 4.2.2.2.9 Gross scopes 1, 2, 3 and total GHG emissions metrics Tikehau Capital has identified the following sources of GHG emissions in its operations and value chain: Scope 3 emissions categories included or excluded from the inventory and justifications Scope 3 emission category Reporting status Justification for exclusion Purchased goods and services Included Capital goods Included Fuel and energy‑related activities (not included in scope 1 or 2) Included Waste generated in operations Included Business travel Included Employee commuting Included Upstream transportation and distribution Excluded As a global alternative asset management group, upstream transportation and distribution emissions are insignificant. Upstream leased assets Excluded Leased assets (buildings and company cars) are included in scope 1 and 2 emissions. Downstream transportation Excluded As a global alternative asset management group, Tikehau Capital does not have emissions related to downstream transportation. Processing of sold products Excluded As a global alternative asset management group, Tikehau Capital does not have emissions related to the processing of sold products. Use of sold products Excluded As a global alternative asset management group, Tikehau Capital does not have emissions related to the use of sold products. End‑of‑life treatment of sold products Excluded As a global alternative asset management group, Tikehau Capital does not have emissions related to the end‑of‑life of sold products. Downstream leased assets Excluded GHG emissions from the real estate portfolio managed by the Group’s management companies are included in scope 3 emissions from investments. Tikehau Capital SCA, the Group’s listed parent company, controls management companies but is not itself an asset manager within the meaning of European regulations. Franchises Excluded This emissions category is not applicable as Tikehau Capital does not have any franchises. Investments Included Scope 1, covering direct emissions from fixed or mobile sources controlled by the organisation;P Scope 2, covering indirect emissions linked to purchased energy (electricity, district heating and cooling); P Scope 3, upstream and downstream emissions. The categories included or excluded from the inventory and justification of exclusions are described in the table below. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 288
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement 4.2.2.2.9.1 4.2.2.2.9.2 4.2.2.2.9.3 Gross scope 1, 2 and 3 upstream emissions In 2025, Tikehau Capital mandated ERM to carry out a carbon footprint assessment of the Group’s operations (scopes 1, 2 and 3 upstream) in line with the GHG Protocol for the 2025 financial year using the operational control approach. Scope 3 upstream emissions were calculated taking into account the following upstream categories: purchased goods and services, capital goods, activities consuming fuel/other energy sources, waste generated, business travel and employee commuting. The scope adopted for the analysis is the same as that used for the Group's own operations and covers 25 offices (this total includes both the new office in New York and the previous one in the city, which is currently unoccupied but still leased by Tikehau Capital). Compared with 2024, two offices have been removed from the operational scope due to the closure of the Roslyn Heights office and the disposal of the Espace Immobilier Lyonnais (“EIL”) in December 2024. In 2025, environmental data are collected for nineteen offices (Aix‑en‑Provence, Bordeaux, Brussels, Évry, Frankfurt, London, Luxembourg, Lyon, Madrid, Milan, Montreal, Nantes, New York (current and previous offices), two offices in Paris, Singapore, Tokyo, and Toulouse), representing more than 98% of the Group’s permanent and non‑permanent employees, and 99% of office space. For the other offices, estimates have been made based on extrapolation using physical data available for the covered offices and/or data collected during the previous year. Further details of the approach used to calculate these emissions are provided in Section 4.2.2.2.10 (Energy consumption and GHG emissions – methodological note) of this Universal Registration Document. Gross scope 3 downstream emissions Scope 3 emissions from investments, i.e. financed emissions, is the only relevant source of downstream emissions for the Group. Financed emissions is a measure of the absolute GHG emissions associated with a portfolio expressed in tons of CO e. Tikehau Capital used the PCAF Global GHG Accounting and Reporting Standard for the Financial Industry for accounting and/or attributing financed emissions . PCAF’s attribution principle requires financial institutions to account for a portion of the annual emissions of the investee’s annual emissions, based on the ratio of its financial exposure (e.g., ownership stake) to the total value of the financed entity (e.g., enterprise value). Due to the publication date of the Sustainability Statement, investee carbon footprint and financial data for 2025 were unavailable. As recognised by PCAF, there is often a lag between financial reporting and the reporting of emissions‑related information, and they recommend financial institutions to use the latest available data. Data quality for GHG emissions depends on the asset class. If GHG emissions data is not available through reporting or third‑party databases such as S&P Global, in line with the PCAF standard, Tikehau Capital uses estimates where possible. Metrics derived from estimates provide a useful approximation but are subject to inherent limitations and should be interpreted with appropriate caution. For example, the methodology used for estimating investee company GHG emissions does not account for regional variations in the energy mix, or the specific nuances of an individual company within a sector of activity. Further details of the approach used to calculate financed emissions are provided in Section 4.2.2.2.10 (Energy consumption and GHG emissions – methodological note) of this Universal Registration Document. Metrics: gross Scopes 1, 2, 3 and total GHG emissions Total GHG emissions disaggregated by scopes 1, 2 and 3 where significant, are presented in the table below. These metrics are used to assess performance and efficiency with respect to IRO ESRS E1‑IRO2.6: both the Group’s own operations and value chain activities, including invested assets, generate GHG emissions, which contribute to global warming. The measurement of these indicators has not been validated by an independent third party, apart from the auditors of the Sustainability Statement. Regarding scope 2 (market‑based approach) emissions, 1,154MWh of electricity was purchased bundled with renewable attributes, accounting for 74% of total electricity consumption. Tikehau Capital did not purchase any unbundled energy attribute certificates for renewable energy claims in 2025. The main differences to the carbon footprint in 2025 compared to 2024 are: (1) 2 (2) The closure of the Rosyln Heights office in New York decreased scope 1 emissions from natural gas and refrigerants by approximately 6 tCO e; P 2 Natural gas consumption decreased in the Madrid and Montreal offices, which led to a decrease in emissions by approximately 4 tCO e; P 2 Emissions from diesel generator testing in the London office were allocated on a pro rata basis according to the surface area occupied by the Group in 2025, whereas in previous years, all emissions had been allocated to Tikehau Capital. This adjustment led to a reduction of approximately 3 tCO e; P 2 The TKO H entity has been excluded from energy consumption and GHG emissions measurements as it was not considered material. PCAF (2022). The Global GHG Accounting and Reporting Standard Part A: Financed Emissions. Second Edition. (1) (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT289
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4. – – Sustainable development Sustainability Statement Scope 2 location‑based emission related to electricity consumption decreased in spite of an overall electricity consumption increase from 1,479 MWh in 2024 to 1,567 MWh in 2025. This is mostly due to the decreased emission factor for electricity in France from 64 gC0 e/kWh to 42 gCO e/kWh; P (1) 2 2 Scope 2 market‑based emissions increased mostly due to higher electricity consumption in New York when accounting for both the old and the new offices; this electricity was not sourced from renewable sources. Renewable electricity consumption was reported for the following offices: Aix‑en‑Provence, Bordeaux, Brussels, Évry, London, Luxembourg, Lyon, Madrid, Milan, Paris (both offices), Toulouse and Zurich; P (2) Scope 2 emissions related to purchased heat and cooling increased by approximately 20 tCO e in 2025 compared with 2024. This is mostly related to the new New York office which purchases steam for office heating, which was not the case of the old office; P 2 Emissions related to purchased goods and services and capital goods (mostly IT equipment) decreased as a result of reduced expenditure; P A reduction in waste‑related emissions due to a reduction in the UK Department for Environment Food and Rural Affairs’ ("DEFRA") emission factor for recycling in 2025; P Business travel: the distances travelled by airplane were similar in 2024 and 2025. However the emission factors applied by the travel agency decreased significantly in 2025 compared to 2024, with reductions ranging from 30% to 45%, depending on the length and class of travel; P Scope 3 emissions from investments in 2025 cannot be directly compared to those from 2024 because the data sources for evaluating financed emissions of Capital Markets Strategies funds and CLO strategies have changed. It was impracticable to restate 2024 figures; P Several factors contribute to changes in scope 3 emissions from investments, including changes to portfolio composition, changes to NAV or market value of companies, enterprise value changes, variations in response rates for reported carbon footprint data, data quality considerations, and updates to emission estimation sources. At present, Tikehau Capital lacks the necessary analytical tools to quantitatively assess the specific impact of each factor on financed emission variations. P The "location‑based" method consists of calculating scope 2 emissions using the average emission factors of the electricity mix in the grids where electricity consumption occurs, thus reflecting the average carbon intensity of electricity production in the relevant geographical area. The "market‑based" method consists of calculating scope 2 emissions based on the emission characteristics of the electricity specifically purchased by the company, such as the supplier’s production methods or power purchase agreements. (1) (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 290
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Carbon footprint from Tikehau Capital’s operations (scope 1, 2 and 3) Indicator Retrospective Milestones and target years Base year: 2022 Comparative: 2024 2025 % change 2025 vs 2024 2029 Annual % target/ base year Scope 1 GHG emissions Gross scope 1 GHG emissions (tCO e) 222 183 157 -14% N/A N/A Percentage of scope 1 GHG emissions from regulated emission trading schemes (%) 0% 0% 0% N/A N/A N/A Scope 2 GHG emissions Gross location‑based scope 2 GHG emissions (tCO e) 274 262 273 4% N/A N/A Gross market‑based scope 2 GHG emissions (tCO e) 330 209 246 17% N/A N/A Significant scope 3 GHG emissions Total gross indirect (scope 3) GHG emissions (tCO e) N/A 14,024,663 10,626,597 N/A N/A N/A Purchased goods and services 5,715 5,750 5,415 -6% N/A N/A Capital goods 276 289 133 -54% N/A N/A Fuel and energy‑related activities (not included in scope 1 or 2) 95 97 102 5% N/A N/A Waste generated in operations 8 9 5 -39% N/A N/A Business travel 1,435 3,589 2,149 -40% N/A N/A Employee commuting 318 387 381 -2% N/A N/A Investments N/A 14,014,541 10,618,412 N/A N/A N/A Total GHG emissions Total GHG emissions (location‑based) (tCO e) N/A 14,025,108 10,627,027 N/A N/A N/A Total GHG emissions (market‑based) (tCO e) N/A 14,025,054 10,627,000 N/A N/A N/A (1) 2 2 (2) 2 (3) 2 (4) (5) 2 2 The emission reduction target set covers both scope 1 and 2, (market based) and this has not been disaggregated by emissions scope. As a result the targeted reductions are not displayed in this table. (1) In the location‑based approach, the electricity emission factors correspond to the average of the network in the area where the Company is located. (2) In accordance with the GHG Protocol scope 2 guidance, the market‑based approach used electricity emission factors corresponding to the grid residual electricity mix where available; in the absence of these factors, the location‑based electricity emission factors were used. (3) Scope 3 emissions in 2022 were restated due to the identification of an error in the categories of purchased goods and services and of capital goods. (4) Scope 3 emissions from investments are not comparable from 2024 and 2025. It was impracticable to restate 2024 figures. (5) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT291
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4. – – Sustainable development Sustainability Statement 4.2.2.2.9.4 Financed emissions per business line Financed emissions per business line and the percentage coverage relative to invested AuM is provided in the table below. Further details on the approach used to calculate financed emissions are provided in Section 4.2.2.2.10 (Energy consumption and GHG emissions – methodological note) of this Universal Registration Document. 2025 financed emissions per business line Capital Markets Strategies Credit Private Equity Real Assets Total AuM (€m) 6,166 24,453 7,908 14,281 52,808 Invested AuM (€m) 6,317 20,351 6,422 11,159 44,249 Scope 1 (tCO e) 115,497 370,076 73,955 37,111 596,639 Coverage (€m) 4,672 13,574 4,882 11,111 34,239 Coverage (% of invested AuM) 74% 67% 76% 100% 77% Scope 2 (tCO e) 39,309 194,778 26,885 9,268 270,240 Coverage (€m) 4,672 13,533 4,882 11,111 34,199 Coverage (% of invested AuM) 74% 66% 76% 100% 77% Scope 3 (tCO e) 1,402,110 4,308,643 3,926,421 114,358 9,751,533 Coverage (€m) 4,672 12,549 4,882 11,111 33,214 Coverage (% of invested AuM) 74% 62% 76% 100% 75% Scope 1, 2 and 3 (tCO e) 1,556,916 4,873,498 4,027,262 160,737 10,618,412 Comparative: 2024 financed emissions per business line Capital Markets Strategies Credit Private Equity Real Assets Investment activity Total AuM (€m) 5,742 23,208 6,458 13,605 615 49,628 Invested AuM (€m) 5,886 20,709 4,435 10,619 615 42,265 Scope 1 (tCO e) 128,086 718,346 39,235 31,091 0 916,758 Coverage (€m) 4,317 11,565 3,596 10,559 0 31,417 Coverage (% of invested AuM) 73% 56% 81% 99% 0% 74% Scope 2 (tCO e) 33,346 236,810 28,941 6,685 0 305,783 Coverage (€m) 4,317 11,565 3,596 10,559 0 31,417 Coverage (% of invested AuM) 73% 56% 81% 99% 0% 74% Scope 3 (tCO e) 2,283,324 6,980,059 3,440,321 88,297 0 12,792,000 Coverage (€m) 4,317 11,202 3,596 10,559 0 31,054 Coverage (% of invested AuM) 73% 54% 81% 99% 0% 73% Scope 1, 2 and 3 (tCO e) 2,444,756 7,935,215 3,508,497 126,072 0 14,014,541 (1) 2 2 2 2 The invested AuM figure for Capital Markets Strategies takes into account Tikehau Listed Real Estate, a conviction equity fund specialising in listed European real estate companies, which is classified in Real Assets for AuM. As a result, the invested AuM figure is reported to be higher than AuM. (1) (2) (1) 2 2 2 2 The invested AuM figure for Capital Markets Strategies takes into account Sofidy Selection 1, a conviction equity fund specialising in listed European real estate companies, which is classified in Real Assets for AuM. As a result, the invested AuM figure is reported to be higher than AuM. (1) As of 30 June 2025, Tikehau Capital no longer includes Investment activity AuM in its financial communication. Consequently, financed emissions for Investment activity are not disclosed for 2025. (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 292
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement 4.2.2.2.9.5 Metrics: GHG Intensity based on revenue The GHG intensity per euro revenue is displayed in the table below. Revenues were calculated using the following lines in the financial statements: net revenues from the Asset Management activity and revenues from the Investment activity. This metric is used to evaluate performance and effectiveness in relation to material IRO ESRS E1‑IRO2.6: own operations and value chain activities, including invested assets, emit GHGs, which contribute to global warming. The measurement of this indicator has not been validated by any external organisation other than the auditors of the Sustainability Statement. GHG intensity based on net revenue Indicator Comparative: 2024 2025 Total GHG emissions (location‑based) per net revenue (tCO e/€) 0.025 0.025 Total GHG emissions (market‑based) per net revenue (tCO e/€) 0.025 0.025 4.2.2.2.10 4.2.2.2.10.1 4.2.2.2.10.2 Energy consumption and GHG emissions – methodological note Data collection In 2025, environmental data including energy consumption was collected for 19 offices (Aix‑en‑Provence, Bordeaux, Brussels, Évry, Frankfurt, London, Luxembourg, Lyon, Madrid, Milan, Montreal, Nantes, New York – former and new office, two offices in Paris, Singapore, Tokyo and Toulouse), representing 98% of the Group’s permanent and non‑permanent employees and 99% of its office space. For the other offices, estimates were made on the basis of an extrapolation using physical data available for the offices covered and/or data collected during the previous year . Energy consumption Energy consumption covers purchased electricity, purchased heating, purchased cooling, natural gas, diesel and petrol. The energy mix for purchased electricity, heating and cooling was calculated based on supplier information where available. When this information was not available, the energy mix was derived based on the grid energy mix provided by the International Energy Agency (“IEA”). Greenhouse gas emissions: in line with the GHG Protocol, the Group takes into account the following emissions (i) carbon dioxide (CO ), (ii) methane (CH ), (iii) nitrous oxide (N O) and (iv) fluorinated gases (PFC, HFC, SF , NF ). The Group uses recognised sources of emission factors: (1) 2024 Green‑e , (2) ADEME Carbon Base, (3) AIB 2024, (4) IEA 2025, (5) DEFRA 2025, (6) US EPA EEIO 2024. The US EPA EEIO 2024 emission factors relate to 2022 activities; these emissions factors were hence adjusted to account for inflation to 2025. Tikehau Capital does not report any biogenic emissions. Removals or carbon credits are not included in the GHG emissions reported. GHG scope 1: emissions from fixed or mobile facilities controlled by the organisation. For Tikehau Capital, these are emissions related to fuel and gas consumption, and refrigerant gas emissions related to air conditioning. GHG scope 2: indirect emissions related to energy supplied to offices, including electricity and district heating and cooling. GHG scope 3 upstream: indirect emissions related to purchased goods and services, capital goods, activities that consume fuels/other energy sources, waste generated, business travel and employee travel. Scope 3 emissions were calculated using monetary factors for purchased goods and services and capital goods and supplier specific emission factors were used for business travel. The Group’s consolidated operating expenses include an item related to IT expenses covering both hardware and software/ IT services. Hardware is included in the “capital goods” category of scope 3, while software and services are included in the “purchased goods and services” category of scope 3. The ratio of hardware spend to software/IT services spend was assessed on the basis of detailed spend data for the Company, which accounts for the majority of IT spend among the Group’s entities. GHG scope 3 financed emissions: In line with the PCAF standard, the general approach to evaluating financed emissions is: Financed emissions = ∑ attribution factor × GHG emissions Attribution factors defined by PCAF and sources of emissions differ per asset class. The approaches used are summarised in the table below. The percentage coverage was calculated using the below formula: % coverage = ∑ NAV of assets with GHG emissions data ⁄ invested AuM 2 2 (1) 2 4 2 6 3 ® The entity TKO H was excluded from energy use and GHG emissions metrics because it was not deemed material.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT293
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4. – – Sustainable development Sustainability Statement “Invested AuM” is the sum of NAVs of all investments , and includes cash. In instances when this was not available, AuM was used as defined in Section 5.1 (General overview of activities, results and financial position for the 2025 financial year) of this Universal Registration Document. The latest available figures were used for each asset class. Limitations Due to changes in portfolio composition over 2025, the reported financed emissions do not reflect the sustainability characteristics of the portfolio over the reporting year. Furthermore, as financed emissions is a backward looking metric, calculated using the most recently available carbon footprint data for an investee, this datapoint cannot be used to determine the future climate performance of the Group nor of its investees. As displayed in the table below, the approach used to evaluate financed emissions in 2025 uses GHG emissions from investees reported or calculated over a different period of time (2023 or 2024). Due to the diversity of the portfolio in both sector and geography, Tikehau Capital is unable to disclose the effects of significant events and changes in circumstances that occur between the reporting dates of the entities in its value chain and the date of the company’s general purpose financial statements. Percentage of scope 3 emissions calculated using primary data The Group’s scope 3 GHG emissions were evaluated using 83% primary data and 13% estimated data. It was not possible to disaggregate the approach for 3% of GHG emissions, as this information could not be extracted by certain tools used to evaluate financed emissions. 4.2.2.2.10.3 Financed emissions methodology per business line Business line PCAF Attribution Factor Emissions Exclusions Capital Markets Strategies Attribution factor = outstanding amount/enterprise value including cash ("EVIC") The outstanding amount used was the market value of the instrument as of 31 December 2025. The EVIC was sourced from S&P Global and represents the EVIC of the issuer from the latest date available. Scope 1, 2 and 3 data covering listed equity and corporate bonds were sourced from S&P Global, and they represent the latest emissions data available. No further coverage was added using estimates. Cash instruments and derivatives were not included in the calculation. Private Equity Attribution factor = outstanding amount/total equity and debt The outstanding amount is the NAV of the investment as of 30 September 2025. For the denominator, Tikehau Capital used the latest available enterprise value figures that were evaluated by the risk team. For flagship strategies, ERM and Carbometrix were contracted to evaluate the carbon footprint of portfolio companies covering the 2024 calendar year. For portfolio companies undertaking their own carbon footprint calculation in 2024, this was reported via the annual ESG reporting campaign. If carbon footprint data was unavailable, estimates were evaluated were possible using the GICS averages (2025 release) provided by S&P Global and latest available revenue data. Companies were not included in the financed emissions calculation due to lack of data on enterprise value, revenue and/or GICS codes. Funds of funds were excluded due to lack of data of financial and carbon footprint data from underlying investments. Cash instruments were not included in the calculation. (1) For CLO strategies, the par amount is used as it is the standardized and regulatory‑compliant way to report CLO positions.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 294
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Business line PCAF Attribution Factor Emissions Exclusions Credit Attribution factor = outstanding amount/total equity and debt The outstanding amount used is: For the denominator: For CLO strategies, 2023 GHG emissions of investee companies were sourced from the third‑party provider Findox. The year 2023 was selected as it was the most recent fiscal year available that maximises reported data coverage. If a company did not disclose its emissions, Findox provided estimates using its own proprietary methodology. This methodology uses either peer comparison or past performance methodologies. For other Credit strategies (excluding private debt secondaries), portfolio companies undertaking their own carbon footprint calculation in 2024 reported their carbon footprint via the annual ESG reporting campaign. If carbon footprint data was unavailable, estimates were evaluated were possible using the GICS averages (2025 release) provided by S&P Global and latest available revenue data. For CLO strategies: For other Credit strategies: Real Assets (Real Estate) Attribution factors were not used, in line with PCAF’s recommendation to use a whole of building approach . Scope 1, 2 and 3 emissions were calculated using an internal proprietary tool developed by a consultant. It covers the 2024 calendar year. In alignment with the PCAF Standard for real estate, the carbon footprint of the assets uses a whole‑building approach, covering operational emissions from energy consumption and F‑gases. The carbon footprint was calculated using reported energy consumption covering 28% of the portfolio (proportion of real energy consumption weighted by the asset AuM). The remaining 72% was estimated using benchmarks. All of the assets in the portfolio as of 31 December 2024 were covered by a carbon footprint. Given the limited change in AuM from 31 December 2024 to 31 December 2025, financed emissions from 2024 have been used as a proxy for financed emissions in 2025. Real Assets (Infrastructure) The attribution factor adopted is from the project finance guidance: Attribution factor = outstanding amount/total equity and debt The outstanding amount is the NAV of the investment as of 30 September 2025. For the denominator, Tikehau Capital used the total equity and debt figures as of 30 September 2025. The carbon footprint was evaluated using the following approaches: For Tikehau Star Infrastructure, as the carbon footprint exercise covered 2024, investments in 2025 were not included. The principal amount of the investment as of 31 December 2025 for CLO strategies; P The NAV as of 30 September 2025 for all other strategies. P For CLO strategies, the EVIC was sourced from Findox for 2023 reporting year; P For all other strategies, Tikehau Capital used the latest available enterprise value figures that were evaluated by the risk/investment teams. P Portfolios that were not effective in Q3 2025 were not included in the calculation; P Cash instruments were not included in the calculation. P Companies were not included in the financed emissions calculation due to lack of data on enterprise value, revenue and/or GICS codes; P Funds of funds were excluded due to lack of data of financial and carbon footprint data from underlying investments; P Cash instruments were not included in the calculation. P (1) Reported carbon footprint data for 2024; P For investments in companies, the carbon footprint was estimated using the GICS averages (2025 release) provided by S&P Global. These estimates require portfolio company GICS codes and revenues from 2024; P For the remaining investments, Carbometrix was contracted to evaluate the carbon footprint for the Real Assets using reported data or estimates covering the 2024 calendar year. P PCAF (2023) Accounting and Reporting of GHG Emissions from Real Estate Operations.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT295
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4. – – Sustainable development Sustainability Statement 4.2.3 GOVERNANCE 4.2.3.1 4.2.3.1.1 Business conduct Upholding exemplary standards of business conduct constitutes a fundamental pillar of the Group’s Asset Management and Investment activities and a key element to uphold and maintain the reputation of Tikehau Capital so as to sustain public trust and maintain investor‑clients confidence. Tikehau Capital establishes and promotes its corporate culture upon a foundation of professional expertise, honesty, and integrity, as outlined in its policies. Personnel are required to undertake regular mandatory training and attest to their compliance, thereby reinforcing ethical behaviour and maintaining high standards across the Group. These measures are further strengthened by the implementation of a dedicated whistleblowing platform, contributing to a culture of transparency, accountability, and continuous improvement throughout own operations and the value chain. Policies Tikehau Capital requires that new joiners and existing personnel attest to having read and understood the Group’s policies and procedures, available on the Group’s intranet, at least annually. Code of conduct The code of conduct consolidates, in a single document, the Group’s main commitments, policies, procedures, and behavioural expectations relating to ethics, legal and compliance, and responsible conduct for all employees and stakeholders. This is designed to safeguard Tikehau Capital’s reputation and ensure adherence to applicable laws, regulations, and international standards. Personnel at onboarding and at least annually receive training on key aspects of the code of conduct, including the risks of non‑compliance of any kind, incident identification and measures implemented to prevent or mitigate breaches that might occur in the course of conducting the Group’s activities (e.g., market misconduct, fraud, corruption, tax evasion, money laundering, financing of terrorism, data breaches, etc.). Anti‑money laundering policy The anti‑money laundering policy ("AML Policy") establishes Tikehau Capital’s obligations, procedures, and operational controls to prevent, detect, and report money laundering and terrorism financing activities, in line with legal and regulatory requirements, through robust client due diligence, risk assessment, and ongoing monitoring across all Group entities. Anti‑bribery, corruption and influence peddling code The anti‑bribery, corruption and influence peddling code ("ABC Code") sets out Tikehau Capital’s framework for identifying, preventing, and addressing illicit conduct such as bribery, corruption, and influence peddling, including roles, responsibilities, sanctions, and whistleblowing procedures, in strict compliance with international regulations and best practices. Whistleblowing policy The whistleblowing policy establishes a standalone framework for reporting and addressing actual or potential wrongdoing, misconduct, or unethical behaviour within the Group. Code of ethics The code of ethics defines the standards of professional and ethical conduct required of all Tikehau Capital personnel, encompassing obligations related to confidentiality, personal transactions, gifts and entertainment, prevention of market abuse, external communications, and the safeguarding of clients and stakeholders interests in accordance with legal and professional standards. Personal data protection policy The personal data protection policy sets clear rules for collecting, processing, storing, and transferring personal data. The policy also provides guidance on handling sensitive categories of data and specifies how and when consent must be obtained or is not required, depending on the situation. Its purpose is to ensure these activities are transparent, respectful of individual privacy and compliant with data protection regulations, including the EU GDPR. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 296
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement 4.2.3.1.2 Ethics and regulatory compliance Tikehau Capital’s policies, actions, metrics and targets relate to the following material IROs raised during the DMA. Category Type Description Term Likelihood Business model, own operations and value chain Impact Positive Good ethics behaviour, and compliance with regulatory requirements will protect investor‑clients. Short Potential These IROs influence the Group’s business model (performance, reputation, and stakeholder trust), its own operations (compliance management), and its value chain (enhanced engagement efforts to strengthen transparency, ethics, and regulatory compliance across the entire value chain). Impact Positive Participating in industry initiatives and regulatory discussions can influence companies to adopt more sustainable and responsible ESG practices. Short Actual Risk Regulatory/ Financial Loss of licence to operate, fine for non‑compliance and reputational damage. Short Potential Risk Reputational Risk of reputation damage in case of misbehaviour related to tax avoidance. Short Potential Opportunity Reputational Adequate tax structure to meet investor‑clients needs in compliance with applicable regulations. Short Potential 4.2.3.1.2.1 Actions Ethics and regulatory compliance In order to promote and embed ethical behaviour, the Group has implemented a comprehensive ethics and regulatory compliance programme, which includes the following actions: This compliance programme is designed to cover a variety of circumstances and conduct. However, no set of policies or procedures can anticipate every possible situation. Consequently, personnel are expected not only to abide by the letter of the policies and procedures, but also the spirit, by upholding the fundamental ideals of Tikehau Capital, which includes integrity, honesty and trust. The Group’s requirements in terms of professional ethics also involve balanced governance, prevention of conflicts of interest and stringent internal control (see further details in Section 2.3 (Risk management culture and compliance obligations) of this Universal Registration Document). Actual and potential conflicts of interest must be identified, inventoried, assessed for mitigation and disclosed if mitigation is insufficient to reduce the risk of occurrence. Tikehau Capital assesses conflicts of interest between and amongst, the Group, asset management entities, investor‑clients, employees, funds, General Partners and service providers. This assessment is conducted at least annually or more frequently when there is a change to Tikehau Capital’s business. Policies and procedures setting out applicable legal and regulatory requirements, and how the Group meets those obligations; P Training on Tikehau Capital’s obligations, policies and procedures, and expected standards; P Assessments to review implementation, controls and validation of mitigation techniques to prevent, avoid and minimise the risk of breaches; P Regular attestations by personnel certifying their compliance with the code of ethics and related policies and procedures; and P A whistleblowing platform and related promotion of speak‑up culture to facilitate and encourage reporting of actual or potential breaches of Tikehau Capital’s policies and procedures (e.g., code of ethics, ABC Code, AML Policy, and code of conduct), bribery or corruption, fraud, non‑financial misconduct, etc. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT297
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4. – – Sustainable development Sustainability Statement Prevention and detection of corruption and bribery In accordance with the French Sapin II law and other relevant anti‑bribery and anti‑corruption regulations, Tikehau Capital has developed an anti‑bribery and anti‑corruption framework based on: Lastly, internal and external accounting controls are intended to ensure that the books, registers and accounts are not used to conceal acts of corruption or influence peddling. Please note that in implementing the requirements to meet the Sapin II Law, Tikehau Capital also complies with applicable anti‑bribery and anti‑corruption laws in countries in which it operates including but not limited to: the United Nations Convention against Corruption, the United States Foreign Corrupt Practices Act, the United Kingdom Bribery Act (2010), and the Singapore Prevention of Corruption Act and Penal Code. With respect to training, the Group introduced in 2025 targeted training for individuals holding a functions at‑risk position. Tikehau Capital has determined that functions‑at‑risk include: The functions‑at‑risk were determined by risk assessing all functions in the Group by job responsibility, potential exposure to bribery and corruption, and ability to take contracting decisions. The list was validated with business line heads and senior management. Members of Tikehau Capital’s affiliate Boards are usually employees of the Group and thus receive anti‑corruption training as per the above disclosure about own workforce. The Supervisory Board of Tikehau Capital does not have dedicated anti‑corruption training as the Supervisory Board regularly receives updates from General Management about anti‑bribery and anti‑corruption efforts, in certain cases receives relevant training from their employer, and does not have the ability to bind the Group. Whistleblowing platform To encourage a speak‑up culture and to comply with relevant whistleblowing laws, Tikehau Capital has implemented a dedicated whistleblowing platform available to internal and external stakeholders. All employees at onboarding and subsequently at least annually through the code of ethics training, are trained on whistleblowing, speak‑up culture and how to use the whistleblowing platform. This information, along with the whistleblowing policy and a link to the whistleblowing platform, is available on Tikehau Capital’s intranet. Reports made via the whistleblowing platform are managed by either compliance or human capital depending on the nature of the report. Investigations are conducted in a fair, objective and confidential manner, by an independent case manager of the compliance or human capital teams. Reports are acknowledged promptly and within 48 hours of initial receipt. The case manager will have full access to necessary documents, personnel and other resources required to conduct a comprehensive investigation and recommend appropriate actions based on the findings. Whistleblowers have the option to report anonymously if they wish to via the platform. In any case, all reports are handled confidentially meaning that the identity of the whistleblower and the contents of the report are kept on a “need‑to‑know” basis. Only certain senior members of the compliance and human capital teams have controlled access to the whistleblowing platform. Information about whistleblowing is reported to the executive and supervisory governing bodies of the company concerned, where possible, though this management information may be a summarised or “redacted” version of the report to ensure confidentiality and compliance with applicable law. In certain circumstances, certain whistleblowing reports may be directed to or also reported by Tikehau Capital to the relevant external authorities where required by law. Tikehau Capital is committed to protecting individuals who report concerns in good faith from any form of retaliation, reprisal, or adverse action. Retaliation against whistleblowers is strictly prohibited and will not be tolerated under any circumstances. A whistleblowing platform designed to collect reports from internal and external stakeholders concerning actual or potential breaches of the Group’s code of conduct or other applicable policies or procedures, as well as an investigation protocol and requirements for handling whistleblowing reports, including confidentiality and non‑retaliation; P Risk mapping exercises in the form of regularly updated documentation designed to identify, analyse and prioritise the Group’s risks of exposure to external solicitations for the purpose of corruption, notably according to the business sectors and the geographical areas in which Group entities operate; P Procedures for assessing the situation of third parties (notably leading clients or suppliers); P A training programme for the managers and employees most exposed to the risks of corruption and influence peddling; and P A disciplinary regime to sanction employees in the event of a breach of the code of conduct or other applicable policy or procedure. P All sales and marketing professionals, regardless of level;P All finance professionals, regardless of level;P Investment professionals who are Managing Directors or Executive Directors, with the exception of the infrastructure investing team who are included regardless of level; and P Individuals with frequent interaction with third‑party vendors including but not limited to: procurement, IT, communications, legal, operations and compliance. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 298
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Lobbying and political contributions As it continues to develop and in order to increase the visibility and understanding of its strategies, the Group participates in lobbying actions, defined as any initiative led by a representative of the Group’s interests aimed at, on the one hand, raising public awareness of the Group’s areas of expertise and, on the other, influencing, where applicable, a public decision. It should be noted that lobbying in this case would not include certain US state level obligations (namely, California) for individuals to register as a lobbyist to market Tikehau Capital products to California state pension plans. Tikehau Capital refrains from making political contributions (financial or in‑kind donations), even if they are lawful in a large number of countries within a strictly‑regulated framework. Deviations from this policy must be raised to the Patronage Review Committee, an internal committee comprised of senior individuals including the General Counsel and members of compliance. In addition, the Group supports and is an active member of professional associations that represent its interests and those of its sector, notably: French Association of Private Enterprises ("AFEP"), French Asset Management Association ("AFG"), Alternative Investment Management Association ("AIMA"), French Association of non‑listed real estate investment funds ("ASPIM"), European Leveraged Finance Alliance ("ELFA"), France Invest (leading association of French private investors), l’Institut pour la Finance Durable (ex. Finance For Tomorrow), Invest Europe, Loan Market Association ("LMA"), American Investment Council ("AIC") and the UNPRI. Tax evasion As a responsible and engaged financial actor, Tikehau Capital is committed to a high level of transparency concerning its own activities including taxes. Tikehau Capital has no operations in countries listed by the European Union as non‑cooperative jurisdictions for tax purposes. In addition, the Group complies with all local legislation targeting the elimination of tax avoidance in its countries of operation. Tikehau Capital has a tax department in charge of overseeing core areas of tax reporting, analysis of the tax consequences of investment transactions or structuring of funds with the assistance of external tax advisors as needed. Tikehau Capital duly discloses tax expenses as a part of its Universal Registration Document. See further details in Section 2.2.5 (Regulatory, legal and tax risks) of this Universal Registration Document. 4.2.3.1.2.2 Metrics Ethics and regulatory compliance Key Indicators From 1 January to 31 December 2025 From 1 January to 31 December 2024 Violations of the UNGC principles and the OECD Guidelines for Multinational Enterprises 0 0 Number of convictions for violation of anti‑corruption and anti‑bribery laws 0 0 Amount of fines for violation of anti‑corruption and anti‑bribery laws €0 €0 Number of confirmed incidents of corruption or bribery 0 0 Number of confirmed incidents in which own workers were dismissed or disciplined for corruption or bribery‑related incidents 0 0 Number of confirmed incidents relating to contracts with business partners that were terminated or not renewed due to violations related to corruption or bribery 0 0 Public legal cases regarding corruption or bribery brought against undertaking and own workers and outcomes of such cases 0 0 Total amount of monetary losses as a result of legal proceedings associated with fraud, insider trading, anti‑trust, anti‑competitive behaviour, market manipulation, malpractice, or other related financial industry laws or regulations €0 €0 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT299
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4. – – Sustainable development Sustainability Statement Prevention and detection of corruption and bribery From 1 January to 31 December 2025 From 1 January to 31 December 2025 From 1 January to 31 December 2024 Functions‑at- risk workforce Non functions‑at- risk workforce All employees Training coverage Total 364 353 541 Total receiving training 151 299 435 Delivery method and duration Classroom training 1 hour - - Computer‑based training - 1 hour 1 hour Frequency How often training is required Bi‑annually Bi‑annually Bi‑annually Topics covered Definition of corruption Yes Yes Yes Policy Yes Yes Yes Procedures on suspicion/detection Yes Yes Yes Etc. Yes Yes Yes Lobbying and political contributions Key indicators From 1 January to 31 December 2025 From 1 January to 31 December 2024 Financial political contributions made 0 0 In‑kind political contributions made 0 0 Disclosure of how monetary value of in‑kind contributions is estimated N/A N/A Amount of internal and external lobbying expenses €205k €132k Amount paid for membership to lobbying associations €516k €772k Undertaking is registered in EU Transparency Register or in equivalent transparency register in Member State No No TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 300
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement 4.2.3.1.3 Responsible marketing and investor‑client relations Tikehau Capital offers investment services, namely discretionary portfolio management and investment advice, to its investor‑clients. A investor‑client is also a person who invests in a fund or vehicle to whom an asset management company of the Group provides, intends to provide, or has provided an investment service in the course of carrying on an asset management activity. Tikehau Capital’s policies, actions, metrics and targets relates to the following material IROs raised during the DMA. Category Type Description Term Likelihood Business model, own operations and value chain Impact Positive Offering high‑quality support services to investor‑clients, addressing their queries and issues promptly and effectively, thereby improving their overall satisfaction. Short Actual These IROs influence the Group’s business model (performance, reputation, and ability to attract and retain investor‑clients), its own operations (communication and promotion of products and services), and its value chain (relationships with investor‑clients). Risk Regulatory Litigation following errors in external presentation or misleading statement/ greenwashing leading to claims. Short Potential Risk Regulatory/ Reputational Fine for misleading communication/greenwashing, loss of licence to operate, reputational damage. Medium Potential Opportunity Reputational Trust in products and/or services (financial and ESG performance) can bring business benefits, such as increased AuM and widening of the future investor‑client base. Medium Potential 4.2.3.1.3.1 Actions Personnel are expected to uphold the principle of equal treatment for all investor‑clients and to adhere to the Group’s professional and ethical standards in all interactions with existing and potential clients, as detailed in the various Group polices and the applicable compliance manuals. All the policies and procedures can be found on Tikehau Capital’s intranet. In addition to a relationship with the sales and marketing department, investor‑clients will often interact with the client services department, who handle client onboarding and ongoing investor‑client relations, including distribution of capital calls and client reporting, as well as responding to ad hoc queries. Communications with investor‑clients are handled in a professional and timely fashion. When developing new strategies, funds and products, including subsequent vintages of existing funds, the Group ensures that a New Products Committee is held to assess the viability of such product and the appropriateness for its target markets. All relevant departments, including General Management, sales and marketing, legal and compliance must sign‑off prior to the further development, setup and marketing of the product. The Group’s asset management companies are subject to strict regulations in respect of the classification of customers and provision of information to customers, depending on their level of knowledge and investment experience as well as wealth. When establishing a relationship with a prospective investor‑client for the purpose of providing a personalised recommendation (whether for a transaction or an investment service), the management company must ensure the suitability of the recommendation. To this end, it must: (i) conduct KYC procedures, (ii) compile a comprehensive customer file, (iii) perform a suitability assessment to ensure the proposed service aligns with the investor‑client’s investment objectives, and (iv) categorise the investor‑client appropriately. In cases where the management company is not provided a personalised recommendation, the company must still: (i) conduct KYC procedures, (ii) compile a comprehensive customer file, and (iii) categorise the investor‑client appropriately. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT301
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4. – – Sustainable development Sustainability Statement As part of its commitment to responsible marketing, the Group integrates clear and transparent communication practices into its marketing and communication strategy. Marketing materials, including presentations intended to promote the Group, the Company, or its funds, are subject to review by the compliance team prior to distribution. Financial and non‑financial reports undergo internal validation processes and, in some cases, independent third‑party verification (e.g., audits for impact funds). Together with the legal department, the compliance team ensures that marketing communications are permitted in the relevant jurisdiction, in accordance with regulatory obligations and registration or notification obligations, and contain appropriate disclosure for the marketing material and the jurisdiction. In all cases, marketing material must clearly be identified, be factually accurate, comply with applicable reporting requirements (e.g., the “Marketing Rule” in the United States) and present a fair and comprehensive picture of a potential investment. Additionally, investor‑clients will receive reporting in respect of their investment, with the frequency and content determined by the operating documents of the fund, and, where applicable, the regulatory requirements for certain disclosures or reporting templates. As a publicly listed company, the Company must also ensure that all communications and marketing efforts comply with applicable regulatory requirements, particularly with the relevant provisions of the EU Market Abuse Regulation. 4.2.3.1.3.2 Metrics and targets Key indicators From 1 January to 31 December 2025 From 1 January to 31 December 2024 (1) Number and (2) percentage of employees with professional qualifications with a record of investment‑related investigations, consumer‑initiated complaints, private civil litigations, or other regulatory proceedings (1) 0 (2) 0% (1) 0 (2) 0% Total amount of monetary losses resulting from legal proceedings associated with the marketing and communication of financial product related information to new and returning customers €0 €0 While the Group adheres to ethical guidelines and best practices in these areas, it has not yet defined measurable targets related to responsible marketing and client‑investor relations. 4.2.3.1.4 Confidentiality, cybersecurity and data protection Tikehau Capital’s policies, actions, metrics and targets relates to the following material IROs raised during the DMA. Category Type Description Term Likelihood Business model, own operations and value chain Risk Positive Tikehau Capital or its portfolio companies’ defence systems could fail in the event of a cyberattack or other security threats, leading to financial loss or business interruption. Short Potential These IROs influence the Group’s business model (performance and reputation), its own operations (business continuity), and its value chain (enhanced engagement efforts to improve security standards and the protection of data relating to portfolio assets, as well as relationships with investor‑clients). Impact Negative Data privacy of investor‑clients (such as wealth information) is not maintained. Short Potential Risk Regulatory Investor‑clients loss and potential litigation following data leaks. Medium Potential Opportunity Reputational Maintain a robust GDPR framework can reinforce trust toward investor‑clients. Medium Potential TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 302
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement 4.2.3.1.4.1 Actions Tikehau Capital places the highest importance on protecting the personal data of its external stakeholders (including investor‑clients and portfolio companies), as well as its employees. Tikehau Capital’s data collection policies comply with the GDPR applicable in the EU, along with the local laws and regulations of the jurisdictions in which it operates. The Data Protection Committee serves as a governance forum for entity‑level data protection officers, provides a framework for data protection impact assessments, and establishes applicable data protection policies and procedures. The Group adheres to the relevant requirements for data subject access requests and reporting to the appropriate authority in the event of a data breach. The business activities of Tikehau Capital are strictly confidential unless approved for public disclosure in accordance with the applicable internal rules of the Group or the relevant management company. Confidential information includes but is not limited to any information about Tikehau Capital’s business or investor‑clients or companies in which the Group has or is considering investing. It is possible that some pieces of information include inside information, but other pieces of information may simply be commercially sensitive. As Tikehau Capital SCA is listed, certain individuals are considered permanent insiders and are subject to restrictions on their trading activities in Tikehau Capital shares during certain scheduled and ad hoc closed periods. In addition to the protection of the data of the Group’s investor‑clients and portfolio companies, the protection of all data within the Group’s IT systems is of paramount importance. A system of rules and procedures is in place internally to ensure that no data is leaked from within the Group entity, notably by enforcing physical security measures such as the use of physical badges to access offices, securing of confidential materials in locked filing cabinets, remote surveillance of computers, and the destruction of confidential materials. Cybersecurity and IT measures such as differentiated user rights based on roles, regulated browsing and downloading capabilities and restricted external access to the Group's databases and applications complement these rules. Breaches in confidentiality and/or use of confidential information for personal purposes are serious offences which might lead to disciplinary action including immediate dismissal and legal action. Tikehau Capital has defined a dedicated governance structure and a data protection and cyber‑security approach covering all the Group’s activities. The governance for privacy management comprises a Head of Information Technologies as well as data protection officers for Tikehau Capital’s management companies and other in scope entities. Means allocated to address cybersecurity and to protect key information assets include: 4.2.3.1.4.2 Metrics and targets As at 31 December 2025 As at 31 December 2024 Percentage of employees who completed cybersecurity training 89% 80% While the Group adheres to ethical guidelines and best practices in these areas, it has not yet defined measurable targets related to cybersecurity. Training of all personnel on cybersecurity through mandatory sessions. The Group also raises awareness on data privacy management through personnel privacy notices available on its intranet as well as specific trainings on data protection regulation, including the GDPR; P A permanent monitoring system is in place to detect threats and unusual activities internally and externally and monitor vulnerabilities; P Tikehau Capital is continuously upgrading the security of its data through a dedicated programme; P Local disaster recovery and continuity plans are in place and tested on an annual basis; P User access is recertified every year, new projects are analysed against cybersecurity criteria and annual security tests are organised; P A dedicated module on the whistleblowing platform to collect any concerns or questions regarding data privacy; P Internal and external intrusion tests on the security and robustness of the Group’s IT infrastructure are conducted on a regular basis (and at least annually); P The Group periodically appoints external services providers to conduct external audits regarding its information systems including data security at least annually; P The Group deployed an Information Security Management System ("ISMS") certified compliant to ISO/IED 27001:2022. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT303
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4. – – Sustainable development Sustainability Statement 4.2.4 APPENDIX 4.2.4.1 Taxonomy reporting Proportion of turnover from products or services associated with taxonomy‑aligned economic activities, disclosure covering year N Financial year N 31 December 2025 Substantial Contribution Criteria Economic activities (1) Code (2) Turn‑over (3) Propor- tion of turn- over, year N (4) Climate change miti- gation (5) Climate change adap- tation (6) Water (7) Pollu- tion (8) Cir- cular Eco- nomy (9) Bio- diver- sity (10) kEUR % Y; N; N/EL Y; N; N/EL Y; N; N/EL Y; N; N/EL Y; N; N/EL Y; N; N/EL A. Taxonomy‑eligible activities A.1. Environmentally sustainable activities (taxonomy‑aligned) Activity 1 % Activity 1 % Activity 2 % Turnover of environmentally sustainable activities (taxonomy‑aligned) (A.1) % % % % % % % of which Enabling % % % % % % % of which Transitional % % A.2. Taxonomy‑eligible but not environmentally sustainable activities (not taxonomy‑aligned activities) EL ; N/EL EL ; N/EL EL ; N/EL EL ; N/EL EL ; N/EL EL ; N/EL Activity 1 % Turnover of taxonomy‑eligible but not environmentally sustainable activities (not Taxonomy‑aligned activities) (A.2) % % % % % % % A. TURNOVER OF TAXONOMY ELIGIBLE ACTIVITIES (A.1+A.2) % % % % % % % B. Taxonomy‑non‑eligible activities Turnover of taxonomy‑non‑eligible activities 425,137 100% TOTAL (A+B) 425,137 100% a) The code constitutes the abbreviation of the relevant objective to which the economic activity is likely to make a substantial contribution, as well as the section number of the activity in the relevant Annex covering the objective,i.e.: - Climate Change Mitigation: CCM; - Climate Change Adaptation: CCA; - Water and Marine Resources: WTR; - Circular Economy: CE; - Pollution Prevention and Control: PPC; - Biodiversity and ecosystems: BIO. For example, the Activity “Afforestation” would have the Code: CCM 1.1. Where activities may make a substantial contribution to more than one objective, the codes for all objectives should be indicated. For example, if the operator reports that the activity “Construction of new buildings” makes a substantial contribution to climate change mitigation and circular economy, the code would be: CCM 7.1./CE 3.1. b) Y– Yes, Taxonomy eligible and Taxonomy‑aligned activity for the relevant environmental objective: N – No, Taxonomy eligible but not Taxonomy‑aligned activity for the relevant environmental objective; N/EL – not eligible, Taxonomy non‑eligible activity for the relevant environmental objective. (a) (b) (c) (b) (c) (b) (c) (b) (c) (b) (c) (b) (c) (d) (g) (f) (f) (f) (f) (f) (f) (e) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 304
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement DNSH criteria (“Does Not Significantly Harm”) Propor- tion of turn- over, N‑1 (18) Category enabling activity (19) Category transitional activity (20) Climate Change Miti- gation (11) Climate Change Adap- tation (12) Water (13) Pollu- tion (14) Cir- cular Eco- nomy (15) Bio- diver- sity (16) Mini- mum Safe- guards (17) Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T % % % % % % % % c) Where an economic activity contributes substantially to multiple environmental objectives, non‑financial undertakings shall indicate, in bold, the most relevant environmental objective for the purpose of calculating the KPIs of financial undertakings while avoiding double counting. d) The same activity may align with one or more environmental objectives for which it is eligible. e) The same activity may be eligible and not aligned with the relevant environmental objectives. f) EL - Taxonomy eligible activity for the relevant objective - N/EL - Non‑taxonomy eligible activity for the relevant objective. g) Activities shall be reported in Section A.2 of this template only if they are not aligned to any environmental objective for which they are eligible. Activities that align to at least one environmental objective shall be reported in Section A.1 of this template. h) For an activity to be reported in Section A.1 all DNSH criteria and minimum safeguards shall be met. (h) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT305
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4. – – Sustainable development Sustainability Statement Proportion of CapEx from products or services associated with taxonomy‑aligned economic activities, disclosure covering year N Financial year N 31 December 2025 Substantial contribution Criteria Economic activities (1) Code (2) CapEx (3) Proportion of CapEx, year N (4) Climate change miti- gation (5) Climate change adap- tation (6) Water (7) Pollu- tion (8) Cir- cular Eco- nomy (9) Bio- diver- sity (10) kEUR % Y; N; N/EL Y; N; N/EL Y; N; N/EL Y; N; N/EL Y; N; N/EL Y; N; N/EL A. Taxonomy‑eligible activities A.1. Environmentally sustainable activities (taxonomy‑aligned) Activity 1 % Activity 1 % Activity 2 % CapEx of environmentally sustainable activities (Taxonomy‑aligned) (A.1) % % % % % % % of which Enabling % % % % % % % of which Transitional % % A.2. Taxonomy‑eligible but not environmentally sustainable activities (not taxonomy‑aligned activities) EL ; N/EL EL ; N/EL EL ; N/EL EL ; N/EL EL ; N/EL EL ; N/EL Renovation of existing buildings CCM 7.2 88 0.3% EL EL EL EL EL EL Acquisition and ownership of buildings CCM 7.7 32,278 99.3% EL EL EL EL EL EL CapEx of taxonomy‑eligible but not environmentally sustainable activities (not taxonomy‑aligned activities) (A.2) 32,366 99.6% NA NA NA NA NA NA A. CAPEX OF TAXONOMY ELIGIBLE ACTIVITIES (A.1+A.2) 32,366 99.6% B. Taxonomy‑non‑eligible activities CapEx of taxonomy‑non‑eligible activities 132 0.4% TOTAL (A+B) 32,498 100.0% a) The code constitutes the abbreviation of the relevant objective to which the economic activity is likely to make a substantial contribution, as well as the section number of the activity in the relevant Annex covering the objective,i.e.: - Climate Change Mitigation: CCM; - Climate Change Adaptation: CCA; - Water and Marine Resources: WTR; - Circular Economy: CE; - Pollution Prevention and Control: PPC; - Biodiversity and ecosystems: BIO. For example, the Activity “Afforestation” would have the Code: CCM 1.1. Where activities may make a substantial contribution to more than one objective, the codes for all objectives should be indicated. For example, if the operator reports that the activity “Construction of new buildings” makes a substantial contribution to climate change mitigation and circular economy, the code would be: CCM 7.1./CE 3.1. b) Y– Yes, Taxonomy eligible and Taxonomy‑aligned activity for the relevant environmental objective: N – No, Taxonomy eligible but not Taxonomy‑aligned activity for the relevant environmental objective; N/EL – not eligible, Taxonomy non‑eligible activity for the relevant environmental objective. (a) (b) (c) (b) (c) (b) (c) (b) (c) (b) (c) (b) (c) (d) (e)(g) (f) (f) (f) (f) (f) (f) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 306
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement DNSH criteria (“Does Not Significantly Harm”) Proportion of CapEx, year N‑1 (18) Category enabling activity (19) Category transitional activity (20) Climate Change Miti- gation (11) Climate Change Adap- tation (12) Water (13) Pollu- tion (14) Cir- cular Eco- nomy (15) Bio- diver- sity (16) Mini- mum Safe- guards (17) Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T % % % % % % 0.2% 95.3% 95.6% c) Where an economic activity contributes substantially to multiple environmental objectives, non‑financial undertakings shall indicate, in bold, the most relevant environmental objective for the purpose of calculating the KPIs of financial undertakings while avoiding double counting. d) The same activity may align with one or more environmental objectives for which it is eligible. e) The same activity may be eligible and not aligned with the relevant environmental objectives. f) EL - Taxonomy eligible activity for the relevant objective - N/EL - Non‑taxonomy eligible activity for the relevant objective. g) Activities shall be reported in Section A.2 of this template only if they are not aligned to any environmental objective for which they are eligible. Activities that align to at least one environmental objective shall be reported in Section A.1 of this template. h) For an activity to be reported in Section A.1 all DNSH criteria and minimum safeguards shall be met. (h) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT307
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4. – – Sustainable development Sustainability Statement Proportion of OpEx from products or services associated with taxonomy‑aligned economic activities, disclosure covering year N Financial year N 31 December 2025 Substantial contribution Criteria Economic activities (1) Code (2) OpEx (3) Proportion of OpEx, year N (4) Climate change miti- gation (5) Climate change adap- tation (6) Water (7) Pollu- tion (8) Cir- cular Eco- nomy (9) Bio- diver- sity (10) kEUR % Y; N; N/EL Y; N; N/EL Y; N; N/EL Y; N; N/EL Y; N; N/EL Y; N; N/EL A. Taxonomy‑eligible activities A.1. Environmentally sustainable activities (taxonomy‑aligned) Activity 1 % Activity 1 % Activity 2 % OpEx of environmentally sustainable activities (Taxonomy‑aligned) (A.1) % % % % % % % of which Enabling % % % % % % % of which Transitional % % A.2. Taxonomy‑eligible but not environmentally sustainable activities (not taxonomy‑aligned activities) EL ; N/EL EL ; N/EL EL ; N/EL EL ; N/EL EL ; N/EL EL ; N/EL Renovation of existing buildings CCM 7.2 34.4 0.011% EL EL EL EL EL EL Acquisition and ownership of buildings CCM 7.7 4,854.9 1.606% EL EL EL EL EL EL OpEx of taxonomy‑eligible but not environmentally sustainable activities (not taxonomy‑aligned activities) (A.2) 4,889.3 1.618% NA NA NA NA NA NA A. OPEX OF TAXONOMY ELIGIBLE ACTIVITIES (A.1+A.2) 4,889.3 1.618% B. Taxonomy‑non‑eligible activities OpEx of taxonomy‑non‑eligible activities 297,316 98.382% TOTAL (A+B) 302,206 100.000% a) The code constitutes the abbreviation of the relevant objective to which the economic activity is likely to make a substantial contribution, as well as the section number of the activity in the relevant Annex covering the objective,i.e.: - Climate Change Mitigation: CCM; - Climate Change Adaptation: CCA; - Water and Marine Resources: WTR; - Circular Economy: CE; - Pollution Prevention and Control: PPC; - Biodiversity and ecosystems: BIO. For example, the Activity “Afforestation” would have the Code: CCM 1.1. Where activities may make a substantial contribution to more than one objective, the codes for all objectives should be indicated. For example, if the operator reports that the activity “Construction of new buildings” makes a substantial contribution to climate change mitigation and circular economy, the code would be: CCM 7.1./CE 3.1. b) Y– Yes, Taxonomy eligible and Taxonomy‑aligned activity for the relevant environmental objective: N – No, Taxonomy eligible but not Taxonomy‑aligned activity for the relevant environmental objective; N/EL – not eligible, Taxonomy non‑eligible activity for the relevant environmental objective. (a) (b) (c) (b) (c) (b) (c) (b) (c) (b) (c) (b) (c) (d) (e)(g) (f) (f) (f) (f) (f) (f) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 308
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement DNSH criteria (“Does Not Significantly Harm”) Proportion of OpEx, year N‑1 (18) Category enabling activity (19) Category transitional activity (20) Climate Change Miti- gation (11) Climate Change Adap- tation (12) Water (13) Pollu- tion (14) Cir- cular Eco- nomy (15) Bio- diver- sity (16) Mini- mum Safe- guards (17) Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T % % % % % % 0.006% 2.120% 2.126% c) Where an economic activity contributes substantially to multiple environmental objectives, non‑financial undertakings shall indicate, in bold, the most relevant environmental objective for the purpose of calculating the KPIs of financial undertakings while avoiding double counting. d) The same activity may align with one or more environmental objectives for which it is eligible. e) The same activity may be eligible and not aligned with the relevant environmental objectives. f) EL - Taxonomy eligible activity for the relevant objective - N/EL - Non‑taxonomy eligible activity for the relevant objective. g) Activities shall be reported in Section A.2 of this template only if they are not aligned to any environmental objective for which they are eligible. Activities that align to at least one environmental objective shall be reported in Section A.1 of this template. h) For an activity to be reported in Section A.1 all DNSH criteria and minimum safeguards shall be met. (h) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT309
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4. – – Sustainable development Sustainability Statement Turnover Proportion of turnover Aligned with taxonomy by objective Eligible for taxonomy by objective CCM 0% 0% CCA 0% 0% WTR 0% 0% CE 0% 0% PPC 0% 0% BIO 0% 0% Note: The code is composed of the abbreviation corresponding to the objective to which the activity can make a substantial contribution, as well as the section number allocated to the activity in the appendix relating to this objective, namely: CCM for Climate Change Mitigation, CCA for Climate Change Adaptation, WTR for Aquatic and Marine Resources, CE for Circular Economy, PPC for Pollution Prevention and Reduction and BIO for Biodiversity and Ecosystems. CapEx Proportion of CapEx Aligned with taxonomy by objective Eligible for taxonomy by objective CCM 7.2 0% 0.3% CCM 7.7 0% 99.3% CCA 0% 0% WTR 0% 0% CE 0% 0% PPC 0% 0% BIO 0% 0% Note: The code is composed of the abbreviation corresponding to the objective to which the activity can make a substantial contribution, as well as the section number allocated to the activity in the appendix relating to this objective, namely: CCM for Climate Change Mitigation, CCA for Climate Change Adaptation, WTR for Aquatic and Marine Resources, CE for Circular Economy, PPC for Pollution Prevention and Reduction and BIO for Biodiversity and Ecosystems. OpEx Proportion of OpEx Aligned with taxonomy by objective Eligible for taxonomy by objective CCM 7.2 0% 0.011% CCM 7.7 0% 1.606% CCA 0% 0% WTR 0% 0% CE 0% 0% PPC 0% 0% BIO 0% 0% Note: The code is composed of the abbreviation corresponding to the objective to which the activity can make a substantial contribution, as well as the section number allocated to the activity in the appendix relating to this objective, namely: CCM for Climate Change Mitigation, CCA for Climate Change Adaptation, WTR for Aquatic and Marine Resources, CE for Circular Economy, PPC for Pollution Prevention and Reduction and BIO for Biodiversity and Ecosystems. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 310
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Nuclear energy and fossil gas related activities Nuclear energy related activities The undertaking carries out, funds or has exposures to research, development, demonstration and deployment of innovative electricity generation facilities that produce energy from nuclear processes with minimal waste from the fuel cycle. NO The undertaking carries out, funds or has exposures to construction and safe operation of new nuclear power plants, for the generation of electricity or heat, including for hydrogen production, using best‑available technologies NO The undertaking carries out, funds or has exposures to safe operation of existing nuclear installations that produce electricity or process heat, including for the purposes of district heating or industrial processes such as hydrogen generation from nuclear energy, as well as their safety upgrades. NO Fossil gas related activities The undertaking carries out, funds or has exposures to construction or operation of electricity generation facilities that produce electricity using fossil gaseous fuels. NO The undertaking carries out, funds or has exposures to construction, refurbishment, and operation of combined heat/cool and power generation facilities using fossil gaseous fuels. NO The undertaking carries out, funds or has exposures to construction, refurbishment and operation of heat generation facilities that produce heat/cool using fossil gaseous fuels. NO TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT311
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4. – – Sustainable development Sustainability Statement 4.2.4.2 List of datapoints incorporated by reference ESRS Datapoint ID Datapoint description Relevant section ESRS 2 GOV‑1_01 Number of executive members 3.1.1 ESRS 2 GOV‑1_02 Number of non‑executive members 3.4.1 ESRS 2 GOV‑1_03 Information about representation of employees and other workers 3.4.1 ESRS 2 GOV‑1_04 Information about member's experience relevant to sectors, products and geographic locations of undertaking 3.1.2 ESRS 2 GOV‑1_05 Percentage of members of administrative, management and supervisory bodies by gender and other aspects of diversity 3.1.2 ESRS 2 GOV‑1_06 Board's gender diversity ratio 3.1.2 ESRS 2 GOV‑1_07 Percentage of independent board members 3.1.2 ESRS 2 GOV‑1_08 Information about identity of administrative, management and supervisory bodies or individual(s) within body responsible for oversight of impacts, risks and opportunities 3.4.1, 3.4.2 ESRS 2 GOV‑1_09 Disclosure of how body's or individuals within body responsibilities for impacts, risks and opportunities are reflected in undertaking's terms of reference, board mandates and other related policies 3.4.1, 3.4.2 ESRS 2 GOV‑1_10 Description of management's role in governance processes, controls and procedures used to monitor, manage and oversee impacts, risks and opportunities 3.4.1, 3.4.2 ESRS 2 GOV‑1_13 Disclosure of how dedicated controls and procedures for impact, risk and opportunity management are integrated with other internal functions 2.4.1 ESRS 2 GOV‑1_14 Disclosure of how administrative, management and supervisory bodies and senior executive management oversee setting of targets related to material impacts, risks and opportunities and how progress towards them is monitored 3.4.1, 3.4.2 ESRS 2 GOV‑1_15 Disclosure of how administrative, management and supervisory bodies determine whether appropriate skills and expertise are available or will be developed to oversee sustainability matters 3.1.2, 3.4.1 ESRS 2 GOV‑1_16 Information about sustainability‑related expertise that bodies either directly possess or can leverage 3.1.2, 3.4.1 ESRS 2 GOV‑1_17 Disclosure of how sustainability‑related skills and expertise relate to material impacts, risks and opportunities 3.1.2, 3.4.1 ESRS 2 GOV‑2_01 Disclosure of whether, by whom and how frequently administrative, management and supervisory bodies are informed about material impacts, risks and opportunities, implementation of due diligence, and results and effectiveness 3.4.1, 3.4.2 ESRS 2 GOV‑2_02 Disclosure of how administrative, management and supervisory bodies consider impacts, risks and opportunities when overseeing strategy, decisions on major transactions and risk management process 3.4.1, 3.4.2 ESRS 2 GOV‑2_03 Disclosure of list of material impacts, risks and opportunities addressed by administrative, management and supervisory bodies or their relevant committees 3.4.2 ESRS 2 GOV‑3_01 Incentive schemes and remuneration policies linked to sustainability matters for members of administrative, management and supervisory bodies exist 3.3.1, 3.3.2 ESRS 2 GOV‑3_02 Description of key characteristics of such incentive schemes 3.3.1, 3.3.2 ESRS 2 GOV‑3_03 Disclosure of whether performance of members of administrative, management and supervisory bodies is being assessed against specific sustainability‑related targets and/or impacts and if so which ones 3.3.1, 3.3.2 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 312
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement ESRS Datapoint ID Datapoint description Relevant section ESRS 2 GOV‑3_04 Disclosure of whether and how sustainability‑related performance metrics are considered as performance benchmarks or included in remuneration policies 3.3.1, 3.3.2 ESRS 2 GOV‑3_05 Percentage of variable remuneration dependent on sustainability‑related targets and (or) impacts 3.3.1, 3.3.2 ESRS 2 GOV‑3_06 Description of level in undertaking at which terms of incentive schemes are approved and updated 3.3.1, 3.3.2 ESRS 2 GOV‑5_01 Description of scope, main features and components of risk management and internal control processes and systems in relation to sustainability reporting 2.1.2 ESRS 2 GOV‑5_02 Description of risk assessment approach followed 2.1.1, 2.1.2 ESRS 2 GOV‑5_03 Description of main risks identified and their mitigation strategies 2.1.1, 2.1.2 ESRS 2 GOV‑5_04 Description of how findings of risk assessment and internal controls as regards sustainability reporting process have been integrated into relevant internal functions and processes 2.4.2, 2.1.2 ESRS 2 GOV‑5_05 Description of periodic reporting of findings of risk assessment and internal controls to administrative, management and supervisory bodies 2.1.2, 2.1.6, 3.4.2 E1 E1.GOV‑3_01 Disclosure of whether and how climate‑related considerations are factored into remuneration of members of administrative, management and supervisory bodies 3.3.1, 3.3.2 E1 E1.GOV‑3_02 Percentage of remuneration recognised that is linked to climate related considerations 3.3.1, 3.3.2 E1 E1.GOV‑3_03 Explanation of climate‑related considerations that are factored into remuneration of members of administrative, management and supervisory bodies 3.3.1, 3.3.2 G1 G1.GOV‑1_01 Disclosure of role of administrative, management and supervisory bodies related to business conduct 3.4.1, 3.4.2 G1 G1.GOVE‑1_02 Disclosure of expertise of administrative, management and supervisory bodies on business conduct matters 3.1.2 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT313
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4. – – Sustainable development Sustainability Statement 4.2.4.3 List of ESRS disclosure requirements covered by the Sustainability Statement ESRS Disclosure Requirement ID Disclosure Requirement description Relevant section ESRS 2 BP‑1 General basis for preparation of the sustainability statement 4.2.1.2 ESRS 2 BP‑2 Disclosures in relation to specific circumstances 4.2.1.2 ESRS 2 GOV‑1 The role of the administrative, management and supervisory bodies 2.4.1, 3.1.1, 3.1.2, 3.4.1, 3.4.2, 4.2.1.3 ESRS 2 GOV‑2 Information provided to and sustainability matters addressed by the undertaking’s administrative, management and supervisory bodies 3.4.1, 3.4.2 ESRS 2 GOV‑3 Integration of sustainability‑related performance in incentive schemes 3.3.1, 3.3.2 ESRS 2 GOV‑4 Statement on due diligence 4.2.1.3 ESRS 2 GOV‑5 Risk management and internal controls over sustainability reporting 4.2.1.3 ESRS 2 SBM‑1 Strategy, business model and value chain 4.2.1.4 ESRS 2 SBM‑2 Interests and views of stakeholders 4.2.1.4 ESRS 2 SBM‑3 Material impacts, risks and opportunities and their interaction with strategy and business model 4.2.1.4 ESRS 2 IRO‑1 Description of the process to identify and assess material impacts, risks and opportunities 4.2.1.6 ESRS 2 IRO‑2 Disclosure Requirements in ESRS covered by the undertaking’s sustainability statement 4.2.1.6 E1 E1.GOV‑3 Integration of sustainability‑related performance in incentive schemes 3.3.1, 3.3.2 E1 E1‑1 Transition plan for climate change mitigation 4.2.2.2.4 E1 E1.SBM‑3 Material impacts, risks and opportunities and their interaction with strategy and business model 4.2.1.4, 4.2.2.2 E1 E1. IRO‑1 Description of the processes to identify and assess material climate‑related impacts, risks and opportunities 4.2.2.2.2 E1 E1‑2 Policies related to climate change mitigation and adaptation 4.2.2.2.3 E1 E1‑3 Actions and resources in relation to climate change policies 4.2.2.2.4 E1 E1‑4 Targets related to climate change mitigation and adaptation 4.2.2.2.4 E1 E1‑5 Energy consumption and mix 4.2.2.2.8 E1 E1‑6 Gross Scopes 1, 2, 3 and Total GHG emissions 4.2.2.2.9 E4 E4‑1 Transition plan and consideration of biodiversity and ecosystems in strategy and business model 4.2.1.4.3.1 E4 E4.SBM‑3 Material impacts, risks and opportunities and their interaction with strategy and business model 4.2.1.4.3 E4 E4.IRO‑1 Description of processes to identify and assess material biodiversity and ecosystem‑related impacts, risks, dependencies and opportunities 4.2.1.4.3.1 E4 E4‑2 Policies related to biodiversity and ecosystems 4.2.1.4.3.1 E4 E4‑3 Actions and resources related to biodiversity and ecosystems 4.2.1.4.3.1 E4 E4‑4 Targets related to biodiversity and ecosystems 4.2.1.4.3.1 S1 S1.SBM‑3 Material impacts, risks and opportunities and their interaction with strategy and business model 4.2.1.4.3.2 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 314
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement ESRS Disclosure Requirement ID Disclosure Requirement description Relevant section S1 S1‑1 Policies related to own workforce 4.2.1.4.3.2 S1 S1‑2 Processes for engaging with own workforce and workers’ representatives about impacts N/A S1 S1‑3 Processes to remediate negative impacts and channels for own workforce to raise concerns N/A S1 S1‑4 Taking action on material impacts on own workforce, and approaches to managing material risks and pursuing material opportunities related to own workforce, and effectiveness of those actions 4.2.1.4.3.2 S1 S1‑5 Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities 4.2.1.4.3.2 S1 S1‑6 Characteristics of the undertaking’s employees 4.2.1.4.3.2 S1 S1‑8 Collective bargaining coverage and social dialogue 4.2.1.4.3.2 S1 S1‑9 Diversity metrics 4.2.1.4.3.2 S1 S1‑10 Adequate wages 4.2.1.4.3.2 S1 S1‑11 Social protection 4.2.1.4.3.2 S1 S1‑12 Persons with disabilities 4.2.1.4.3.2 S1 S1‑13 Training and skills development metrics 4.2.1.4.3.2 S1 S1‑14 Health and safety metrics 4.2.1.4.3.2 S1 S1‑15 Work‑life balance metrics N/A S1 S1‑16 Remuneration metrics (pay gap and total remuneration) 4.2.1.4.3.2 S1 S1‑17 Incidents, complaints and severe human rights impacts N/A G1 G1.GOV‑1 The role of the administrative, management and supervisory bodies 3.1.2, 3.4.1, 3.4.2 G1 G1‑1 Business conduct policies and corporate culture 4.2.1.4.3.3 G1 G1‑3 Prevention and detection of corruption and bribery 4.2.1.4.3.3 G1 G1‑4 Incidents of corruption or bribery 4.2.1.4.3.3 G1 G1‑5 Political influence and lobbying activities 4.2.1.4.3.3 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT315
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4. – – Sustainable development Sustainability Statement 4.2.4.4 List of datapoints in ESRS 2 and topical ESRS that derive from other EU legislation Disclosure Requirement and related datapoint SFDR reference Pillar 3 reference Benchmark Regulation reference EU Climate Law reference Relevant section ESRS 2 GOV‑1 Board's gender diversity paragraph 21 (d) Indicator number 13 of Table #1 of Annex 1 Commission Delegated Regulation (EU) 2020/1816 ( 27 ) , Annex II 3.1.2 ESRS 2 GOV‑1 Percentage of board members who are independent paragraph 21 (e) Delegated Regulation (EU) 2020/1816, Annex II 3.1.2 ESRS 2 GOV‑4 Statement on due diligence paragraph 30 Indicator number 10 Table #3 of Annex 1 4.2.1.3 ESRS 2 SBM‑1 Involvement in activities related to fossil fuel activities paragraph 40 (d) i Indicators number 4 Table #1 of Annex 1 Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 ( 28 ) Table 1: Qualitative information on Environmental risk and Table 2: Qualitative information on Social risk Delegated Regulation (EU) 2020/1816, Annex II N/A ESRS 2 SBM‑1 Involvement in activities related to chemical production paragraph 40 (d) ii Indicator number 9 Table #2 of Annex 1 Delegated Regulation (EU) 2020/1816, Annex II N/A ESRS 2 SBM‑1 Involvement in activities related to controversial weapons paragraph 40 (d) iii Indicator number 14 Table #1 of Annex 1 Delegated Regulation (EU) 2020/1818 ( 29 ) , Article 12(1) Delegated Regulation (EU) 2020/1816, Annex II N/A ESRS 2 SBM‑1 Involvement in activities related to cultivation and production of tobacco paragraph 40 (d) iv Delegated Regulation (EU) 2020/1818, Article 12(1) Delegated Regulation (EU) 2020/1816, Annex II N/A ESRS E1‑1 Transition plan to reach climate neutrality by 2050 paragraph 14 Regulation (EU) 2021/1119, Article 2(1) 4.2.2.2.4 ESRS E1‑1 Undertakings excluded from Paris‑aligned Benchmarks paragraph 16 (g) Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 Template 1: Banking book‑Climate Change transition risk: Credit quality of exposures by sector, emissions and residual maturity Delegated Regulation (EU) 2020/1818, Article12.1 (d) to (g), and Article 12.2 4.2.2.2.4 ESRS E1‑4 GHG emission reduction targets paragraph 34 Indicator number 4 Table #2 of Annex 1 Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 Template 3: Banking book – Climate change transition risk: alignment metrics Delegated Regulation (EU) 2020/1818, Article 6 4.2.2.2 ESRS E1‑5 Energy consumption from fossil sources disaggregated by sources (only high climate impact sectors) paragraph 38 Indicator number 5 Table #1 and Indicator n. 5 Table #2 of Annex 1 N/A ESRS E1‑5 Energy consumption and mix paragraph 37 Indicator number 5 Table #1 of Annex 1 4.2.2.2.8 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 316
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Disclosure Requirement and related datapoint SFDR reference Pillar 3 reference Benchmark Regulation reference EU Climate Law reference Relevant section ESRS E1‑5 Energy intensity associated with activities in high climate impact sectors paragraphs 40 to 43 Indicator number 6 Table #1 of Annex 1 N/A ESRS E1‑6 Gross Scope 1, 2, 3 and Total GHG emissions paragraph 44 Indicators number 1 and 2 Table #1 of Annex 1 Article 449a; Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 Template 1: Banking book – Climate change transition risk: Credit quality of exposures by sector, emissions and residual maturity Delegated Regulation (EU) 2020/1818, Article 5(1), 6 and 8(1) 4.2.2.2.9 ESRS E1‑6 Gross GHG emissions intensity paragraphs 53 to 55 Indicators number 3 Table #1 of Annex 1 Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 Template 3: Banking book – Climate change transition risk: alignment metrics Delegated Regulation (EU) 2020/1818, Article 8(1) 4.2.2.2.9 ESRS E1‑7 GHG removals and carbon credits paragraph 56 Regulation (EU) 2021/1119, Article 2(1) N/A ESRS E1‑9 Exposure of the benchmark portfolio to climate‑related physical risks paragraph 66 Delegated Regulation (EU) 2020/1818, Annex II Delegated Regulation (EU) 2020/1816, Annex II N/A ESRS E1‑9 Disaggregation of monetary amounts by acute and chronic physical risk paragraph 66 (a) Location of significant assets at material physical risk paragraph 66 (c) Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 paragraphs 46 and 47; Template 5: Banking book - Climate change physical risk: Exposures subject to physical risk. N/A ESRS E1‑9 Breakdown of the carrying value of its real estate assets by energy‑efficiency paragraph 67 (c) Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 paragraph 34;Template 2:Banking book -Climate change transition risk: Loans collateralised by immovable property - Energy efficiency of the collateral N/A ESRS E1‑9 Degree of exposure of the portfolio to climate- related opportunities paragraph 69 Delegated Regulation (EU) 2020/1818, Annex II N/A ESRS E2‑4 Amount of each pollutant listed in Annex II of the E‑PRTR Regulation (European Pollutant Release and Transfer Register) emitted to air, water and soil paragraph 28 Indicator number 8 Table #1 of Annex 1 Indicator number 2 Table #2 of Annex 1 Indicator number 1 Table #2 of Annex 1 Indicator number 3 Table #2 of Annex 1 N/A ESRS E3‑1 Water and marine resources paragraph 9 Indicator number 7 Table #2 of Annex 1 N/A ESRS E3‑1 Dedicated policy paragraph 13 Indicator number 8 Table 2 of Annex 1 N/A ESRS E3‑1 Sustainable oceans and seas paragraph 14 Indicator number 12 Table #2 of Annex 1 N/A TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT317
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4. – – Sustainable development Sustainability Statement Disclosure Requirement and related datapoint SFDR reference Pillar 3 reference Benchmark Regulation reference EU Climate Law reference Relevant section ESRS E3‑4 Total water recycled and reused paragraph 28 (c) Indicator number 6.2 Table #2 of Annex 1 N/A ESRS E3‑4 Total water consumption in m per net revenue on own operations paragraph 29 Indicator number 6.1 Table #2 of Annex 1 N/A ESRS 2- SBM 3 - E4 paragraph 16 (a) i Indicator number 7 Table #1 of Annex 1 4.2.1.4.3.1 ESRS 2- SBM 3 - E4 paragraph 16 (b) Indicator number 10 Table #2 of Annex 1 4.2.1.4.3.1 ESRS 2- SBM 3 - E4 paragraph 16 (c) Indicator number 14 Table #2 of Annex 1 4.2.1.4.3.1 ESRS E4‑2 Sustainable land / agriculture practices or policies paragraph 24 (b) Indicator number 11 Table #2 of Annex 1 4.2.1.4.3.1 ESRS E4‑2 Sustainable oceans / seas practices or policies paragraph 24 (c) Indicator number 12 Table #2 of Annex 1 N/A ESRS E4‑2 Policies to address deforestation paragraph 24 (d) Indicator number 15 Table #2 of Annex 1 N/A ESRS E5‑5 Non‑recycled waste paragraph 37 (d) Indicator number 13 Table #2 of Annex 1 N/A ESRS E5‑5 Hazardous waste and radioactive waste paragraph 39 Indicator number 9 Table #1 of Annex 1 N/A ESRS 2- SBM3 - S1 Risk of incidents of forced labour paragraph 14 (f) Indicator number 13 Table #3 of Annex I 4.2.1.4.3.2 ESRS 2- SBM3 - S1 Risk of incidents of child labour paragraph 14 (g) Indicator number 12 Table #3 of Annex I N/A ESRS S1‑1 Human rights policy commitments paragraph 20 Indicator number 9 Table #3 and Indicator number 11 Table #1 of Annex I 4.2.1.4.3.2 ESRS S1‑1 Due diligence policies on issues addressed by the fundamental International Labor Organisation Conventions 1 to 8, paragraph 21 Delegated Regulation (EU) 2020/1816, Annex II 4.2.1.4.3.2 ESRS S1‑1 Processes and measures for preventing trafficking in human beings paragraph 22 Indicator number 11 Table #3 of Annex I N/A ESRS S1‑1 Workplace accident prevention policy or management system paragraph 23 Indicator number 1 Table #3 of Annex I 4.2.1.4.3.2 ESRS S1‑3 Grievance/complaints handling mechanisms paragraph 32 (c) Indicator number 5 Table #3 of Annex I 4.2.1.4.3.2 ESRS S1‑14 Number of fatalities and number and rate of work‑related accidents paragraph 88 (b) and (c) Indicator number 2 Table #3 of Annex I Delegated Regulation (EU) 2020/1816, Annex II 4.2.1.4.3.2 3 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 318
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Disclosure Requirement and related datapoint SFDR reference Pillar 3 reference Benchmark Regulation reference EU Climate Law reference Relevant section ESRS S1‑14 Number of days lost to injuries, accidents, fatalities or illness paragraph 88 (e) Indicator number 3 Table #3 of Annex I 4.2.1.4.3.2 ESRS S1‑16 Unadjusted gender pay gap paragraph 97 (a) Indicator number 3 Table #3 of Annex I Delegated Regulation (EU) 2020/1816, Annex II 4.2.1.4.3.2 ESRS S1‑16 Excessive CEO pay ratio paragraph 97 (b) Indicator number 8 Table #3 of Annex I 4.2.1.4.3.2 ESRS S1‑17 Incidents of discrimination paragraph 103 (a) Indicator number 7 Table #3 of Annex I 4.2.1.4.3.2 ESRS S1‑17 Non‑respect of UNGPs on Business and Human Rights and OECD Guidelines paragraph 104 (a) Indicator number 10 Table #1 and Indicator n. 14 Table #3 of Annex I Delegated Regulation (EU) 2020/1816, Annex II Delegated Regulation (EU) 2020/1818 Art 12 (1) 4.2.1.4.3.2 ESRS 2- SBM3 – S2 Significant risk of child labour or forced labour in the value chain paragraph 11 (b) Indicators number 12 and n. 13 Table #3 of Annex I N/A ESRS S2‑1 Human rights policy commitments paragraph 17 Indicator number 9 Table #3 and Indicator n. 11 Table #1 of Annex 1 N/A ESRS S2‑1 Policies related to value chain workers paragraph 18 Indicator number 11 and n. 4 Table #3 of Annex 1 N/A ESRS S2‑1 Non‑respect of UNGPs on Business and Human Rights principles and OECD guidelines paragraph 19 Indicator number 10 Table #1 of Annex 1 Delegated Regulation (EU) 2020/1816, Annex II Delegated Regulation (EU) 2020/1818, Art 12 (1) N/A ESRS S2‑1 Due diligence policies on issues addressed by the fundamental International Labor Organisation Conventions 1 to 8, paragraph 19 Delegated Regulation (EU) 2020/1816, Annex II N/A ESRS S2‑4 Human rights issues and incidents connected to its upstream and downstream value chain paragraph 36 Indicator number 14 Table #3 of Annex 1 N/A ESRS S3‑1 Human rights policy commitments paragraph 16 Indicator number 14 Table #3 of Annex 1 N/A ESRS S3‑1 non‑respect of UNGPs on Business and Human Rights, ILO principles or OECD guidelines paragraph 17 Indicator number 10 Table #1 Annex 1 Delegated Regulation (EU) 2020/1816, Annex II Delegated Regulation (EU) 2020/1818, Art 12 (1) N/A ESRS S3‑4 Human rights issues and incidents paragraph 36 Indicator number 14 Table #3 of Annex 1 N/A TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT319
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4. – – Sustainable development Sustainability Statement Disclosure Requirement and related datapoint SFDR reference Pillar 3 reference Benchmark Regulation reference EU Climate Law reference Relevant section ESRS S4‑1 Policies related to consumers and end‑users paragraph 16 Indicator number 9 Table #3 and Indicator number 11 Table #1 of Annex 1 4.2.3.1.3 ESRS S4‑1 Non‑respect of UNGPs on Business and Human Rights and OECD guidelines paragraph 17 Indicator number 10 Table #1 of Annex 1 Delegated Regulation (EU) 2020/1816, Annex II Delegated Regulation (EU) 2020/1818, Art 12 (1) N/A ESRS S4‑4 Human rights issues and incidents paragraph 35 Indicator number 14 Table #3 of Annex 1 N/A ESRS G1‑1 United Nations Convention against Corruption paragraph 10 (b) Indicator number 15 Table #3 of Annex 1 4.2.1.4.3.3 ESRS G1‑1 Protection of whistle- blowers paragraph 10 (d) Indicator number 6 Table #3 of Annex 1 4.2.1.4.3.3 ESRS G1‑4 Fines for violation of anti‑corruption and anti‑bribery laws paragraph 24 (a) Indicator number 17 Table #3 of Annex 1 Delegated Regulation (EU) 2020/1816, Annex II) 4.2.1.4.3.3 ESRS G1‑4 Standards of anti- corruption and anti- bribery paragraph 24 (b) Indicator number 16 Table #3 of Annex 1 4.2.1.4.3.3 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 320
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement 4.2.4.5 Cross‑reference table – Sustainability accounting standards Board The table below reconciles the information published in this Universal Registration Document and the Sustainable Industry Classification System (SICS ) FN‑AC standard of December 2024 prepared by SASB Standards (part of IFRS foundation) for the asset management sector. Theme Code Description Relevant section Transparent Information and Fair Advice for Customers FN‑AC‑270a.1 (1) Number and (2) percentage of licensed employees and identified decision‑makers with a record of investment‑related investigations, consumer‑initiated complaints, private civil litigations, or other regulatory proceedings 4.2.3.1.2.3 FN‑AC‑270a.2 Total amount of monetary losses as a result of legal proceedings associated with marketing and communication of financial product‑related information to new and returning customers 4.2.3.1.3.2 FN‑AC‑270a.3 Description of approach to informing customers about products and services 4.2.3.1.3 Employee Diversity and Inclusion FN‑AC‑330a.1 Percentage of (1) gender and (2) diversity group representation for (a) executive management, (b) non‑executive management, (c) professionals, and (d) all other employees (1a) 3.1.1 (1bcd) 4.2.1.4.3.2 (2) N/A Incorporation of Environmental, Social, and Governance Factors in Investment Management and Advisory FN‑AC‑410a.1 Amount of assets under management, by asset class, that employ (1) integration of environmental, social, and governance (ESG) issues, (2) sustainability themed investing and (3) screening 4.2.1.5.2 FN‑AC‑410a.2 Description of approach to incorporation of environmental, social and governance (ESG) factors in investment or wealth management processes and strategies 4.2.1.5.2 FN‑AC‑410a.3 Description of proxy voting and investee engagement policies and procedures 4.2.1.5.2 Financed Emissions FN‑AC‑410b.1 Absolute gross financed emissions, disaggregated by (1) Scope 1, (2) Scope 2 and (3) Scope 3 4.2.2.2.9 FN‑AC‑410b.2 Total amount of assets under management (AUM) included in the financed emissions disclosure 4.2.2.2.9 FN‑AC‑410b.3 Percentage of total assets under management (AUM) included in the financed emissions calculation 4.2.2.2.9 FN‑AC‑410b.4 Description of the methodology used to calculate financed emissions 4.2.2.2.10 Business Ethics FN‑AC‑510a.1 Total amount of monetary losses as a result of legal proceedings associated with fraud, insider trading, antitrust, anticompetitive behaviour, market manipulation, malpractice, or other related financial industry laws or regulations 4.2.3.1.2 FN‑AC‑510a.2 Description of whistleblower policies and procedures 4.2.3.1.2 Activity Measurement FN‑AC‑000.A Total assets under management 4.2.1.5.2.2 FN‑AC‑000.B Total assets under custody and supervision N/A ® ® TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT321
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4. – – Sustainable development Sustainability Statement 4.2.4.6 Report on the certification of sustainability information and verification of the disclosure requirements under Article 8 of Regulation (EU) 2020/852, relating to the year ended December 31, 2025 This is a free translation into English of the statutory auditors’ report on the certification of sustainability information and verification of the disclosure requirements under Article 8 of Regulation (EU) 2020/852 of the Company issued in French and it is provided solely for the convenience of English‑speaking users. This report should be read in conjunction with, and construed in accordance with, French law and the H2A guidelines on Limited assurance engagement - Certification of sustainability reporting and verification of disclosure requirements set out in Article 8 of Regulation (EU) 2020/852. To the Annual General Meeting of Tikehau Capital, This report is issued in our capacity as statutory auditors of Tikehau Capital. It covers the sustainability information and the information required by Article 8 of Regulation (EU) 2020/852, relating to the year ended December 31, 2025, included in the group management report and presented in section 4.2 of chapter 4 of the Universal Registration Document (hereafter “Sustainability Statement”). Our procedures, which relate to this information, have been performed in an evolving context characterized by uncertainties regarding the interpretation of the laws and regulations, and the development of established practices. Pursuant to Article L. 233‑28‑4 of the French Commercial Code, Tikehau Capital is required to include the above‑mentioned information in a separate section of the group management report. This information enables an understanding of the impact of the activity of Tikehau Capital on sustainability matters, as well as the way in which these matters influence the development of the business of the Group, its performance and position. Sustainability matters include environmental, social and corporate governance matters. Pursuant to Article L. 821‑54 paragraph II of the aforementioned Code our responsibility is to carry out the procedures necessary to issue a conclusion, expressing limited assurance, on: This engagement is carried out in compliance with the ethical rules, including independence, and quality control rules prescribed by the French Commercial Code. It is also governed by the H2A guidelines on “Limited assurance engagement - Certification of sustainability reporting and verification of disclosure requirements set out in Article 8 of Regulation (EU) 2020/852". In the three separate sections of the report that follow, we present, for each of the sections of our engagement, the nature of the procedures that we carried out, the conclusions that we drew from these procedures and, in support of these conclusions, the elements to which we paid particular attention and the procedures that we carried out with regard to these elements. We draw your attention to the fact that we do not express a conclusion on any of these elements taken individually and that the procedures described should be considered in the overall context of the formation of the conclusions issued in respect of each of the three sections of our engagement. Finally, where deemed necessary to draw your attention to one or more disclosures of sustainability information provided by Tikehau Capital in its Sustainability Statement, we have included an emphasis of matter(s) paragraph hereafter. Limits of our engagement As the purpose of our engagement is to express limited assurance, the nature (choice of techniques), extent (scope) and timing of the procedures are less than those required to obtain reasonable assurance. This engagement does not provide guarantee regarding the viability or the quality of the management of Tikehau Capital, in particular it does not provide an assessment, of the relevance of the choices made by Tikehau Capital in terms of action plans, targets, policies, scenario analyses and transition plans, which would go beyond compliance with the ESRS reporting requirements. Furthermore, as forward‑looking information is inherently uncertain, actual future outcomes may differ, sometimes significantly, from the forward‑looking information presented in the Sustainability Statement. Our engagement does, however, allow us to express conclusions regarding the entity’s process for determining the sustainability information to be reported, the sustainability information itself, and the information reported pursuant to Article 8 of Regulation (EU) 2020/852, as to the absence of identification or, on the contrary, the identification of errors, omissions or inconsistencies of such importance that they would be likely to influence the decisions that readers of the information subject to this engagement might make. compliance with the requirements set out in the sustainability reporting standards adopted by the European Commission pursuant to Article 29 b of Directive (EU) 2013/34 of the European Parliament and of the Council of 26 June 2013, as amended by Directive (EU) 2022/2464 of the European Parliament and of the Council of 14 December 2022 (hereinafter ESRS for European Sustainability Reporting Standards) of the process implemented by Tikehau Capital to determine the information reported, including, where applicable, the obligation to consult the social and economic committee provided for in the sixth paragraph of Article L. 2312‑17 of the French Labour Code; P compliance of the sustainability information included in the Sustainability Statement with the provisions of Article L. 233‑28‑4 of the French Commercial Code, including the ESRS; and P compliance with the reporting requirements set out in Article 8 of Regulation (EU) 2020/852. 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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Sustainable development Sustainability Statement Sustainability information and the information required under Article 8 of Regulation (EU) 2020/852 may be subject to inherent uncertainty due to the current state of scientific knowledge and the quality of external data used. Some information is sensitive to the methodological choices, assumptions, and/or estimates made in its preparation and presented in the group management report. Furthermore, comparative information relating to the financial years 2022 and 2023 has not been the subject of a certification report on sustainability information within the meaning of Article L.821‑54 of the French Commercial Code. Compliance with the ESRS of the process implemented by Tikehau Capital to determine the information reported, and compliance with the requirement to consult the social and economic committee provided for in the sixth paragraph of Article L. 2312‑17 of the French Labor Code Nature of procedures carried out Our procedures consisted in verifying that: Conclusion of the procedures carried out On the basis of the procedures we have carried out, we have not identified any material errors, omissions or inconsistencies regarding the compliance of the process implemented by Tikehau Capital with the ESRS. Elements that received particular attention The information regarding how the entity updates its Double Materiality Analysis ("DMA") and concludes that there are no changes in the material impacts, risks, and opportunities identified compared to the previous fiscal year is mentioned respectively in section 4.2.1.6.2 “Update of materiality assessment” and section 4.2.1.4.3 “Material impacts, risks and opportunities and their interaction with strategy and business model [SBM‑3]” of the Sustainability Report. Through interviews with management and individuals we deemed appropriate, as well as inspection of available documentation, we reviewed the analyses conducted by the entity, in particular the assessment of the internal and external factors considered. These notably include a sector allocation analysis, a comparative analysis, and an analysis concerning biodiversity. Based on our professional judgment, our procedures notably consisted of: Compliance of the sustainability information included in the Sustainability Statement with the requirements of Article L. 233‑28‑4 of the French Commercial Code, including the ESRS Nature of procedures carried out Our procedures consisted in verifying that, in accordance with legal and regulatory requirements, including the ESRS: Conclusion of the procedures carried out Based on the procedures we have carried out, we have not identified material errors, omissions or inconsistencies regarding the compliance of the sustainability information included in The Sustainability Report, with the requirements of Article L. 233‑28‑4 of the French Commercial Code, including the ESRS. Elements that received particular attention Information provided in application of environmental standards (ESRS E1 to E5) The information published regarding climate change (ESRS E1) is mentioned in section 4.2.2.2 "Climate Change [ESRS E1]" of the Sustainability Report. Below, we present the elements that received particular attention from us concerning the compliance of this information with the ESRS. Our work consisted primarily of: the process defined and implemented by Tikehau Capital; including the obligation to consult the social and economic committee provided for in the sixth paragraph of Article L. 2312‑17 of the French Labour Code, has enabled it, in accordance with the ESRS, to identify and assess its impacts, risks and opportunities related to sustainability matters, and to identify the material impacts, risks and opportunities, that lead to the publication of information disclosed in the Sustainability Statement; and P the information provided on this process also complies with the ESRS. P exercise our critical thinking regarding the documentation of the analyses carried out by the entity, as well as the approach implemented by the latter to identify the internal and external factors to be considered; P assess the appropriateness of the internal and external factors considered by the entity in light of our knowledge of the entity; P evaluate whether the sectoral allocation analysis, benchmarking and biodiversity analysis established by your teams do not call into question the actual and potential impacts, risks and opportunities identified; P assess the appropriateness of the description provided for this purpose in section 4.2.1.6.2 “Update of materiality assessment” of the Sustainability Report. P the disclosures provided enable an understanding of the general basis for the preparation and governance of the sustainability information included in The Sustainability Report, including the basis for determining the information relating to the value chain and the exemptions from disclosures used; P the presentation of this information ensures its readability and understandability; P the scope chosen by Tikehau Capital for providing this information is appropriate; and P on the basis of a selection, based on our analysis of the risks of non‑compliance of the information provided and the expectations of users, this information does not contain any material errors, omissions or inconsistencies, i.e. that are likely to influence the judgement or decisions of users of this information. P conduct interviews with the relevant responsible parties, particularly regarding the "climate" aspect, to inquire about the process adopted by Tikehau Capital for producing this information and to evaluate it, especially the description of the policies, actions, and targets implemented by Tikehau Capital; P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT323
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4. – – Sustainable development Sustainability Statement Regarding the information published by the entity in section 4.2.2.2.9 "Gross scopes 1, 2, 3 and total GHG emissions metricsof the Sustainability Report, concerning its greenhouse gas (GHG) emissions, we have: Regarding the transition plan for mitigating climate change, described in section 4.2.2.2.4 "Group Transition Plan [E1‑1_01]" of the Sustainability Report, our work mainly consisted of assessing: Compliance with the reporting requirements set out in Article 8 of Regulation (EU) 2020/852 Nature of procedures carried out Our procedures consisted in verifying the process implemented by Tikehau Capital to determine the eligible and aligned nature of the activities of the entities included in the consolidation. They also involved verifying the information reported pursuant to Article 8 of Regulation (EU) 2020/852, which involves checking: Conclusion of the procedures carried out Based on the procedures we have carried out, we have not identified any material errors, omissions or inconsistencies relating to compliance with the requirements of Article 8 of Regulation (EU) 2020/852. Elements that received particular attention We have determined that there are no such elements to disclose in our report. Paris‑La Défense Cedex, March 18, 2026 The Statutory Auditors French original signed by FORVIS MAZARS SA Gilles Magnan ERNST & YOUNG et Autres Vincent Roty define and implement appropriate analytical procedures, based on this information and our knowledge of the entity. P assessed the consistency of the scope considered for evaluating its greenhouse gas emissions with the scope of the consolidated financial statements, the activities under operational control, and the upstream and downstream value chain; P reviewed the protocol used by Tikehau Capital to establish the greenhouse gas emissions inventory in order to present its greenhouse gas emissions concerning "Investments" in scope 3; P assessed, regarding emissions related to scope 3:P the information provided about inclusions and exclusions of the different categories, P the information gathering process,P carried out analytical procedures concerning scope 3 emissions – Investments. P regarding "Investments" in scope 3, obtained information through interviews with the ESG management team about the calculation methodology of estimates, which we considered to be structural, and about the sources of information on which these estimates are based; P verified the arithmetic accuracy of the calculations used to establish this information about emissions related to "Investments" in scope 3. P whether the information published under the transition plan appropriately describes the key assumptions underlying this plan, noting that we do not have to express an opinion on the appropriateness or level of ambition of the objectives of this transition plan; P the consistency among the main information’s provided under the transition plan, particularly concerning decarbonization levers. P the compliance with the rules applicable to the presentation of this information to ensure that it is readable and understandable; P on the basis of a selection, the absence of material errors, omissions or inconsistencies in the information provided, i.e. information likely to influence the judgement or decisions of users of this information. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 324
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05/ – – Comments on the activities, results and financial position 5.1 GENERAL OVERVIEW OF ACTIVITIES, RESULTS AND FINANCIAL POSITION FOR THE 2025 FINANCIAL YEAR 326 5.1.1 Key figures for the 2025 financial year 326 5.1.2 Activities during the 2025 financial year 334 5.2 COMMENTS ON THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE 2025 FINANCIAL YEAR 341 5.2.1 Comments on the consolidated results for the 2025 financial year 341 5.2.2 Consolidated non‑current assets 345 5.2.3 Liquidity and capital resources 345 5.2.4 Changes in shareholders' equity 348 5.2.5 Carried interest 348 5.3 ANNUAL RESULTS OF THE COMPANY 349 5.3.1 Annual financial statements for the 2025 financial year 349 5.3.2 Company results for the last five financial years 351 5.4 SIGNIFICANT EVENTS SINCE 31 DECEMBER 2025 352 325 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT
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5. – – Comments on the activities, results and financial position General overview of activities, results and financial position for the 2025 financial year 5.1 General overview of activities, results and financial position for the 2025 financial year 5.1.1 KEY FIGURES FOR THE 2025 FINANCIAL YEAR Principles of presentation of the Management Accounts The figures and analyses presented in this Chapter 5 are provided on the basis of the Management Accounts, in other words by consolidating the intermediate investment holding companies on a similar basis to previous years in order to preserve a clear view of the underlying performance of their investments. The main restatements compared with the IFRS standards or financial statements concern a change in the scope of consolidation relating to intermediate investment holding companies, which were fully consolidated in previous periods. Since 2013, intermediate investment holding companies have been created to support and accelerate the Group's development by providing investment‑related services. They have helped to accelerate the development of the Group's Asset Management activities, by investing alongside its long‑term strategies. They are mainly based in the United States and the United Kingdom, with their functional currency being the dollar or the euro. A reassessment of the facts and circumstances was carried out in accordance with the application of IFRS 10: This change results in reduced visibility regarding the underlying performance of the Group’s investments and the associated transactions, as the realised and unrealised portfolio revenues, Performance‑Related Earnings (PRE) and operating expenses of these entities are aggregated under unrealised portfolio revenues in the IFRS financial statements. Key alignments and differences between the IFRS financial statements and the Management Accounts Contribution of intermediate investment holding companies Management Accounts IFRS financial statements Items from the income statement Fee‑Related Earnings (FRE) Fully aligned Performance‑Related Earnings (PRE) Fully consolidated Fair valued via P&L (Unrealized portfolio revenues) Realised and unrealised portfolio revenues Fully consolidated Fair valued via P&L (Unrealized portfolio revenues) Other items from the income statement (1) Fully consolidated Fair valued via P&L (Unrealized portfolio revenues) Foreign currency translation effects on the investment portfolio Fair valued via Other Comprehensive Income Fair valued via P&L (Unrealized portfolio revenues) Balance sheet items Asset and liability items Fully consolidated Fair valued in Investment Portfolio (Total Assets) Shareholders’ equity – Group share Fully aligned intermediate investment holding companies must be measured at fair value; P the impact of this change in the scope of consolidation is presented as of 1 January 2024. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 326
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Comments on the activities, results and financial position General overview of activities, results and financial position for the 2025 financial year Key figures for the 2025 financial year Net result, Group share, amounted to €136.4 million in 2025, compared to €155.8 million in 2024. The Group benefited from (i) solid earnings before interest and taxes (EBIT) from the Asset Management activity, which amounted to €149.6 million compared with €126.3 million in 2024, (ii) income from Investment activities of €239.2 million, compared with €201.7 million in 2024, (iii) partially offset by negative changes in fair value (unrealised) on investments held in the portfolio of -€73.4 million, compared with €5.4 million in 2024, (iv) a decline in financial income to -€70.5 million, compared with -€62.8 million in 2024, and (v) a decrease in income tax amounting to -€50.5 million, compared with -€53.8 million in 2024. (in millions of €) Items from the consolidated income statement (management accounts) 31 December 2025 31 December 2024 Management, subscription and arrangement fees 358.3 337.1 Operating expenses from Asset Management activity (210.7) (205.1) Core Fee‑Related Earnings (FRE) 147.6 132.0 Expenses on free share‑based remuneration (20.0) (19.3) Fee‑Related Earnings (FRE) 127.6 112.7 Performance‑Related Earnings (PRE) 22.0 13.6 ASSET MANAGEMENT ACTIVITY EBIT 149.6 126.3 REVENUES REALISED FROM THE INVESTMENT ACTIVITY 239.2 201.7 Changes in fair value (unrealised) of the Investment activity (73.4) 5.4 Group operating expenses (71.3) (63.0) Other items of the Investment activity 2.0 0.3 Financial income (70.5) (62.8) Other non‑recurring items 10.7 1.7 Corporate income tax (50.5) (53.8) Non‑controlling interests 0.6 0.0 NET RESULT - GROUP SHARE 136.4 155.8 (1) (2) (3) (4) (5) (6) (7) “Core Fee‑Related Earnings” or “Core FRE”: corresponds to the operating income of the Asset Management activity excluding performance fees, carried interest and expenses related to free share‑based compensation and stock options (IFRS 2 expenses), but the Core FRE includes the social security charges attached to this remuneration in the form of free shares and stock options. (1) “Fee‑Related Earnings” or “FRE”: corresponds to the net operating income from the Asset Management activity excluding performance fees and carried interest. (2) “Performance‑Related Earnings” or “PRE”: corresponds to performance fees and carried interest.(3) "Earnings Before Interest and Taxes" (EBIT) of the Asset Management activity: corresponds to the sum of the “Fee‑Related Earnings (FRE)” and “Performance‑Related Earnings (PRE)”. (4) Revenues generated by the Investment activity comprise dividends, bond coupons, interest on receivables related to equity investments and positive or negative realised changes in fair value of current and non‑current investment portfolios of the Group. (5) As at 31 December 2025, other Investment activity items include the share of net result from equity affiliates for €2.0 million (compared to €0.3 million as at 31 December 2024). (6) Other non‑current items as at 31 December 2025 mainly comprise translation differences amounting to €10.7 million.(7) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT327
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5. – – Comments on the activities, results and financial position General overview of activities, results and financial position for the 2025 financial year Impacts of the change in scope on the income statement (in millions of €) 2025 2024 Manage- ment Accounts Adjust- ments Fx effects IFRS Manage- ment Accounts Adjust- ments Fx effects IFRS Management, subscription and arrangement fees 358.3 0.0 358.3 337.1 0.0 337.1 Operating expenses from Asset Management activity (210.7) 0.0 (210.7) (205.1) 0.0 (205.1) Core Fee‑Related Earnings (FRE) 147.6 0.0 147.6 132.0 0.0 132.0 Expenses on free share‑based remuneration (20.0) 0.0 (20.0) (19.3) 0.0 (19.3) Fee‑Related Earnings (FRE) 127.6 - - 127.6 112.7 - - 112.7 Performance‑Related Earnings (PRE) 22.0 (4.7) - 17.2 13.6 (0.9) - 12.8 EBIT OF THE ASSET MANAGEMENT ACTIVITY 149.6 (4.7) - 144.9 126.3 (0.9) - 125.4 REVENUES REALISED FROM THE INVESTMENT ACTIVITY 239.2 (6.3) - 232.9 201.7 46.3 - 248.0 Changes in fair value (unrealised) of the Investment activity (73.4) (16.3) (93.6) (183.3) 5.4 (40.6) 23.6 (11.6) Group operating expenses (71.3) 9.1 - (62.2) (63.0) 1.2 - (61.9) Financial income (70.5) (2.3) - (72.8) (62.8) (0.7) - (63.5) Non‑recurring items and others 12.7 (1.4) - 11.3 2.0 (0.1) - 1.9 Tax (50.5) 21.9 - (28.6) (53.8) (5.2) - (59.0) Minority interests 0.6 - - 0.6 (0.0) - - (0.0) NET RESULT - GROUP SHARE 136.4 - (93.6) 42.7 155.8 - 23.6 179.4 The main impact of this change in scope is related to foreign currency translation effects on the investment portfolio. Thus, all foreign exchange gains and losses are recognised in the Management Accounts under ‘other comprehensive income’ (a balance sheet item); whereas in the consolidated financial statements prepared in accordance with IFRS, they are recognised in the income statement under ‘unrealised portfolio revenues’. (in millions of €) Consolidated balance sheet items (Management Accounts) 31 December 2025 31 December 2024 Total shareholders’ equity 3,154 3,249 Shareholders’ equity – Group share 3,148 3,245 Gross cash 167 337 Gross debt 1,924 1,641 Gearing 61% 51% Net gearing 56% 40% (1) (2) (3) (4) Gross cash as at 31 December 2025 consists of the total of the cash and cash equivalents items (consisting mainly of marketable securities) for €118 million and of cash management financial assets for €49 million. (1) Gross debt consists of current and non‑current borrowings and financial debt (including bank overdrafts).(2) Gearing is a ratio of gross debt to total shareholders' equity.(3) Net gearing is a ratio of net debt to total shareholders' equity.(4) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 328
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Comments on the activities, results and financial position General overview of activities, results and financial position for the 2025 financial year Impacts of the change in scope on the selection of consolidated balance sheet items on the 2025 and 2024 financial statements (in millions of €) 2025 2024 Management Accounts Adjustments IFRS Management Accounts Adjustments IFRS Shareholders' equity 3,154 - 3,154 3,249 - 3,249 Shareholders’ equity – Group share 3,148 - 3,148 3,245 - 3,245 Gross cash 167 (4) 163 337 (66) 271 Gross debt 1,924 - 1,924 1,641 - 1,641 Gearing 61% - 61% 51% - 51% Net gearing 56% - 56% 40% - 42% This change in scope between the Management Accounts and the consolidated financial statements prepared in accordance with IFRS has no impact on equity, Group share, as the impact on net income in the income statement is fully offset by other comprehensive income. The impact on the Group's total assets and liabilities is limited. The reconciliation between the IFRS financial statements and the Management Accounts is presented in the (Segment information) Note to Chapter 6 (Annual consolidated financial statements as at 31 December 2025) of this Universal Registration Document. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT329
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5. – – Comments on the activities, results and financial position General overview of activities, results and financial position for the 2025 financial year Non‑accounting information The following chart and table show the changes in the Group’s assets under management (as defined below) since 2016 (in billions of €): 2018 2019 20202016 2017 8.5 8.9 4.9 6.1 3.3 1.1 8.6 11.4 20.4 23.6 27.4 33.0 1.8 1.9 3.1 2.2 7.6 9.2 3.8 1.7 2.8 4.2 10.3 10.0 2021 2022 2023 2024 37.8 42.8 49.0 3.4 5.1 12.0 12.4 4.1 5.2 4.1 4.6 13.7 13.5 15.9 19.5 5.7 6.5 13.6 23.2 2025 52.8 6.2 7.9 14.3 24.5 CreditAsset management: Real Assets Capital Markets Strategies Private Equity (in billions of €) 2022 2023 2024 2025 Assets under management (end of period) 37.8 42.8 49.0 52.8 Change over the year (12 months) 4.9 5.0 6.2 3.8 Net inflows from the Asset Management activity in the year 6.4 6.5 7.0 8.0 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 330
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Comments on the activities, results and financial position General overview of activities, results and financial position for the 2025 financial year Details of the Group’s assets under management Breakdown of the Group’s assets under management according to the four business lines (Credit, Real Assets, Capital Markets Strategies and Private Equity): As at 31 December 2024 As at 31 December 2025 Distribution of the Group’s assets under management as at 31 December 2025, within the scope of asset management, based on (i) the generation of management fees and (ii) the expected duration of this revenue generation within the €42.1 billion in fee‑paying assets under management as at 31 December 2025: Dry powder As at 31 December 2025, the amounts available for investment at the level of the funds managed by the Group (commonly referred to as "dry powder") represent €7.6 billion. This aggregate mainly corresponds to (i) uncalled commitments in closed end funds, and (ii) cash and cash equivalents in open‑ended funds. Investments made by the funds (excluding Capital Markets Strategies funds) managed by the Group’s asset management companies As at 31 December 2025, the amounts invested (commonly called “deployments”) by the funds (excluding Capital Markets Strategies funds) managed by the Group represented an amount of €7.6 billion (compared to €5.6 billion as at 31 December 2024), of which €4.2 billion by credit funds, driven by corporate and direct lending activities (€1.8 billion) and CLOs (€1.4 billion). TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT331
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5. – – Comments on the activities, results and financial position General overview of activities, results and financial position for the 2025 financial year Realisations made by the funds (excluding Capital Markets Strategies funds) managed by the Group’s asset management companies As at 31 December 2025, the amounts divested (commonly referred to as ‘realisations’) by the funds (excluding Capital Markets Strategies funds) managed by the Group amounted to €4.0 billion (compared to €2.1 billion as at 31 December 2024), including €2.7 billion in credit funds and €0.9 billion in Private Equity funds. Operational indicators reflected in the consolidated management financial statements of Tikehau Capital Net revenues from Asset Management activity are calculated by deducting retrocession of fees due from gross revenues from the Asset Management activity. These retrocessions of fees are owed to distributors as stipulated by contract, and generally established on the basis of a percentage of the management fees applied to the inflows from these distributors. Gross revenues from Asset Management activity comprise: P management and subscription fees which correspond to management fees collected or to be collected by asset managers, whether relating to the management of assets under management or to arranging or structuring portfolio transactions. Management fees are recognised as each service is rendered and are calculated based on the contractual documentation, usually by applying a percentage to the called assets under management, but they can also partially apply to the portion of assets under management committed but not called. Subscription fees are recognised when investors subscribe to the funds. Arrangement fees and structuring fees are usually recognised when the investment is made. The level of management fees depends both on the type of client and the type of products. In the case of Perpetual Capital Vehicles, revenues include incentive fees, which (i) are measured and should be received on a recurring basis, (ii) do not depend on the results of the underlying investments and (iii) are not subject to retrocession; P performance fees or carried interest can be collected when performance thresholds are exceeded during the lifetime of the fund (open‑ended funds managed under Capital Markets Strategies activity) or on the liquidation of the fund (closed‑end funds managed under Credit, Real Assets or Private Equity activities). These revenues are paid by the funds directly to the beneficiaries and are recognised in the income statement only when this variable consideration can be accurately estimated and when it is highly likely that no reversal will be made. These revenues are partly recognised by the management companies and/or the Company, in accordance with the Group's policy for allocating performance fees and carried interest. P Realised Investment activity revenues – They consist of dividends, coupons on bonds, interest on receivables attached to equity investments as well as capital gains or losses on disposals from the Group’s current and non‑current portfolio. P Changes in fair value (unrealised) from the Investment activity – These correspond to the unrealised positive or negative changes in fair value on the Group’s current and non‑current portfolio. In addition, management, subscription, arrangement and other fees related to the commitments made by Tikehau Capital’s balance sheet in its own funds are deducted from the change in fair value of the funds in which these commitments were made. P Net revenues – Net revenues correspond to the revenues generated by the Investment activity plus revenues from the Asset Management activity (see above); this aggregate contains elements affecting cash and others recorded in the accounts that have no impact on cash. P “Core Fee‑Related Earnings” or “Core FRE” - This aggregate corresponds to the operating income of the Asset Management activity excluding performance fees, carried interest and expenses related to free share‑based compensation (IFRS 2 expenses), but the Core FRE includes the social security charges attached to this remuneration in the form of free shares and stock options. P Fee‑Related Earnings or FRE – This aggregate corresponds to net revenues from the Asset Management activity excluding performance fees and carried interest, less operating expenses of the Asset Management activity. P Performance‑Related Earnings or PRE – This aggregate corresponds to performance fees and carried interest. P Earnings before interest and taxes, or EBIT, from the Asset Management activity – This aggregate corresponds to the sum of the FRE and PRE aggregates as defined above. P Net result – Net result corresponds to the EBIT from the Asset Management activity, plus revenues from the Investment activity, less Group corporate expenses, plus (or less) other non‑current items, plus (or less) financial income, plus (or less) other items of the Investment activity and lastly less the charge (or plus the income) of current and deferred tax. Net result is then divided between the Group share and the minority interests. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 332
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Comments on the activities, results and financial position General overview of activities, results and financial position for the 2025 financial year Operational indicators not reflected in the consolidated financial statements of Tikehau Capital In order to take into account certain specific features in the breakdown of assets under management, the definitions of the operating indicators not reflected in the consolidated financial statements and the management financial statements of Tikehau Capital that the Company monitors (and intends to monitor) read as follows: Assets under management – Depending on the different strategies, assets under management correspond notably: Fee‑paying assets under management – Depending on the different business lines, fee‑paying assets under management correspond notably: Future fee‑paying assets under management – Depending on the business line, future fee‑paying assets under management correspond to (i) either investor commitments which have not yet been called, (ii) or cash available to invest in certain funds (iii) or commitments or unit classes which do not yet generate management fees but will do so under certain conditions. Non‑fee‑paying assets under management – Non‑fee‑paying assets under management correspond to the share of assets under management that, by their nature, do not generate management fees and are not intended to do so. Depending on the different business lines, these correspond notably to: Unrealised carried interest - Unrealised carried interest corresponds to the fair value of provisioned carried interest less acquisition costs held by Tikehau Capital or its fully consolidated entities the management accounts . The scope includes all closed‑end funds as well as permanent capital vehicles. The scope excludes funds with annual performance fees (notably open‑ended funds and certain unit‑linked Credit funds). P (1) for the Capital Markets Strategies activity: to the net assets of the funds (the net asset value of each type of fund unit being multiplied by the number of units outstanding); a) for the Credit activity: (i) to the commitments of subscribers and target expected leverage for certain leveraged funds or the net asset value plus uncalled commitments during the periods of fundraising and investment, (ii) to the higher of the net asset value of the funds or gross asset value for certain leveraged funds and the basis for determining management fees once the investment period has ended, (iii) to the assets of CLO vehicles (including cash), (iv) to subscribers’ commitments less commitments allocated to other strategies and (v) to the capital outstanding for crowdfunding platforms; b) for the Real Assets activity: (i) during fundraising and investment periods, to the available appraisal value of the assets held by the funds (or, failing that, to the acquisition cost of the assets) plus uncalled commitments, cash and the fund’s other assets, if any, or to the revalued net asset plus uncalled commitments and, once the investment period has ended, to the available appraisal value of the assets held by the funds (or, failing that, to the acquisition cost of the assets); but also (ii) to the commitments of subscribers called up or not called during the investment period and, once the investment period is over, to the capital invested by the funds; c) for the Private Equity activity: (i) during the fundraising then investment periods, to subscriber commitments or to called revalued commitments plus uncalled subscriber commitments, and (ii) once the investment period has ended, generally to the net value of the fund assets. d) for the Capital Markets Strategies activity: (i) the net asset value of the funds, and (ii) for management mandates and certain dedicated funds, the valuation of the securities and liquidities held in the portfolio minus investments in certain funds managed by the Group’s asset managers and cash; a) for the Credit activity: (i) during the fundraising and investment periods, the net assets of the funds, the commitments called or the total commitments according to fund subscription terms, and (ii) once the investment period has ended, the net asset value of the funds or the called unredeemed commitments; b) for the Real Assets activity: (i) to the acquisition costs or the available appraisal value of the assets held by the funds (or, failing that, to the historical cost of the assets) plus cash and the fund’s other assets, if any, and (ii) to the commitments of the subscribers called or not called during the investment period and, once the investment period is over, to the capital invested by the funds; c) for the Private Equity activity on behalf of investor‑clients of the Group’s asset managers: (i) during periods of fundraising and investment, total commitments according to fund subscription terms or amounts invested and (ii) once the investment period has ended, the net asset value of the funds, the total commitment or the total commitment or amounts invested less acquisition costs of sold assets. d) for the Capital Markets Strategies activity: to investments in certain funds managed by the Group’s asset managers and to available cash; a) The reconciliation between the IFRS financial statements and the Management Accounts is presented in the (Segment information) Note to Chapter 6 (Annual consolidated financial statements as at 31 December 2025) of this Universal Registration Document. 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5. – – Comments on the activities, results and financial position General overview of activities, results and financial position for the 2025 financial year Average fee‑paying assets under management – This is the average between the amount of fee‑paying assets under management as at 31 December of year N‑1 and 31 December of year N. Weighted average fee rate – This is the average fee rate weighted by the contribution of each of the Group’s four Asset Management business lines applied to fee‑paying assets under management, i.e. the ratio, for each of the four business lines, between: For the purposes of defining the five operational indicators above, the term “management fees” covers the following concepts: Net inflows – These correspond at Group level to (i) total subscriptions, less redemptions of open‑ended funds and (ii) acquisition costs of assets financed by debt or the target leverage expected in the case of some leveraged funds. A positive flow means that the total amount of inflows (subscriptions net of redemptions) and share of acquisition costs of assets financed by debt are higher than recorded outflows. Conversely a negative flow means that total redemptions are higher than inflows from subscriptions and share of acquisition costs of assets financed by debt. Net inflows of the Asset Management activity – These correspond at level of the funds managed by the Group to (i) total subscriptions, less redemptions of open‑ended funds and (ii) acquisition costs of assets financed by debt (net of repayments) or the target leverage expected in the case of some leveraged funds. A positive flow means that the total amount of inflows (subscriptions net of redemptions) and share of acquisition costs of assets financed by debt are higher than recorded outflows. Conversely a negative flow means that total redemptions are higher than inflows from subscriptions and share of acquisition costs of assets financed by debt. Deployments – These correspond to the amounts invested by the funds over a given period, comprising (i) for the Credit strategies: the amounts invested through the direct lending and corporate lending strategies, amounts invested via financing platforms (such as crowdfunding entities), as well as the acquisition cost of assets within the CLO activity, (ii) for the Private Equity strategies: the amounts invested across all Private Equity sub‑strategies or via the Opale platform, and (iii) for Real Assets strategies: the acquisition cost of the assets, including any debt directly related to the acquisition. Realisations – These refer to all the transactions through which a fund sells all or part of its holdings in its portfolio (excluding capital markets strategies). Divestments result in a reduction of assets under management, as the disinvested capital is converted into cash and paid to clients. 5.1.2 ACTIVITIES DURING THE 2025 FINANCIAL YEAR As at 31 December 2025, Tikehau Capital’s assets under management amount to €52.8 billion (compared to €49.0 billion as at 31 December 2024), representing a growth of 8% over the 2025 financial year. This change was mainly due to net inflows of €8.0 billion, distributions of -€4.1 billion and negative market and scope effects of -€0.1 billion. During the 2025 financial year, all asset classes made a positive contribution to the Group’s net inflows, in particular the Credit and Private Equity activities. As at 31 December 2025, the Group’s assets under management were broken down within the Asset Management activity (€52.8 billion) as follows: (in billions of €) Assets under management as at 31 December 2025 In % Assets under management as at 31 December 2024 In % Credit 24.5 46% 23.2 47% Real Assets 14.3 27% 13.6 28% Capital Markets Strategies 6.2 12% 5.7 12% Private Equity 7.9 15% 6.5 13% TOTAL ASSET MANAGEMENT ACTIVITY 52.8 100% 49.0 100% for the Credit and Private Equity activities: mainly to the categories of units, called or not, which, by nature, do not generate management fees and are not intended to generate any, as well as the difference between the net assets of the fund and outstanding commitments; b) for the Real Assets activity: mainly the difference between (i) the most recent available appraisal value of the assets of the Real Estate funds in the portfolio and (ii) the acquisition cost of these assets in the case of certain funds and the acquisition cost of debt‑financed assets in the case of some leveraged funds. c) total management fees generated by the business line, based on the Group’s consolidated financial statements; and a) average amount of fee‑paying assets under management.b) management fees, subscription fees (and similar fees);a) other fees including waiver fees, agency fees, related fees and real estate asset disposal fees; and b) arrangement fees.c) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 334
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Comments on the activities, results and financial position General overview of activities, results and financial position for the 2025 financial year 5.1.2.1 Asset Management activity As at 31 December 2025, Tikehau Capital’s Asset Management scope represents €52.8 billion of assets under management including: Over the 2025 financial year, closed‑end funds including funds managed by Sofidy (namely all funds managed by the Group excluding Capital Markets Strategies funds) invested a cumulative amount of €7.6 billion (compared to €5.6 billion invested over the 2024 financial year). Credit: €24.5 billion in assets under management as at 31 December 2025 The €1.2 billion increase in assets under management in the Credit activity over the 2025 financial year (representing 5% growth compared to 31 December 2024) resulted from net inflows of €4.4 billion, partially offset by distributions of -€2.7 billion and a negative market effect of -€0.5 billion. The Credit activity accounted for 55% of total net inflows in 2025, driven by (i) the CLO strategies for €1.8 billion (three successful transactions in Europe (CLO XIII, CLO XIV and CLO XV) and two CLOs in the United States (US CLO VII, US CLO IX)), (ii) the flagship Direct Lending strategy for €2.0 billion with the sixth generation of the European Direct Lending fund, which has reached €4.8 billion as at 31 December 2025 (iii) the Private Debt Secondaries activity for €0.5 billion with the second vintage of the Group's private debt secondaries strategy, which attracted nearly $1 billion in commitments as at 31 December 2025, building on the strong returns achieved by the first generation. Detailed information is provided in Section 1.3.2.1 (Credit activity) of this Universal Registration Document. Real Assets: €14.3 billion in assets under management as at 31 December 2025 The €0.7 billion increase in assets under management in the Real Assets activity over the 2025 financial year (representing 5% growth compared to the 2024 financial year) resulted from net inflows of €1.3 billion, partially offset by distributions and sales of -€0.6 billion and a negative market impact of -€0.1 billion. Real Assets accounted for approximately 16% of total net inflows in 2025, mainly driven by Sofidy‑managed funds (€0.7 billion over the 2025 financial year) and the acquisition of a portfolio of residential real estate assets in France (€0.4 billion over the 2025 financial year). Detailed information is provided in Section 1.3.2.2 (Real Assets activity) of this Universal Registration Document. Capital Markets Strategies: €6.2 billion in assets under management as at 31 December 2025 The €0.4 billion increase in assets under management of the Capital Markets Strategies activity during the 2025 financial year (i.e. 7% growth compared to the 2024 financial year) resulted from net inflows of €0.2 billion and a positive market effect of €0.2 billion. This inflow was notably driven by fixed income funds (€0.3 billion) partially offset by equity funds (-€0.1 billion) in 2025. The valuation of the funds increased to the tune of €0.2 billion excluding the effect of inflows. Detailed information is provided in Section 1.3.2.3 (Capital Markets Strategies activity) of this Universal Registration Document. Private Equity: €7.9 billion in assets under management as at 31 December 2025 The €1.5 billion increase in assets under management in the Private Equity activity during the 2025 financial year (i.e. 22% growth compared to the 2024 financial year) resulted from net inflows of €2.0 billion. The Private Equity activity accounted for approximately 25% of total net inflows in 2025, driven by the €0.9 billion continuation fund dedicated to Egis, the second generation of the decarbonisation fund (€0.4 billion over the 2025 financial year), and additional fundraising for the aerospace, defence and cybersecurity funds (€0.3 billion over the 2025 financial year). The Opale Capital platform raised €0.2 billion, notably via its Opale Strategies Secondaires II funds and tactical loans. Detailed information is provided in Section 1.3.2.4 (Private Equity activity) of this Universal Registration Document. 80% of fee‑paying assets under management (i.e. €42.1 billion at the end of December 2025 compared to €39.8 billion at the end of December 2024); P 12% of future fee‑paying assets under management (i.e. €6.1 billion at the end of December 2025 compared to €4.9 billion at the end of December 2024); and P 9% of assets under management not generating management fees (i.e. €4.6 billion at the end of December 2025 compared to €4.3 billion at the end of December 2024). P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT335
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5. – – Comments on the activities, results and financial position General overview of activities, results and financial position for the 2025 financial year Performance of the main funds As at 31 December 2025, the performance of the Company's main funds was as follows: Information Performance Currency Vintage Assets under manage- ment (in millions of €) Tikehau Capital commit- ments (in millions of €) Fund status 31 December 2025 % Invested % Divested IRR Gross Multiple Gross DPI Credit Direct lending Direct Lending III EUR 2014 25 46 Post‑investment 100% 95% 9.4% 1.4x 1.3x Direct Lending IV - Master Fund EUR 2017 470 1 Post‑investment 99% 70% 9.1% 1.4x 1.0x Direct Lending V - Master Fund EUR 2020 1,619 2 Post‑investment 97% 18% 7.6% 1.3x 0.4x Private Debt Secondaries Debt Secondaries USD 2020 160 57 Post‑investment 71% 47% 15.8%* 1.3x* 0.7x* Debt Secondaries II USD 2023 804 128 Investment 50% 15% 25.7%* 1.2x* 0.2x* Tactical strategies Special Opportunities I EUR 2016 19 50 Post‑investment 77% 75% 3.5% 1.1x 0.9x Special Opportunities II EUR 2019 331 171 Post‑investment 86% 45% 7.7% 1.3x 0.7x Special Opportunities III EUR 2022 932 50 Investment 65% 0% 18.6% 1.3x 0.2x REAL ASSETS Club‑Deal - Core + Retail Parc - Sale and Lease back - Core + EUR 2015 99 33 Post‑investment 100% 74% 8.4% 1.8x 1.2x EDF - Sale & Leaseback - Core + EUR 2016 86 22 Post‑investment 100% 68% 11.4% 1.9x 1.3x EDF - Sale & Leaseback II - Core + EUR 2017 147 17 Post‑investment 100% 57% 9.1% 1.6x 1.2x Value‑Add Real Estate Value‑Add Real Estate EUR 2018 704 176 Post‑investment 84% 33% n.r. 1.0x 0.2x Iberia Housing - Value‑Add EUR 2021 127 0 Post‑investment 77% 49% 36.3% 2.5x 1.4x Value‑Add Real Estate II EUR 2022 708 150 Investment 63% 0% 33% 1.3x 0.0x US Infrastructure Infrastructure I USD 2013 43 0 Post‑investment 100% 80% 19.3% 1.9x 1.4x Infrastructure II USD 2019 603 86 Investment 85% 9% 3.9% 1.1x 0.3x Sofidy Immorente EUR 1988 4,415 2 Perpetual n.a. n.a. 9.3% n.a. n.a. Efimmo EUR 1987 1,807 13 Perpetual n.a. n.a. 8.6% n.a. n.a. PRIVATE EQUITY Decarbonisation Energy transition I EUR 2018 860 129 Post‑investment 93% 38% 11.4% 1.5x 0.4x Aerospace & defence Aerospace I EUR 2020 818 208 Post‑investment 95% 30% 17.1% 1.6x 0.3x Cybersecurity Cybersecurity III EUR 2019 135 31 Post‑investment 93% 38% 10.2% 1.4x 0.4x All data is as of 31 December 2025, except those marked with a (*) which are as of 30 September 2025. Calculation methodologies: (1) (5) (6) (1) (1) (3) (3) (3) (3) (4) (3) (4) (3) (2) (2) (1) The strategy includes two funds: the assets under management (AUM) displayed corresponds to the sum of the two funds, and the performance corresponds to the weighted average of the two funds. (1) Immorente and Efimmo are perpetual vehicles dedicated to French retail investors. Gross IRR corresponds to the IRR since inception.(2) Represents the percentage of the portfolio sold based on the purchase price.(3) Represents the percentage of portfolio deployment.(4) Internal Rate of Return.(5) Distributions to Paid In: measures the effective rate of return of the fund in relation to the amount invested.(6) % invested = (Total commitment called + outstanding EBF**)/Total commitment. % divested = Total return on capital/(Total commitment called + outstanding EBF**). It should be noted that the percentage sold may be higher than the percentage invested when the fund has not called 100% of the amount committed by the investor‑clients and has repaid all amounts called. ** Equity Bridge Financing. Excluding funds currently being raised.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 336
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Comments on the activities, results and financial position General overview of activities, results and financial position for the 2025 financial year 5.1.2.2 Investment activity During the 2025 financial year, the Company continued the active rotation of its investment portfolio held on the balance sheet in its two strategic areas of allocation, namely (i) investments in funds managed by the Group and co‑investments alongside these, and (ii) investments in the Group's ecosystem, with a view to contributing to the development of Tikehau Capital's global asset management franchise. As at 31 December 2025, 69% of the investment portfolio, i.e. €3.0 billion, was invested in the funds and strategies managed by the Group (vehicles managed by Tikehau IM, Tikehau Capital Europe, IREIT Global Group, Sofidy and Tikehau Capital North America), i.e. an increase of 2% compared to 31 December 2024. In addition to the €3.0 billion in investments, there are €1.2 billion in commitments made by Tikehau Capital in its own funds and strategies and not yet called. Thus, total drawn and undrawn commitments from Tikehau Capital’s balance sheet in its funds and strategies managed by the Group amounted to €4.2 billion as at 31 December 2025. See Section 1.3.3 (Investment activity) of this Universal Registration Document. Main investments and co‑investments made by Tikehau Capital and its consolidated subsidiaries in the Group’s strategies as at 31 December 2025: The Group’s investments in its own strategies as at 31 December 2025 (in millions of €) Amount called Amount uncalled Total amount Tikehau Private Debt Secondaries II (Delaware) 54.8 73.2 127.9 Tikehau Special Opportunities II 83.9 23.2 107.1 Altarea Tikehau Real Estate Credit Opportunities 1 28.5 73.6 102.1 Tikehau Ruby CLO Equity 83.0 0.9 84.0 Tikehau Green Diamond II CFO Equity 54.9 23.7 78.6 Tikehau Green Diamond CFO Equity 50.4 27.8 78.2 Tikehau European Private Credit 9.9 58.4 68.3 TPDS Flex 38.8 23.4 62.2 Tikehau Special Opportunities III 27.2 24.2 51.5 Tikehau Direct Lending VI 14.2 36.1 50.3 Tikehau Topaz 45.1 4.2 49.3 Tikehau‑Kay Hian Asia Private Credit Fund 9.2 33.5 42.6 CLO IX US (warehouse) 0.0 34.0 34.0 CLO VIII US (warehouse) 34.0 0.0 34.0 CLO XIV 30.6 1.6 32.2 Tikehau Direct Lending 6L 18.0 12.5 30.5 CLO XIII 25.4 0.0 25.4 Tikehau Direct Lending V - Rated Notes Feeder 23.5 1.0 24.6 CLO III 24.0 0.0 24.0 CLO III US 23.5 0.0 23.5 CLO VI 22.0 0.0 22.0 CLO VII 21.1 0.0 21.1 Tikehau Private Debt Secondaries (Delaware) 17.8 2.4 20.2 CLO V 20.2 0.0 20.2 Tikehau Private Debt Secondaries (Luxembourg) 18.1 1.9 20.1 CLO XV (warehouse) 2.5 17.5 20.0 Tikehau Impact Lending 12.4 7.1 19.5 CLO XI 19.3 0.0 19.3 Tikehau Special Opportunities 6.6 11.8 18.5 CLO VII US 18.2 0.0 18.2 CLO XII 17.9 0.0 17.9 CLO X 17.4 0.0 17.4 CLO VI US 16.3 0.0 16.3 Groupama Tikehau Diversified Debt Fund 7.6 8.4 16.0 CLO IX 15.8 0.0 15.8 Other funds 237.8 37.7 275.4 Total Credit 1,149.8 538.2 1,688.1 (1) (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT337
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5. – – Comments on the activities, results and financial position General overview of activities, results and financial position for the 2025 financial year The Group’s investments in its own strategies as at 31 December 2025 (in millions of €) Amount called Amount uncalled Total amount Selectirente 180.4 0.0 180.4 Tikehau Real Estate Opportunity II 80.6 83.0 163.6 Tikehau Real Estate Opportunity 2018 115.4 28.7 144.1 Ireit Global 75.4 0.0 75.4 Star America Infrastructure Fund II 33.5 35.4 68.9 Tikehau Real Estate Investment Company 47.8 15.1 62.9 Tikehau Nexus 62.3 0.0 62.3 TC 501 UES Coinvest 22.4 3.0 25.4 Sofidy Soliving 20.6 0.0 20.6 West Avenue Industrial 16.9 0.0 16.9 Tikehau Retail Properties III 15.9 0.0 15.9 Other funds 117.9 4.8 122.7 Total Real Assets 789.0 170.1 959.1 Sofidy Selection 1 17.3 0.0 17.3 Other funds 25.5 0.0 25.5 Total Capital Markets Strategies 42.8 0.0 42.8 Decarbonisation Fund II 89.2 110.8 200.0 Tikehau Growth Equity II 168.6 16.0 184.6 Ace Aero Partenaires - Platform Compartment 114.3 5.8 120.1 T2 Energy Transition Fund 110.4 8.7 119.1 Ace Aero Partenaires II 20.0 90.7 110.7 Tikehau Wealth Partners I 52.2 51.6 103.7 Ace Aero Partenaires - Support Compartment 91.8 5.5 97.3 Regenerative Agriculture Fund 39.0 55.1 94.2 Tikehau Asia Opportunities 83.8 7.6 91.5 Brienne IV 15.3 35.1 50.5 Tikehau Growth Equity III 21.8 13.5 35.3 Tikehau Green Assets 10.3 19.9 30.2 FCR Aerofondo IV 0.3 25.9 26.2 Brienne III 23.8 2.1 25.9 Tikehau Alliance 2 Fund 13.3 6.4 19.7 Tikehau Amaren - Compartment 2 18.2 0.0 18.2 Other funds 16.7 11.1 27.8 Total Private Equity 889.0 465.9 1,354.9 Total investments in Tikehau Capital strategies 2,870.6 1,174.2 4,044.9 Tikeysa 50.5 1.4 51.9 Tikehau PDS I B SCSp (Luxembourg) 30.1 12.6 42.7 Tko Cirrus 15.1 0.0 15.1 Other funds 50.3 5.9 56.2 Total alongside Tikehau Capital funds 145.9 19.9 165.8 TOTAL - 31 DECEMBER 2025 3,016.6 1,194.1 4,210.7 TOTAL - 31 December 2024 2,948.5 1,452.1 4,400.5 (1) (2) (2) (2) (2) Amount called adjusted at fair value as at 31 December 2025.(1) Mainly funds whose called total amount (amount revalued at fair value called + uncalled) is lower than €15 million.(2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 338
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Comments on the activities, results and financial position General overview of activities, results and financial position for the 2025 financial year Main investments carried out by the Company in 2025 During the 2025 financial year, Tikehau Capital committed €1.1 billion, of which €699 million from its balance sheet, to its own asset management strategies, including notably: The Company also invested €370 million outside of its own asset management strategies, notably to strengthen its stake in the British asset management company Schroders plc, to the tune of €314 million. Main divestments carried out by the Company in 2025 During 2025, Tikehau Capital divested a total of €375 million, of which €357 million in its own asset management strategies, as well as €18 million outside its own asset management strategies, and recorded capital repayments for an amount of €408 million. Highlights of the 2025 financial year Capital increase of 10 March 2025 On 10 March 2025, Tikehau Capital carried out a capital increase for an amount of around €0.6 million by capitalisation of the issue premium and by the issuance of 50,100 shares. The purpose of this capital increase was to deliver the free shares allocated under the fourth tranches of the TIM 2020 7‑year Plan and the Sofidy 2020 7‑year Plan. As of 10 March 2025, the Company's share capital stood at €2,103,575,280, comprising 175,297,940 shares. Capital increase of 24 March 2025 On 24 March 2025, Tikehau Capital carried out a capital increase for an amount of around €13.1 million by capitalisation of the issue premium and by the issuance of 1,095,044 shares. The aim of this capital increase was to deliver free shares granted under the: As of 24 March 2025, the Company's share capital stood at €2,116,715,808, comprising 176,392,984 shares. A total investment of €168 million in five new CLOs, US and European, and participating in the reset (restructuring transaction consisting of extending the reinvestment period and maturity of an existing CLO, generally accompanied by partial refinancing of its tranches) of three existing CLOs; P A €67 million commitment to the Tikehau European Private Credit (TEPC) fund, Tikehau Capital's first semi‑liquid private debt fund for private investors (excluding the United Kingdom and Switzerland), available outside of French life insurance. This evergreen fund aims to finance the growth of mid‑sized European companies, drawing on Tikehau Capital's credit platform, one of the largest in Europe; P A net investment of €50 million in EYSA, a key player in the transformation of sustainable mobility for urban transport infrastructure, through a co‑investment vehicle alongside the second vintage dedicated to its decarbonisation strategy. Tikehau Capital's investment marks the beginning of a new chapter of growth for Eysa, focused on international expansion and accelerating the scale‑up of its operations; P In 2025, Tikehau Capital invested €62 million in Tikehau Nexus, a portfolio of 38 new residential assets representing 1,264 diversified housing units in France, at attractive entry conditions regarding the market context; P A €62 million commitment to the TPDS‑Flex fund, an evergreen fund designed to invest alongside the flagship private debt secondaries fund, Tikehau Private Debt Secondaries (TPDS), while offering more flexible investment opportunities in credit portfolios. Building on the success of raising its second vintage, TPDS launched TPDS‑Flex, an evergreen fund mainly aimed at wealthy private investors, as well as institutional investors; P A commitment of approximately €20 million to the continuation fund dedicated to Egis. Following on from the outperformance of the company, one of the world leaders in architecture, consulting, engineering and construction, this vehicle, with assets under management of €1 billion, is designed to support Egis' growth trajectory and accelerate its development on a global scale, notably through strategic acquisitions. This investment is backed by a group of leading investors acting as co‑lead investors: Apollo, ADIA and Neuberger Berman. P Tikehau Capital transferred its position in the Tikehau Senior Loan III (TSL III) fund, representing €33 million, to its new semi‑liquid credit strategy, Tikehau European Private Credit; P In July 2025, Tikehau Capital completed a flagship private loan transaction with the successful refinancing of Dedalus, a European leader in IT solutions. The exit of this investment generated a net multiple of 1.9x and a net IRR of 14.2%; P In the fourth quarter of 2025, the Group also sold the €18 million stake in Eclairion to an investor already holding a stake in the capital. P First tranche of the 2023 FSA Plan, the 2023 TIM Performance Share Plan, the 2023 Sofidy Performance Share Plan, the 2023 TIM Retention Plan and the 2023 Sofidy Retention Plan; P Second tranche of the New Chapter 7‑year Plan, the 2022 TIM Performance Share Plan, the 2022 Sofidy Performance Share Plan, the 2022 ACE Performance Share Plan, the 2022 TIM Retention Plan, the 2022 Sofidy Retention Plan, and the 2022 ACE Retention Plan; P Second tranche of the 2022 FSA Plan;P Third tranche of the 2021 TIM Performance Share Plan, the 2021 Sofidy Performance Share Plan and the 2021 ACE Performance Share Plan. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT339
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5. – – Comments on the activities, results and financial position General overview of activities, results and financial position for the 2025 financial year Bond issue On 8 April 2025, Tikehau Capital carried out a new bond issue for an amount of €500 million maturing in April 2031. It carries a 4.250% annual fixed coupon and is admitted to trading on Euronext Paris. The proceeds of this new issue will be used for the general needs of Tikehau Capital and, to the tune of €200 million, were used to buy back the existing bonds contributed to the tender offer announced on 28 March 2025, relating to its existing bonds, amounting to €500 million bearing interest at a rate of 2.250% per annum and issued on 14 October 2019 and maturing on 14 October 2026. Capital decrease of 31 July 2025 On 31 July 2025, Tikehau Capital carried out a capital decrease by cancelling treasury shares, charging to the “issue premium” account an amount of around -€13.7 million corresponding to the difference between the amount of the par value of €12 for each of the shares cancelled and the acquisition price of these shares. This capital decrease led to the cancellation of 1,145,144 treasury shares. As at 31 July 2025, the share capital of the Company amounted to €2,102,974,080 and was made up of 175,247,840 shares. Renewal and increase of the revolving credit facility Tikehau Capital renewed and increased its revolving credit facility from €800 million to €1.15 billion. This renewable facility replaces the previous one, which matured in 2028, and was agreed for an initial period of five years, with two extension options of one year each, thus extending the Group's financing horizon until at least 2030, and potentially until 2032. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 340
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Comments on the activities, results and financial position Comments on the consolidated financial statements for the 2025 financial year 5.2 Comments on the consolidated financial statements for the 2025 financial year 5.2.1 COMMENTS ON THE CONSOLIDATED RESULTS FOR THE 2025 FINANCIAL YEAR 5.2.1.1 The figures and analyses presented in this Chapter 5 relate to the Management Accounts. The reconciliation between the IFRS financial statements and the Management Accounts is presented in the (Segment information) Note to Chapter 6 (Annual consolidated financial statements as at 31 December 2025) of this Universal Registration Document. EBIT of the Asset Management activity Over the 2025 financial year, Core FRE increased to €147.6 million (compared to €132.0 million in 2024). FRE, for its part, amounted to €127.6 million, an increase of €15.0 million compared to the 2024 financial year (€112.7 million). PRE, for its part, amounted to €22.0 million over the 2025 financial year, compared to €13.6 million over the 2024 financial year. On this basis, the EBIT of the Asset Management activity over the 2025 financial year amounted to €149.6 million, an increase compared to the 2024 financial year (€126.3 million). The net operating margin of this activity resulted to 39.3% for the 2025 financial year (compared to 36.0% for the 2024 financial year). In 2025, net revenues from the Asset Management activity amounted to €380.3 million, representing an increase of €29.6 million (8%) compared to 2024 (€350.7 million). These net revenues mainly derived from management, subscription, arrangement and other fees received by the Group’s asset management companies for an amount of €358.3 million, versus €337.1 million in 2024. These revenues were supplemented by performance fees and carried interest for an amount of €22.0 million (compared to €13.6 million in 2024). This growth in revenues mainly reflects the growth in fee‑paying assets under management (+6% compared to 31 December 2024). It should be noted that, on average, in 2024 and 2025, around 9% of these management, subscription, arrangement and structuring fees were linked to the commitments made through the balance sheet in its own investment strategies. As at 31 December 2025, fee‑paying assets under management amounted to €42.1 billion and within these fee‑paying assets under management, 92% of the assets of the closed‑end funds generate revenues over a period of more than three years: As at 31 December 2025, the fee‑paying assets under management for the Group’s Asset Management activity were as follows: (in billions of €) Fee‑paying as at 31 December 2025 Fee‑paying as at 31 December 2024 Credit 18.4 17.7 Real Assets 12.2 11.5 Capital Markets Strategies 6.2 5.7 Private Equity 5.3 4.9 FEE‐PAYING ASSETS UNDER MANAGEMENT 42.1 39.8 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT341
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5. – – Comments on the activities, results and financial position Comments on the consolidated financial statements for the 2025 financial year Average fee‑paying assets under management rose from €37.4 billion as at 31 December 2024 to €40.9 billion as at 31 December 2025, i.e. a 9% increase, driven by Private Equity and Capital Markets Strategies fundraising, as well as by the momentum in fundraising and the roll‑out of Direct Lending and CLO strategies. Based on this average amount and on management and arrangement fees collected as part of the Asset Management activity, the weighted average fee rate was 88 basis points for 2025 (compared to 90 in 2024): The weighted average fee rate is an indicator that allows the Group to monitor the evolution of its net revenues in relation to the assets under management. As at 31 December 2025, the weighted average fee rates for each of the Group’s four Asset Management business lines were as follows: (in basis points) Weighted average fee rate as at 31 December 2025 Weighted average fee rate as at 31 December 2024 Credit 72 81 Real Assets 84 86 Capital Markets Strategies 55 56 Private Equity More than 150 More than 150 Asset Management activity 88 90 (1) (1) Excluding performance fees and carried interest.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 342
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Comments on the activities, results and financial position Comments on the consolidated financial statements for the 2025 financial year The commission rate is slightly lower than in 2024, mainly due to the fundraising mix, in particular the growth in the CLO activity, which has a lower margin, and the fall in subscription fees in the Real Assets activity. The combined effect of the slight decrease in the fee rate and the increase in assets generating fees resulted in a core FRE of €147.6 million (i.e. an operating margin rate of 41.2%) as at 31 December 2025, compared with €132.0 million (i.e. an operating margin rate of 39.2%) as at 31 December 2024. (in millions of €) 2025 2024 2023 2022 Asset Management revenues 358.3 337.1 312.3 293.5 Operating expenses and others (210.7) (205.1) (189.3) (184.9) Core Fee‑Related Earnings (Core FRE) 147.6 132.0 123.0 108.6 Core Fee‑Related earnings margin (as a percentage of management fees and others) 41.2% 39.2% 39.4% 37.0% 5.2.1.2 5.2.1.3 5.2.1.4Income from the Investment activity Revenues from the Company’s portfolio amounted to €165.8 million as at 31 December 2025 (compared to €207.1 million as at 31 December 2024). They comprise: Tikehau Capital’s asset management strategies’ contribution to the Group’s portfolio revenues amounted to €89.1 million, a 27.9% decrease compared to 2024. These revenues accounted for 53.7% of total portfolio revenue, compared to 59.7% in 2024. The contribution of direct and ecosystem investments to the Group’s portfolio revenue amounted to €76.7 million. Group operating expenses Group operating expenses amounted to -€71.3 million as at 31 December 2025 (compared with -€63.0 million as at 31 December 2024) and mainly comprise (i) personnel expenses (-€24.0 million compared with -€23.6 million as at 31 December 2024) for central corporate functions (74 employees as at 31 December 2025), (ii) external expenses of -€42.4 million (compared to -€35.2 million as at 31 December 2024) and (iii) management fees of -€4.9 million excluding tax, compared to -€4.2 million as at 31 December 2024. This 3% increase over the financial year reflects the Group's selective investments combined with effective cost management in an inflationary environment. Net result - Group share Other items from the Investment activity as at 31 December 2025 include non‑recurring items of €10.7 million, consisting mainly of exchange differences for €10.9 million, and the net income of equity‑accounted companies for €2.0 million, compared with net income of €0.3 million for equity‑accounted companies as at 31 December 2024. As at 31 December 2025, the Company recorded a financial result of -€70.5 million (compared with -€62.8 million as at 31 December 2024), driven by interest on bond loans and from credit institutions (-€76.6 million as at 31 December 2025 compared with -€59.4 million at 31 December 2024, representing a change of -€17.2 million mainly linked to the €500 million bond issue maturing in April 2031 carried out in April 2025). In addition to this interest income, there was a positive change in the fair value of interest rate derivatives of €1.6 million (compared with a negative change in fair value of -€8.4 million at 31 December 2024), interest received on interest rate derivatives of €4.2 million, compared with €8.4 million at 31 December 2024, interest expenses on lease debt of -€3.8 million, compared with -€1.0 million in 2024, and net income on cash equivalents of €6.7 million at 31 December 2025, compared with €6.8 million at 31 December 2024. As at 31 December 2025, non‑recurring items amounted to €12.7 million compared to €2.0 million as at 31 December 2024. As at 31 December 2025, current and deferred tax generated an expense of -€50.5 million (compared to an expense of -€53.8 million as at 31 December 2024), including -€5.9 million in tax expenses and -€44.6 million in deferred tax. On this basis, net result, Group share, as at 31 December 2025 amounted to a profit of €136.4 million, compared to €155.8 million as at 31 December 2024. realised investment revenues as at 31 December 2025, which amounted to €239.2 million, compared to €201.7 million as at 31 December 2024. These portfolio revenues include, as at 31 December 2025, (i) dividends, bond coupons and interest on receivables attached to equity investments for an amount of €222.9 million (compared to €195.3 million at 31 December 2024), (ii) capital gains or losses on disposals for an amount of €16.3 million (compared to €6.4 million at 31 December 2024); P unrealised changes in fair value from the Investment activity as at 31 December 2025 which amounted to -€73.4 million, compared to €5.4 million as at 31 December 2024. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT343
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5. – – Comments on the activities, results and financial position Comments on the consolidated financial statements for the 2025 financial year 5.2.1.5 Net revenues – Segment information Net revenues from Asset Management activity In 2025, net revenues from the Asset Management activity were €380.3 million, an increase of 8% over the period (€350.7 million in 2024). The Company’s net revenues are presented in accordance with the four business lines in the Asset Management activity, namely: Credit, Real Assets, Capital Markets Strategies and Private Equity. It should be noted that, on average in 2024 and 2025, around 9% of management, subscription, arrangement and other fees were due in respect of the commitments made by Tikehau Capital’s balance sheet in its own investment strategies . (in millions of €) Credit Real Assets Capital Markets Strategies Private Equity Net revenues from Asset Management activity in 2025 Net revenues 140.8 101.6 35.4 102.6 380.3 Management, subscription, arrangement and other fees 130.3 100.1 32.5 95.4 358.3 Performance fees and carried interest 10.5 1.4 2.9 7.1 22.0 (in millions of €) Credit Real Assets Capital Markets Strategies Private Equity Net revenues from Asset Management activity in 2024 Net revenues 137.1 100.8 35.9 76.9 350.7 Management, subscription, arrangement and other fees 133.4 97.9 29.2 76.6 337.1 Performance fees and carried interest 3.7 2.9 6.7 0.3 13.6 Credit activity In 2025, the Group’s net revenues attributable to the Credit activity totalled €140.8 million (compared to €137.1 million in 2024). These net revenues relate to assets under management amounting to €24.5 billion in 2025, compared to €23.2 billion in 2024. In 2025, net revenues from the Credit activity consisted mainly of management fees of €126.5 million (compared to €121.2 million in 2024), arrangement fees of €0.9 million (compared to €9.3 million in 2024) and performance fees and carried interest of €2.9 million, compared to €3.7 million in 2024. Real Assets activity In 2025, the Group’s net revenues attributable to the Real Assets activity totalled €101.6 million (compared to €100.8 million in 2024). These net revenues relate to assets under management amounting to €14.3 billion in 2025 (compared to €13.6 billion in 2024). In 2025, net revenues from the Real Assets activity mainly included management and subscription fees for an amount of €85.4 million (including €53.8 million from Sofidy) compared to €84.9 million in 2024 (including €54.4 million from Sofidy), and arrangement fees of €6.6 million (compared to €3.0 million in 2024). Capital Markets Strategies activity In 2025, the Group’s net revenues attributable to the Capital Markets Strategies activity totalled €35.4 million (compared to €35.9 million in 2024). These net revenues relate to assets under management amounting to €6.1 billion in 2025 (compared to €5.7 billion in 2024). In 2025, net revenues from the Capital Markets Strategies activity correspond to management fees of €30.4 million (compared to €28.0 million in 2024) and to performance fees of €2.9 million (compared to €6.7 million in 2024). Private Equity activity In 2025, the Private Equity asset management activity generated net revenues of €102.6 million (compared to €76.9 million in 2024). These net revenues relate to assets under management amounting to €7.9 billion in 2025 (compared to €6.5 billion in 2024). (1) In the management financial statements, management, subscription, arrangement and other fees related to the commitments made by Tikehau Capital’s balance sheet in its own funds were neutralised at the level of revenues from the Investment activity because they were deducted from the change in the fair value of the funds in which these commitments were made. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 344
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Comments on the activities, results and financial position Comments on the consolidated financial statements for the 2025 financial year In 2025, net revenues from the Private Equity activity mainly corresponded to management fees of €95.4 million (compared to €76.6 million in 2024) and performance fees and carried interest of €7.1 million (compared to €0.3 million in 2024). Net revenues from Investment activity In 2025, the Group’s net revenues attributable to the Investment activity totalled €239.2 million (compared to €207.1 million in 2024). In 2025, these portfolio revenues included (i) dividends, bond coupons and interest on receivables related to equity investments amounting to €222.9 million (compared with €195.3 million in 2024), (ii) capital gains or losses on disposals amounting to €16.3 million (compared with €6.4 million in 2024) and finally (iii) negative unrealised fair value changes amounting to -€73.4 million (compared with positive unrealised fair value changes amounting to €5.4 million in 2024) reflecting positive market effects for Schroders plc and positive revaluations within certain Private Equity strategies, particularly aerospace and defence and decarbonisation, offset by negative market effects within certain Credit and Real Estate strategies. 5.2.2 CONSOLIDATED NON‑CURRENT ASSETS The Company’s non‑current assets mainly consist of its investment portfolio, goodwill, intangible (excluding goodwill) and tangible assets, deferred tax assets and investments in equity affiliates. The value of the Company’s current and non‑current investment portfolio was €4.4 billion as at 31 December 2025, compared to €4.0 billion as at 31 December 2024. See note 8 (Non‑current investment portfolio) in Section 6.1 (Annual consolidated financial statements as at 31 December 2025) of this Universal Registration Document. 5.2.3 LIQUIDITY AND CAPITAL RESOURCES Changes in financial debt during the 2025 financial year As at 31 December 2025, the Group’s gross nominal debt amounted to €1,923.5 million compared to €1,641.4 million as at 31 December 2024. The average maturity of debt drawn down is 4.0 years as at 31 December 2025 (compared with 4.0 years as at 31 December 2024). Revolving Credit Facility On 10 December 2025, the Company renewed and increased its revolving credit facility ("RCF") from €800 million to €1.15 billion. This new renewable facility replaces the previous one, which matured on 15 July 2028, and was agreed for an initial period of five years, with two extension options of one year each, thus extending the Group's financing horizon until at least 2030, and potentially until 2032. The RCF contains the clauses customary for this type of financing, including the following: Financial commitments – subject to a rectification period:P Tikehau Capital’s Loan to Value ratio, tested half‑yearly, must be less than or equal to 47.5%, P Tikehau Capital’s Minimum Liquidity ratio, tested half‑yearly, must be, at any time, greater than or equal to €150 million, P limiting the Company’s secured debt to 20% of total consolidated assets, P limiting unsecured debt at the level of the Company’s subsidiaries to 20% of total consolidated assets. P All of these financial commitments were met as at 31 December 2025; P Change in control – The RCF provides the option for each lender not to finance its participation in the event of drawdown and to terminate its commitment in the event of a change of control of the Company; P Early repayment – Under the RCF, the majority of the lenders (i.e. lenders representing more than 2/3 of commitments) can decide to demand the total or partial early repayment of the amounts due under the RCF in certain cases limited to those stipulated, which include non‑payment, non‑compliance of the commitments described above, the occurrence of a cross default or the occurrence of events having a material adverse effect on the assets and financial position of the Company or its ability to meet its payment obligations or any of its financial commitments. Some of these cases of default cover not only the Company but also its subsidiaries (including cases of default relating to cases of cross default, bankruptcy procedures and enforcement proceedings). P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT345
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5. – – Comments on the activities, results and financial position Comments on the consolidated financial statements for the 2025 financial year Bond issues On 7 October 2019, the Company announced that it had placed a second bond issue of €500 million, maturing in October 2026, with a fixed annual coupon of 2.25%. Settlement‑delivery took place on 14 October 2019. The bonds were listed on the Euronext Paris market. This amount was reduced to €300 million following a tender offer that was settled on 10 April 2025 (see below). On 24 March 2021, the Company announced that it had placed a third bond issue, the Company’s first sustainable bond issue, in the amount of €500 million, maturing in March 2029, with a fixed annual coupon of 1.625%, the lowest ever attained by the Company. It was the first ever benchmark public sustainable bond issued by an alternative asset manager in euros and was a key step to accelerate the Group's impact strategy around its four pillars: climate change, social inclusion, health and innovation. This long‑term bond was the first to be based on an allocation framework (Sustainable Bond Framework) which allowed the Group to invest the proceeds of the issue directly in sustainable assets (social or environmental) or in sustainable thematic funds aligned with the Group’s priority sustainable development objectives. Settlement‑delivery took place on 31 March 2021. The bonds were listed on the Euronext Paris market. On 8 September 2023, the Company announced that it had placed a fourth bond issue, the Company's second "Sustainable Bond", for €300 million, maturing in March 2030, with a fixed annual coupon of 6.625%. This sustainable bond is the second to be based on the aforementioned Sustainable Bond Framework. Settlement‑delivery took place on 14 September 2023. The bonds are listed on the Euronext Paris market. On 7 April 2025, the Company announced that it had placed a fifth bond issue of €500 million, maturing in April 2031, with a fixed annual coupon of 4.25%. Settlement‑delivery took place on 8 April 2025. The bonds are listed on the Euronext Paris market. This bond issue was carried out concurrently with the repurchase offer for bonds maturing in October 2026, with a total amount of €200 million in bonds repurchased. Settlement took place on 10 April 2025, and all the bonds thus purchased by the Company were cancelled, bringing the amount of the remaining bonds maturing in October 2026 to €300 million. The maturities of the four outstanding bond issues are respectively 14 October 2026, 31 March 2029, 14 March 2030, and 8 April 2031 except in the event of early redemption. Each of these three bond issues was assigned a rating of "BBB-" by Fitch Ratings, on 14 October 2019, 25 March 2021, 11 September 2023 and 3 April 2025, respectively. Each of these four bond issues received a "BBB-" rating from S&P Global Ratings, on 5 July 2022 for the first two, on 8 September 2023 for the third, and on 2 April 2025 for the fourth. The bond issue agreement contains the clauses customary for this type of financing, including the following: Declaration on other loans taken out by the Group As of the date of this Universal Registration Document, the Company is in compliance with all the commitments provided for in the banking and bond documentations to which it is linked (see note 14 (Borrowings and financial debt) to the consolidated financial statements as at 31 December 2025, included in Section 6.1 (Consolidated financial statements as at 31 December 2025) of this Universal Registration Document). Off‑balance sheet commitments On 17 December 2024, 6 May 2025 and 4 November 2025, autonomous first demand guarantees were issued by Tikehau Capital as guarantor, Caisse d’Epargne et de Prévoyance d’Auvergne et du Limousin as security agent and as beneficiary, and Tikehau Alignment Fund – Credit S.L.P. as fund and borrower, for a total amount of €4.95 million. On 20 December 2023 and 7 March 2025, autonomous first demand guarantees were issued by Tikehau Capital as guarantor, Caisse d'Epargne et de Prévoyance Hauts de France as security agent and as beneficiary, and Tikehau Alignment Fund – PE S.L.P. as fund and borrower, for a total amount of €7.42 million. Event of default – the occurrence of an event of default provided for in the issue agreement requires the immediate redemption of all the bonds at a price equal to the par value of the bonds plus accrued interest up to the date of redemption; P Change of control – any bondholder may obtain early redemption or repurchase of all or part of the bonds he owns at a price equal to the par value of the bonds (or, where applicable, the redemption price) plus accrued interest; P Negative covenants – these are commitments relating mainly to the furnishing of security or collateral by the Company or one of its affiliated companies. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 346
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Comments on the activities, results and financial position Comments on the consolidated financial statements for the 2025 financial year Capital resources Tikehau Capital’s gross debt totalled €1,923.5 million as at 31 December 2025, compared to €1,641.4 million as at 31 December 2024. The table below summarises the distribution of the Company’s gross debt: (in millions of €) 31 December 2025 31 December 2024 Bonds 1,753.2 1,473.3 Bank debt (including accrued interest) 190.9 176.6 Bank overdrafts - - Amortisation of issuance costs on borrowings (20.6) (8.5) GROSS DEBT 1,923.5 1,641.4 As at 31 December 2025, the Group’s financing lines were denominated in euros, with the exception of the USPP for a total amount of US$180 million. The Company’s debt, its maturity and the proportion that was fixed/variable rate as at 31 December 2025, is described in more detail in note 14 (Borrowings and financial debt) to the consolidated financial statements set out in Section 6.1 (Annual consolidated financial statements as at 31 December 2025) of this Universal Registration Document. Rating On 22 October 2025, Fitch Ratings affirmed the long‑term rating of Tikehau Capital at BBB- with a stable outlook. In its press release, Fitch Ratings highlights the strength of Tikehau Capital’s balance sheet and model, which are the drivers of its strategy. In a sluggish market context, the agency noted the Group’s ability to maintain financial ratios compatible with an Investment Grade profile. Cash As at 31 December 2025, the Company’s cash holdings amounted to €166.7 million comprising cash and cash equivalents amounting to €117.9 million (compared to €290.8 million as at 31 December 2024) and cash management financial assets amounting to €48.7 million (compared to €46.7 million as at 31 December 2024). The Company also had a current investment portfolio (consisting of bonds, marketable securities and UCITS) in the amount of €42.7 million (compared to €58.7 million as at 31 December 2024). The following table presents the available liquidity of the Group as at 31 December 2025 and 31 December 2024, and the Company’s net debt, in each case, calculated as the sum of cash and cash equivalents, plus the current investment portfolio less current and non‑current borrowings and financial debt: (in millions of €) 31 December 2025 31 December 2024 Gross debt 1,923.5 1,641.4 Cash 209.3 396.2 of which: cash and cash equivalents 117.9 290.8 of which: cash management financial assets 48.7 46.7 of which: current investment portfolio 42.7 58.7 NET DEBT 1,714.2 1,245.2 (1) The Company also has an undrawn RCF of €1,000 million as at 31 December 2025 (compared to €650 million as at 31 December 2024).(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT347
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5. – – Comments on the activities, results and financial position Comments on the consolidated financial statements for the 2025 financial year 5.2.4 CHANGES IN SHAREHOLDERS' EQUITY Changes in shareholders’ equity over the period are presented in Section 6.1.3 (Change in consolidated shareholders’ equity) of this Universal Registration Document. The Company’s consolidated shareholders’ equity, Group share, amounted to €3.1 billion as at 31 December 2025, compared to €3.2 billion as at 31 December 2024 and breaks down as follows: (in millions of €) 31 December 2025 31 December 2024 Share capital 2,103.0 2,103.0 Issuance, merger, in kind premiums 1,454.6 1,482.0 Reserves and retained earnings (546.4) (495.9) Net result for the year - Group share 136.4 155.8 CONSOLIDATED SHAREHOLDERS’ EQUITY - GROUP SHARE 3,147.6 3,244.9 5.2.5 CARRIED INTEREST In some funds, carried interest can be paid if a fund exceeds a performance hurdle rate on liquidation. This mainly applies to Real Assets, Private Debt and Private Equity funds. Since April 2014, carried interest breaks down as follows: 20% of the available carried interest is paid to a company that is a shareholder of Tikehau Capital Advisors comprising the senior corporate members of the Group; the remainder is distributed one‑third each to Tikehau Capital, the relevant asset management company and Tikehau Capital Advisors. Carried interest is paid by the funds directly to the beneficiaries and recognised in the income statement when this variable consideration can be accurately estimated and when it is highly likely that no reversal will be made. Tikehau Capital and its fully consolidated subsidiaries in the management accounts recognised a total of €22.0 million in performance fees and carried interest income, including €10.5 million on Credit funds, €7.1 million on Private Equity funds and €2.9 million on Capital Markets Strategies funds for the 2025 financial year (compared with a total of €13.6 million for the 2024 financial year). As at 31 December 2025, assets under management in credit funds, Real Assets funds and Private Equity funds, which confer a right to carried interest and performance fees, amounted to €24.8 billion. Of this total, as at 31 December 2025, assets under management invested amounted to €14.0 billion, of which €7.8 billion (down -8.4% compared to 31 December 2024) exceeded the target performance rate (hurdle rate, i.e. the rate of return above which the performance bonus is due). Unrealised carried interests amounted to €220.1 million as at 30 September 2025 (€225.1 million at 31 December 2024). (in millions of €) 31 December 2025 31 December 2024 Assets eligible for carried interest 24,762 22,611 Direct Lending, Multi Assets and Special Opportunities 12,621 11,655 Real Assets 5,046 4,837 Private Equity 7,095 6,118 (1) The figures and analyses presented in this Chapter 5 relate to the Management Accounts. The reconciliation between the IFRS financial statements and the Management Accounts is presented in the (Segment information) Note to Chapter 6 (Annual consolidated financial statements as at 31 December 2025) of this Universal Registration Document. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 348
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Comments on the activities, results and financial position Annual results of the Company 5.3 Annual results of the Company 5.3.1 ANNUAL FINANCIAL STATEMENTS FOR THE 2025 FINANCIAL YEAR 5.3.1.1 5.3.1.2 Income statement for the 2025 financial year The analysis of changes in the Company’s main accounting aggregates for the 2025 financial year is presented below . Operating income In 2025, operating income amounted to €30.4 million, compared to €25.7 million in 2024. This €4.7 million increase over the 2025 financial year was mainly due to (i) the €2.7 million increase in net revenue and (ii) the €1.9 million increase in other income. In 2025, the Company's operating expenses amounted to -€60.7 million, stable compared to 2024 (-€60.5 million). Operating expenses comprised (i) management fees of -€4.9 million excluding tax in 2025 (compared with -€4.2 million in 2024), (ii) personnel expenses in the amount of -€15.7 million (compared to -€14.8 million in 2024), (iii) other purchases and external expenses in the amount of -€35.4 million (compared with -€37.9 million in 2024), (iv) depreciation, amortisation, impairment and provisions in the amount of -€1.7 million, and (v) taxes other than income taxes in the amount of -€2.1 million. Operating income for the 2025 financial year therefore amounted to a loss of -€30.3 million, compared to a loss of -€34.8 million in 2024. Financial income Financial income in 2025 amounted to a €69.6 million profit, compared to a €160.7 million profit in 2024. Financial income in 2025 amounted to €621.9 million (compared to €591.0 million in 2024). This €30.9 million increase was mainly due to the €57.2 million increase in net proceeds from disposals of marketable securities, the €49.8 million increase in proceeds from disposals of financial assets, the €6.0 million increase in financial income from investments, partially offset by the -€12.8 million decrease in positive exchange differences, a decrease in provision reversals and expense transfers of -€10.4 million, a decrease in income from other securities and receivables of -€7.0 million, and a decrease in other interest and similar income of -€2.1 million. Financial expenses for the 2025 financial year amounted to -€552.3 million (compared to -€430.2 million in 2024). This -€122.0 million increase was mainly attributable to the increase in losses on net expenses on disposal of marketable securities, in the amount of -€56.9 million, an increase in financial impairments of -€36.7 million and an increase in interest and similar expenses of -€18.1 million. Non‑recurring income Non‑recurring income for the 2025 financial year amounted to €0, as it did for the 2024 financial year restated following the retrospective application of ANC 2022 06. Net result Total income amounted to €652.3 million as at 31 December 2025 compared to €618.1 million as at 31 December 2024. Total expenses for the 2025 financial year amounted to -€589.6 million compared to -€489.4 million for the 2024 financial year. On this basis, net result for the 2025 financial year amounted to a profit of €62.7 million compared to a profit of €128.7 million in 2024. Balance sheet for the 2025 financial year The Company’s balance sheet as at 31 December 2025 amounted to €6.7 billion, stable compared to 31 December 2024. Intangible assets were stable and amounted to €1,168.5 million (compared to €1,169.2 million as at 31 December 2024) and reflect the contribution of the assets transferred from Tikehau Capital Advisors to the Company, in the amount of €1,155.3 million, following the Reorganisation that took place in 2021. Financial assets were stable and amounted to €5,372.8 million as at 31 December 2025 (compared to €5,316.9 million as at 31 December 2024). The Company’s shareholders’ equity amounted to €3,773.2 million as at 31 December 2025, compared to €3,877.1 million as at 31 December 2024. Financial liabilities amounted to €1,944.1 million as at 31 December 2025 (compared to €1,649.9 million as at 31 December 2024). This change was linked to the new €500 million bond issue issued in April 2025, partially offset by the repurchase offer on bonds maturing in October 2026, for a total amount of €200 million repurchased. The following information is disclosed pursuant to Annex 4‑1 to the Article D.441‑6 of the French Commercial Code. (1) Following the application of the new ANC Regulation No. 2022‑06, and for the sake of clarity, the analysis of changes in the Company’s key financial aggregates for the 2025 financial year is compared with the restated 2024 figures as presented in Chapter 7 under the Section "(Compared income statements). (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT349
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5. – – Comments on the activities, results and financial position Annual results of the Company Suppliers’ payment terms: Late payment instalments Article D.441‑6: Invoices received paid late 0 days 1 to 30 days 31 to 60 days 61 to 90 days 91 days and over Total (1 day and over) Number of invoices concerned 524 Total amount of invoices concerned (€ incl. tax) - 9,365,767 1,628,633 1,765,793 1,078,287 13,838,479 Percentage of total purchases for the year 0% 18.6% 3.2% 3.5% 2.1% 27.5% Late payment instalments Article D.441‑6: Invoices received but not yet paid at the end of the financial year and which are past due 0 days 1 to 30 days 31 to 60 days 61 to 90 days 91 days and over Total (1 day and over) Number of invoices concerned 120 Total amount of invoices concerned (€ incl. tax) - 6,457,816 153,685 15,751 43,649 6,583,603 Percentage of total purchases for the year 0% 12.8% 0.3% 0.0% 0.1% 13.1% Customer payment terms: Late payment instalments Article D. 441‑6: Overdue invoices issued 0 days 1 to 30 days 31 to 60 days 61 to 90 days 91 days and over Total (1 day and over) (A) Late payment instalments Number of invoices concerned 25 Total amount of invoices concerned (€ incl. tax) - 33,120,900 3,045,506 876,592 875,348 37,918,346 % of total amount of invoices issued during the year 0% 80.5% 7.4% 2.1% 2.1% 92.2% (B) Invoices excluded from (A) relating to disputed or unrecognised receivables Number of invoices excluded NONE Total amount of excluded invoices (€ incl. tax) NONE (C) Reference payment terms used (contractual or legal deadline - Article L.441‑6 or Article L.443‑1 of the French Commercial Code) Payment terms used to calculate late payments Contractual term: 30 days Late payment instalments Article D. D.441‑6: Invoices sent but not yet paid at the end of the financial year and which are past due 0 days 1 to 30 days 31 to 60 days 61 to 90 days 91 days and over Total (1 day and over) Number of invoices concerned 33 Total amount of invoices concerned (€ incl. tax) - 1,777,972 - - 5,998,027 7,776,000 Percentage of revenue for the year 0% 4.3% 0% 0% 14.6% 18.9% TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 350
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Comments on the activities, results and financial position Annual results of the Company 5.3.2 COMPANY RESULTS FOR THE LAST FIVE FINANCIAL YEARS (in €) 31/12/2025 12 months 31/12/2024 12 months 31/12/2023 12 months 31/12/2022 12 months 31/12/2021 12 months I – FINANCIAL POSITION AT THE YEAR‑END a) Share capital 2,102,974,080 2,102,974,080 2,102,316,528 2,102,316,528 2,103,820,128 b) Number of shares issued 175,247,840 175,247,840 175,193,044 175,193,044 175,318,344 II – COMPREHENSIVE INCOME FROM OPERATIONS a) Revenue excluding taxes 24,123,497 21,389,652 16,622,561 14,860,852 13,263,946 b) Earnings before tax, depreciation, amortisation & provisions 119,100,104 158,367,351 192,721,408 187,823,490 146,916,588 c) Corporate income tax 25,169,448 4,373,705 8,152,516 8,079,340 25,714,336 d) Earnings after tax, depreciation, amortisation & provisions 62,677,367 128,676,860 174,048,005 191,095,663 196,928,943 e) Earnings distributed 140,198,272 140,198,272 131,394,783 122,635,131 175,318,344 III – INCOME FROM OPERATIONS REDUCED TO ONE SHARE a) Income after tax before depreciation, amortisation & provisions 0.82 0.93 1.15 1.12 0.98 b) Earnings after tax, depreciation, amortisation & provisions 0.36 0.73 0.99 1.09 1.12 c) Dividend paid per share 0.80 0.80 0.75 0.70 1.00 (1) Dividend of €0.80 per share, which will be submitted for approval to the General Meeting of the Shareholders scheduled on 30 April 2026. (2) Dividend of €0.80 per share (including €0.80 ordinary dividend). (3) Dividend of €0.75 per share (including 0.75 ordinary dividend). (4) Dividend of €0.70 per share (including €0.70 ordinary dividend). (5) Dividend of €1.00 per share (including €0.60 ordinary dividend and €0.40 exceptional dividend). (1) (2) (3) (4) (5) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT351
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5. – – Comments on the activities, results and financial position Significant events since 31 December 2025 5.4 Significant events since 31 December 2025 Combination of Tikehau Investment Management and Sofidy As part of a strategic reflection, the Group plans to bring its Real Estate activities closer together through a merger‑absorption of Sofidy by Tikehau Investment Management, which should take place by the end of the first half of the year. This transaction aims to bring together the expertise of its two complementary real estate teams in order to form an ambitious, multi‑strategy, multi‑geographical and more diversified unit. This internal restructuring transaction has no impact on the Group's consolidated financial statements. Tender offer by Nuveen for Schroders plc and sale of Tikehau Capital's entire stake in Schroders plc On 12 February 2026, the Boards of Directors of Schroders plc (in which Tikehau Capital held a 5.41% stake at that date) and Nuveen LLC announced that they had reached an agreement on the acquisition of the entire share capital of Schroders plc by a subsidiary of Nuveen. The terms of the offer are as follows: Schroders' total valuation is £9.9 billion. The completion of this transaction is expected in the fourth quarter of 2026, after regulatory approval. As of 13 February 2026, Tikehau Capital sold its entire stake in Schroders plc for €586 million and recognised a positive change in fair value of €179 million under IFRS for the 2026 financial year. In the parent company financial statements for the 2026 financial year under French GAAP, the capital gain recognised amounts to €216.6 million and should result in an additional tax of €37.9 million after the use of tax losses. Repayment of the revolving credit facility The revolving credit facility, drawn down in the amount of €150 million as at 31 December 2025, was repaid in full on 17 February 2026 following the disposal of the Group's stake in Schroders plc. Conflict between Iran and the United States and Israel On 25 February 2026, after the financial statements had been finalised by a Manager on 17 February 2026, an armed conflict broke out between the United States, Israel and Iran, indirectly causing collateral damage in other Gulf countries, notably Lebanon, the United Arab Emirates, Qatar, Bahrain and Saudi Arabia. The Group is closely monitoring developments in the geopolitical situation, in particular as regards its teams located in Tel Aviv and Abu Dhabi, hosting a total of 10 Group employees. At this stage, it is still too early to assess the full implications of this geopolitical crisis, but we believe that, for the time being, the direct impact of the crisis remains limited in terms of the Group’s operations, as its funds have no direct investments in the region and their portfolio companies generally have a limited presence there. Tikehau Capital's direct investments are also extremely limited in this region. Capital increase of 10 March 2026 On 10 March 2026, Tikehau Capital carried out a capital increase for an amount of around €0.6 million by capitalisation of the issue premium and by the issuance of 46,969 shares. The purpose of this capital increase was to deliver the free shares allocated under the fifth tranches of the 2020 TIM 7‑year Plan and the 2020 Sofidy 7‑year Plan. As at 10 March 2026, the Company’s share capital amounted to €2,103,357,708 and is made up of 175,294,809 shares. a price of 590 pence per Schroders plc share;P a dividend of 22 pence.P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 352
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06/ – – Annual consolidated financial statements as at 31 December 2025 6.1 ANNUAL CONSOLIDATED FINANCIAL STATEMENTS AS AT 31 DECEMBER 2025 354 6.1.1 Consolidated balance sheet 354 6.1.2 Consolidated income statement 356 6.1.3 Change in consolidated shareholders’ equity 357 6.1.4 Consolidated cash flow statement 358 6.1.5 Notes to the consolidated financial statements prepared under IFRS 359 6.2 REPORT OF THE STATUTORY AUDITORS ON THE CONSOLIDATED FINANCIAL STATEMENTS 411 353 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 6.1 Annual consolidated financial statements as at 31 December 2025 6.1.1 CONSOLIDATED BALANCE SHEET Assets (in thousands of €) Notes 31 December 2025 31 December 2024 restated Non‑current assets Tangible and intangible assets 7 & 26 628,852 624,153 Non‑current investment portfolio 8 4,316,915 3,997,844 Investments in equity affiliates 9 1,391 980 Deferred tax assets 15 26,576 34,913 Non‑current financial derivative assets 16 23,043 21,452 Other non‑current assets 5,722 7,302 TOTAL NON‑CURRENT ASSETS 5,002,499 4,686,644 Current assets Trade receivables and related accounts 10 106,278 126,955 Total other current assets 10 74,371 29,353 Current investment portfolio 11 42,799 58,729 Cash management financial assets 12 48,727 46,702 Cash and cash equivalents 12 113,857 224,735 TOTAL CURRENT ASSETS 386,032 486,474 TOTAL ASSETS 5,388,531 5,173,118 (1) See note 5 (Consolidation method and scope of consolidation).(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 354
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Liabilities (in thousands of €) Notes 31 December 2025 31 December 2024 restated Share capital 13 2,102,974 2,102,974 Premiums 1,454,589 1,482,003 Reserves and retained earnings (452,725) (519,420) Net result for the period 42,727 179,355 Shareholders’ equity - Group share 3,147,565 3,244,912 Non‑controlling interests 18 6,476 4,464 Shareholders' equity 3,154,041 3,249,376 Non‑current liabilities Non‑current provisions 6,513 5,276 Non‑current borrowings and financial debt 14 1,887,057 1,616,865 Deferred tax liabilities 15 88,251 69,599 Non‑current financial derivative liabilities 16 - - Other non‑current liabilities 26 55,566 53,118 TOTAL NON‑CURRENT LIABILITIES 2,037,387 1,744,858 Current liabilities Current provisions - Current borrowings and financial debt 14 36,491 24,535 Trade payables and related accounts 10 66,479 35,130 Tax and social security payables 10 71,570 97,449 Other current liabilities 10 & 26 22,563 21,770 TOTAL CURRENT LIABILITIES 197,103 178,884 TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 5,388,531 5,173,118 (1) See note 5 (Consolidation method and scope of consolidation).(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT355
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 6.1.2 CONSOLIDATED INCOME STATEMENT (in thousands of €) Notes 2025 (12 months) 2024 (12 months) restated Net revenues from the Asset Management activity 19 375,543 349,844 Revenues from non‑current investment portfolio 218,512 231,603 Revenues from current investment portfolio - - Revenues from the Investment activity 20 218,512 231,603 Change in fair value of non‑current investment portfolio (172,990) (16) Change in fair value of current investment portfolio 4,072 4,769 Change in fair value of the investment portfolio 20 (168,918) 4,753 Result from the Investment activity 49,594 236,356 Purchases and external expenses (67,630) (71,581) Personnel expenses (188,824) (187,407) Other net operating expenses (45,750) (25,572) Operating expenses 21 (302,204) (284,560) Net operating profit from Asset Management and Investment activities before share of net result from equity affiliates 122,933 301,640 Share of net results from equity affiliates 9 561 196 Net operating profit from Asset Management and Investment activities after share of net result from equity affiliates 123,494 301,836 Net income and expenses on cash equivalents 22 2,384 6,327 Financial expenses 23 (55,092) (69,856) Financial income (52,708) (63,529) Result before tax 70,786 238,307 Corporate income tax 15 (28,610) (58,977) Net result 42,176 179,330 Non‑controlling interests 18 (551) (25) Net result - Group share 42,727 179,355 Weighted average number of outstanding ordinary shares 13 175,774,404 175,516,235 Earnings per share (in €) 0.24 1.02 Weighted average number of shares after dilution 13 181,626,057 180,646,596 Diluted earnings per share (in €) 0.23 0.99 Consolidated statement of comprehensive income (in thousands of €) Notes 2025 (12 months) 2024 (12 months) restated Net result 42,176 179,330 Translation differences (8,458) 2,941 Related taxes - - Consolidated comprehensive income 33,718 182,271 Of which non‑controlling interests (626) 6 Of which Group share 34,344 182,265 (1) See note 5 (Consolidation method and scope of consolidation).(1) (1) (2) See note 5 (Consolidation method and scope of consolidation).(1) Item that can be recycled through the income statement.(2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 356
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 6.1.3 CHANGE IN CONSOLIDATED SHAREHOLDERS’ EQUITY (in thousands of €) Share capital Premiums Group reserves Treasury shares Translation Differences (reserves) Net result for the period Share- holders’ equity Group share Non- control- ing interests Consolidated share- holders’ equity Situation as at 31 December 2023 published 2,102,317 1,504,304 (465,129) (84,661) (49,164) 176,674 3,184,341 5,441 3,189,782 Restatements - - (24,561) - 52,207 (27,646) - Situation as at 31 December 2023 restated 2,102,317 1,504,304 (489,690) (84,661) 3,043 149,028 3,184,341 5,441 3,189,782 Allocation of net results - - 18,224 - - (149,028) (130,804) (344) (131,148) Capital increase 11,998 (11,998) - - - - - - - Capital decrease (11,341) (10,303) - 21,644 - - - - - Share‑based payment (IFRS 2) - - 22,275 - - - 22,275 87 22,362 Other movements in premiums - - - - - - - - - Other movements in reserves - - 1,743 (14,933) 2,935 - (10,255) (695) (10,950) Net result for the period - - - - - 179,355 179,355 (25) 179,330 Situation as at 31 December 2024 restated 2,102,974 1,482,003 (447,450) (77,950) 5,979 179,355 3,244,912 4,464 3,249,376 Allocation of net results - - 40,002 - - (179,355) (139,353) - (139,353) Capital increase 13,742 (13,742) - - - - - 1,017 1,017 Capital decrease (13,742) (13,672) - 27,414 - - - - - Share‑based payment (IFRS 2) - - 22,705 - - - 22,705 51 22,756 Other movements in premiums - - - - - - - - - Other movements in reserves - - (2,170) (12,873) (8,383) - (23,426) 1,495 (21,931) Net result for the period - - - - - 42,727 42,727 (551) 42,176 SITUATION AS AT 31 DECEMBER 2025 2,102,974 1,454,589 (386,913) (63,409) (2,404) 42,727 3,147,565 6,476 3,154,041 (1) (1) (2) (2) (3) (1) (2) (3) (2) (3) See note 5 (Consolidation method and scope of consolidation).(1) See note 13 (Number of shares, share capital, cash distributions and dividends).(2) See note 17 (Share‑based payment [IFRS 2]).(3) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT357
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 6.1.4 CONSOLIDATED CASH FLOW STATEMENT (in thousands of €) Notes 2025 (12 months) 2024 (12 months) restated Revenues from the Asset Management activity 19 388,583 331,922 Investment activity – Non‑current investment portfolio (283,770) 18,268 Acquisitions 8 (1,117,417) (566,041) Disposals and repayments 8 581,621 387,335 Income 252,026 196,974 133,631 129,632 118,395 67,342 Investment activity – Current investment portfolio 19,996 35,274 Acquisitions 11 (20,000) (1,020) Disposals and repayments 11 39,996 36,294 Income - - - - - - Other investments in companies in the scope of consolidation 915 (922) Portfolio payables, portfolio receivables and financial assets in the investment portfolio (16,443) 5,122 Net income/expenses on cash equivalents 4,899 5,871 Operating expenses and change in working capital requirement 21 (284,710) (282,858) Tax 15 (37,977) (19,656) Net cash flows from operating activities (208,507) 93,021 Capital increases in cash - - Dividends paid (139,353) (131,149) Borrowings 14 242,866 111,663 Cash management financial assets 12 (2,025) (26,633) Other financial flows (413) (355) Net cash flows from financing activities 101,075 (46,474) Change in cash flow (excl. impact of foreign currency translation) (107,432) 46,547 Impact of foreign currency translation (3,446) 968 Cash and cash equivalents at the beginning of the period 12 224,735 177,220 Cash and cash equivalents at the end of the period 12 113,857 224,735 Change in cash‑flow 12 (110,878) 47,515 (1) Dividends and distributionsP Interest and other revenuesP Dividends and distributionsP Interest and other revenuesP (2) (3) (4) See note 5 (Consolidation method and scope of consolidation).(1) Over the 2025 financial year (12 months), the €1.0 million cash flow corresponds to the IREIT Global Group capital increase carried out by the Tikehau Capital co‑shareholder. (2) Over the 2024 financial year (12 months), cash flow corresponds mainly to the disposal of the subsidiary FPE Investment Advisors (Singapore) for an amount of -€0.9 million. (3) Over the 2025 financial year (12 months), the decrease in cash flows relating to operating expenses and changes in working capital requirements includes a net cash outflow of -€12.9 million relating to acquisitions and disposals of treasury shares (-€14.9 million in 2024). (4) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 358
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 6.1.5 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS PREPARED UNDER IFRS Note 1 Entity presenting the consolidated financial statements Tikehau Capital SCA ("Tikehau Capital" or the "Company" or "TC") is a société en commandite par actions (partnership limited by shares) whose registered office is located at 32, rue de Monceau, 75008 Paris (France). Tikehau Capital is the parent company of an asset management and investment group. It meets the definition of an “investment entity” under IFRS 10. Its corporate purpose includes all forms of investment, with no specific restrictions or constraints in terms of the target asset classes, or their sector or geographic allocation. Thus, under the terms of its Articles of Association, Tikehau Capital's purpose is, in and abroad: Changes in scope in the consolidated group (the “Group”) are detailed in note 5 (Consolidation method and scope of consolidation). Tikehau Capital’s consolidated financial statements for the financial year ended on 31 December 2025 were approved by a Manager on 17 February 2026 and submitted for review to the Company’s Supervisory Board on 18 February 2026. Note 2 Basis for preparation (a) (b) Accounting standards and Declaration of compliance Pursuant to EC Regulation No. 1606/2002, Tikehau Capital’s consolidated financial statements are drawn up in accordance with international financial reporting standards (IFRS) and applicable interpretations as at 31 December 2025 and as adopted by the European Union. The standards are available at the European Commission website: http://ec.europa.eu/finance/company‑reporting/ standardsinter‑pretations/index_en.htm. The accounting principles used as at 31 December 2025 are the same as those used for the consolidated financial statements as at 31 December 2024. They have been supplemented by the provisions of the IFRS standards and interpretations as adopted by the European Union as at 31 December 2025 and for which application is mandatory for the first time for the 2025 financial year. New standards, amendments and interpretations applicable for the financial year New standards, amendments and interpretations applicable from 1 January 2025 On 12 November 2024, the European Commission adopted the amendments to IAS 21 relating to the non‑convertibility of a currency. These amendments clarify when a currency is convertible, and how to determine the exchange rate when it is not. The application of the amendments to this standard had no impact on Tikehau Capital's consolidated financial statements. Standards published by the IASB and adopted by the European Union as at 31 December 2025 On 1 July 2025, the IASB published amendments to IFRS 9 and IFRS 7 on the recognition of Corporate Power Purchase Agreements (CPPA), aimed at improving the financial information on the effects of these contracts. These amendments: These amendments will apply from 1 January 2026. The Group does not expect any impact from these amendments on its consolidated financial statements. The Group did not resort to the early application of standards and/or interpretations published by the IASB, which might apply to its financial statements and whose application was not mandatory as at 1 January 2025. "the direct or indirect acquisition of stakes, the arrangement and structuring of investment transactions across all sectors and asset classes, including small and mid‑cap companies; P the management, administration and disposal or liquidation of these stakes, under the best possible conditions; P all of the above, directly or indirectly, on its behalf or on behalf of a third party, alone or with a third party, through the creation of new companies, contribution, partnership, subscription, purchase of securities or rights, merger, alliance, special partnership (société en participation), leasing or leasing out or management of assets or other rights in France and abroad; P and, generally, any financial, commercial, industrial, security or property transactions that may relate directly or indirectly to the above corporate purpose, or to any similar or related purposes, so as to promote its expansion and development”. P Amendments to IAS 21 “Non‑Convertibility”P Amendments to IFRS 9 and IFRS 7 "Corporate Power Purchase Agreements" P clarify the terms of application of the so‑called own‑use exemption to green energy supply contracts with physical delivery of energy); P allow hedge accounting for certain renewable electricity contracts; and P ask entities to add new disclosure requirements on the terms, volume, price and fair value of renewable electricity contracts. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT359
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 (c) (d) (e) (f) Main standards, amendments and interpretations issued by the IASB but not adopted by the European Union On 9 April 2024, the IASB issued IFRS 18 "Presentation and disclosures in financial statements". IFRS 18 will replace IAS 1 and the related IFRIC and SIC interpretations in order to provide investors with more transparent and comparable information on the financial performance of companies through three main areas: Standard IFRS 18, subject to its adoption by the European Union, will be applicable from 1 January 2027 with retrospective application. It may be applied in advance, as of 2026. Its impact on the presentation of the financial statements and the notes to the financial statements is currently being analysed by the Group. At this stage, there are no plans to apply it in advance. Basis for measurement The consolidated financial statements include the financial statements of Tikehau Capital and its subsidiaries for each of the financial years presented. The financial statements of subsidiaries have been prepared over the same reference period as those of the parent company, on the basis of homogeneous accounting methods. The consolidated financial statements are expressed in thousands of euros, rounded off to the closest thousand euros. Rounding gaps may result in minor differences regarding certain totals in the tables presented in the financial statements. Investment portfolio and financial derivatives are measured at fair value in accordance with IFRS 13. The methods used to measure fair value are disclosed in note 3 (Main accounting methods). The other balance sheet items (in particular tangible and intangible assets, and loans and receivables) have been drawn up on the basis of historical cost. Functional and presentation currency, conversion of financial statements The currency used to present the consolidated financial statements is the euro. The financial statements of consolidated entities using a different functional currency are translated into euros: Conversion differences resulting from the use of these exchange rates are recognised under shareholders’ equity under the heading “Translation differences (reserves)”. Transactions in currencies other than the functional currency Transactions by consolidated companies in currencies other than their functional currency are converted into their functional currency at the prevailing exchange rate on the date of the transactions. Receivables and debts denominated in currencies other than the functional currency of the company concerned are converted at the prevailing exchange rate of these currencies on the closing date. Unrealised losses and gains resulting from this conversion are recognised on the income statement. Foreign exchange gains and losses arising from the translation and elimination of intra‑group transactions or receivables and payables denominated in currencies other than the entity’s functional currency are recorded in the income statement unless they relate to long‑term intra‑group financing transactions, which can be considered equity‑related transactions. In the latter case, translation adjustments are recorded in equity under “Translation differences (reserves)”. Use of estimates and judgements The preparation of the consolidated financial statements requires that assumptions and estimates that affect the reported amounts of assets and liabilities on the balance sheet and the reported amounts of revenues and expenses for the financial year. The Management reviews its estimates and assessments on an ongoing basis, based on its previous experience, as well as on various other factors that it considers reasonable, which form the basis for their assessment of the book value of the assets and liabilities. Actual results may differ materially from these estimates depending on different assumptions or conditions. Judgements made by the Management in preparing the consolidated financial statements mainly concern the estimated fair value of investments in unlisted portfolios, the estimated amounts of deferred tax assets recognised in tax loss carry forwards and the estimated valuation of indefinite‑life intangible assets for impairment tests purposes. IFRS 18 "Presentation and disclosures in financial statements" P improving income statement comparability with the introduction of new categories of income and expenses (operating, investing and financing) and the introduction of mandatory subtotals; P improving the information communicated on performance indicators; and P reviewing the relevance of the information to be disclosed in the financial statements or in the notes to the financial statements so that they are most useful to investors. P at the closing rate for balance sheet items;P at the average rate of the period for income statement items. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 360
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Note 3 Main accounting methods (a) (b) Investment portfolio Equity securities held directly by the Company or its consolidated subsidiaries are measured at fair value through profit or loss. Positive and negative changes in fair value are recognised in the profit and loss accounts under “Changes in fair value”. The methods used to determine fair value are set out in note 3 (Main accounting methods). Equity investments held by intermediate investment holding companies are indirectly measured through the fair value of the intermediate holding companies themselves. Investments in equity securities, quasi‑equity securities (e.g.: convertible bonds, OCEANE bonds, etc.) and usufruct are classified in the non‑current investment portfolio. Moreover, and depending on available cash, the timing of investments and market conditions, the Group may make more tactical investments by building a portfolio of shorter‑term holdings consisting of equities and bonds or fund units. The securities selected for this portfolio are characterised by being liquid and showing attractive prospects for return and/or performance. These investments are recorded in the current investment portfolio. Loans and receivables attached to these investments are presented in the same category as investments they relate to and are accounted for at fair value through profit or loss. Uncalled commitments are shown in off‑balance sheet commitments (see note 27 (Off‑balance sheet commitments)). Determining fair value The principles adopted for the fair value measurement of portfolio assets are in accordance with IFRS 13 “Measurement of fair value” and may be summarised as follows: Securities classified as Level 1 These are companies whose shares are listed on an active market. Shares in listed companies are measured on the basis of the last quoted price as at closing. Securities classified as Level 2 These are companies whose shares are not listed on an active market, but whose measurement pertains to directly or indirectly observable data. An adjustment made to Level 2 data that is significant to the fair value, can result in a fair value classified in Level 3 if it uses significant unobservable data. Investments made in SPACs (Special Purpose Acquisition Companies) as co‑sponsors, through a dedicated vehicle, are measured at fair value through profit or loss. Securities classified as Level 3 These are companies whose shares are not listed on an active market, and whose measurement pertains to a large extent to unobservable data. Tikehau Capital takes into consideration, inter alia, the following assessment methods: Investments in subordinated notes issued by CLO vehicles (managed by Tikehau Capital Europe and Tikehau Structured Credit Management) and held by the Company or its subsidiaries are measured at fair value through profit or loss on the basis of a mark‑to‑model valuation in accordance with IFRS 13. the transaction value: transactions over the last 12 months or the last months of activity if the company has not completed a full 12‑month financial year since the shareholding was acquired, unless Tikehau Capital is aware of a valuation considered more relevant; P the discounted cash flow method (DCF): this method determines the present value of cash flows a company will generate in the future. Cash‑flow projections prepared in connection with the management of the company in question include a critical analysis of the business plan of these companies. The discount rate used is the weighted average cost of capital, which represents the cost of debt of the company and the notional cost of estimated equity, weighted by the proportion of each of these two components in the financing of the company. This rate is set next to that used by analysts for listed companies in the same sector; P the stock market comparable method: valuation multiples of the company under assessment are compared with those of a sample of companies in the same or similar industry. The average of the sample then establishes a valuation benchmark applicable to the assessed company; P the industry transaction method: valuation multiples of the company under assessment are compared with those of a sample of companies sold in the same industry or similar. The average of the sample then establishes a valuation benchmark applicable to the assessed company; P the fair value of intermediate investment holding companies notably includes the fair value measurement of investment lines in accordance with the provisions of IFRS 10; P fund units are valued on the basis of the last net asset value available at the financial statements closing date. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT361
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 (c) (d) (e) Business combinations Business combinations are valued and recognised in accordance with IFRS 3 (revised): the consideration transferred (acquisition cost) is measured at the fair value of the assets given, shareholders’ equity issued and liabilities incurred on the acquisition date. The identifiable assets and liabilities of the company acquired are measured at their fair value on the acquisition date. The goodwill thereby represents the difference between the acquisition cost and the total valuation of identified assets and liabilities at the acquisition date. Fair value adjustments to assets and liabilities acquired in business combinations and initially recognised at provisional value (based on ongoing appraisals or further analyses pending) are booked as retrospective changes to goodwill if they occur in the 12 months following the acquisition date. Goodwill relative to the acquisition of foreign companies is denominated in the functional currency of the activity acquired. In the event of acquisition of control of an entity in which the Group already owns an equity interest, the transaction is analysed as a two‑fold operation: on the one hand, as a disposal of all of the previously owned equity interest with recognition of the consolidated gain or loss on disposal, and, on the other hand, as an acquisition of all the securities with recognition of goodwill on the entire equity interest (previous share and new acquisition). The costs directly attributable to the acquisition such as legal, due diligence and other professional fees are recognised in expenses when they are incurred. Goodwill is not amortised. It is subject to impairment tests as soon as objective indications of impairment appear and at least once a year. IAS 36 requires that any impairment losses on goodwill be determined by reference to the recoverable amount of the Cash Generating Unit (CGU) or groups of CGUs to which they are assigned. CGUs are the smallest group of assets and liabilities generating cash inflows that are independent of cash inflows from other groups of assets. The organisation of Tikehau Capital has thus led to the identification of two CGUs corresponding to the Asset Management activity, on the one hand, and the Investment activity, on the other. As a result, the tests are carried out at the level of the CGUs or groups of CGUs which constitute homogeneous groups that jointly generate cash flow largely independent of the cash flow generated by the other CGUs. The value in use is calculated as the present value of estimated future cash flows generated by the CGU, as they result from the medium‑term plans established for the Group’s management purposes. When the recoverable amount, which is the higher of fair value less costs to sell and value in use, is less than the book value, the goodwill attached to the CGU or group of CGUs is impaired by the corresponding amount. This impairment is irreversible. Goodwill is presented in note 7 (Tangible and intangible assets). Derivatives The Group may need to trade derivative financial instruments as part of its risk management strategy: Derivatives are recognised on the balance sheet at their fair value on the closing date (see notes 8 and 16). Changes in the value of derivatives are recognised on the income statement under financial expenses for positions in interest‑rate derivatives. The Group's foreign exchange risk management policy meets the criteria of hedge accounting. It aims to protect the investment portfolio from exchange rate effects. Changes in the value of these hedging instruments are recorded in the income statement as changes in the fair value of the investment portfolio. Tangible and intangible assets Tangible and intangible assets are recognised at their acquisition cost and are amortised over their useful lives. The main durations are as follows: Intangible assets also include the Tikehau Capital brand and the Sofidy brand (and the names of some of the funds managed by Sofidy). This valuation is assessed on the basis of the royalty method, corresponding to the discounted amount of future royalties that the brand would be able to generate after reduction of all the necessary expenses for its maintenance, the future royalties being determined on the basis of future revenues generated by the company operating the brand, to which is applied a royalty fee in effect on similar brands and/or in similar contexts. The brands are subject to an impairment test once a year or more frequently if an indication of impairment appears. This impairment test is assessed by the application of the same royalty method. Intangible assets also include management contracts. They correspond, as part of the goodwill allocation of Sofidy and Tikehau Ace Capital (the subsidiary was merged into Tikehau IM on 1 January 2023), to the valuation of contracts between the asset management companies to the funds they respectively manage. Sofidy’s management contracts are considered as indefinite‑life assets and are not subject to amortisation. Tikehau Ace Capital's management contracts are finite‑life assets and are therefore subject to amortisation based on the remaining lifespan from the acquisition date (the amortisation period ranges between 2 and 9 years depending on the management contract). Management contracts are tested for impairment annually, or more frequently if there is an indication of impairment. interest rates on bank loans and debt or market risk issues;P foreign exchange on its investment portfolio instruments.P software: 1 to 3 years;P office equipment and furniture: 3 to 5 years.P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 362
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 (f) (g) (h) (i) (j) (k) (l) Leases The Group assesses whether a contract is or contains a lease based on the definition of a lease. Under IFRS 16, a contract is, or contains, a lease if the contract conveys a right to control the use of an identified asset for a period of time in exchange for consideration. The Group leases mainly real estate assets. As a lessee, the Group recognises a right‑of‑use asset and a lease liability for most leases. The right‑of‑use asset is then amortised on a straight‑line basis from the beginning to the end of the lease, unless the lease provides for the transfer of ownership of the underlying asset to the Group at the end of the lease, or if the cost of the right‑of‑use asset takes into account the fact that the Group will exercise a call option. In this case, the right‑of‑use asset will be amortised over the useful life of the underlying asset, determined on the same basis as that of the tangible assets. In addition, the right‑of‑use asset will see its value regularly lowered in the event of impairment losses and will be subject to adjustments for certain revaluations of the lease liability. The lease liability is initially measured at the present value of lease payments to be made over the lease term. The discount rate used corresponds to the Group’s incremental borrowing rate. However, the Group elected not to recognise “right‑of‑use” assets and lease liabilities for some leases of low‑value assets (e.g. IT equipment). The Group recognises the lease payments associated with these leases as an expense on a straight‑line basis over the term of the lease. Short‑term leases (<12 months) are recognised in lease expenses. The Group presents the “right‑of‑use” asset on the same line as underlying assets of the same nature that it owns. The Group presents lease liabilities under “Other non‑current liabilities” and “Other current liabilities” on the balance sheet as detailed in note 26 (IFRS 16 Leases). Trade receivables and other receivables Trade receivables, other receivables and loans are accounted for at amortised cost. The same applies to receivables in the investment portfolio. Cash equivalents and other current financial assets Tikehau Capital’s cash surplus, if any, may be invested in units in euro money market funds and 3‑month term deposits that meet the definition of cash equivalents according to IAS 7 (easily convertible into a known amount of cash and subject to insignificant risk of change in value). Money‑market funds are recognised at fair value through profit or loss under IFRS 9. Term deposits maturing up to 3 months that meet the definition of cash equivalents under IAS 7 are measured at amortised cost. Other cash equivalents and other current financial investments (such as term deposits maturing in more than three months) are recognised at fair value through profit or loss. The results at year‑end are included in the net result for the period under “Net income on cash equivalents”. Provisions In accordance with IAS 37 “Provisions, contingent liabilities and contingent assets”, a provision is recognised when the Group has an obligation with regard to a third party and it is probable or certain that this obligation will give rise to a disbursement of resources to this third party without being matched by at least an equivalent payment from this third party. When the execution date of this obligation is more than one year, the amount of the provision is discounted, the effects of which are recognised in the financial result, based on the effective interest rate method. Financial debt The criterion for distinguishing debt and shareholders’ equity is whether there exists or not an obligation for the issuer to make a cash payment to its counterparty. The option of taking the initiative or not of disbursement is the essential criterion in distinguishing between debt and shareholders’ equity. Financial debt is recognised at its amortised cost, based on the effective interest rate method. Deferred taxes Taxes include the outstanding tax liabilities of the various consolidated companies and deferred taxes resulting from timing differences. Timing differences between the consolidated values of asset and liability items and those resulting from the implementation of tax regulations give rise to the recognition of deferred taxes. The tax rate used in calculating deferred taxes is the one that is known on the closing date; the impacts of changes in the tax rate are recognised during the period during which the relevant tax law comes into force. Deferred taxes on changes in the fair value of the investment portfolio are calculated at the applicable rate when the securities concerned are divested. The tax rates are determined based on the nature of the asset concerned (a long‑term regime for equity interests, and FPCI, SCR, and SIIC funds). A deferred tax asset is recognised for tax losses that can be carried forward, under the likely assumption that the entity concerned will have future taxable earnings from which these tax losses may be subtracted. Deferred tax assets and liabilities are not discounted. VAT regime Tikehau Capital does not recover the entirety of VAT. Non‑deductible VAT is recognised under “Operating expenses”. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT363
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 (m) (n) Segment information The Group identified two CGUs, namely the "Investment activity" and the "Asset Management activity". The "Asset Management activity" segment corresponds to: The second segment, "Investment activity", corresponds to the Group's other activities, with Tikehau Capital and its intermediate investment holding companies carrying out an Investment activity, either by investing their capital directly in equity investments or by investing in funds managed by the Group's management companies. This information is based on the IFRS and Management Accounts (see note 6 (Segment information)). Segment information is presented in note 6 based on the statutory statements and the Management Accounts. Revenue recognition: Revenues from the Asset Management activity Gross revenues from the Asset Management activity comprise: The fees due are deducted from the gross revenues of management companies to form the net revenues from Asset Management activities. These retrocessions of fees mainly correspond to a retrocession of arrangement fees owed to the funds managed by the Group’s asset management companies and retrocessions contractually owed to distributors, generally based on a percentage of management fees. Note 4 Significant events during the financial year Capital increase of 10 March 2025 On 10 March 2025, Tikehau Capital carried out a capital increase for an amount of around €0.6 million by capitalisation of the issue premium and by the issuance of 50,100 shares. The purpose of this capital increase was to deliver the free shares allocated under the fourth tranches of the TIM 2020 7‑year Plan and the Sofidy 2020 7‑year Plan. As at 10 March 2025, the Company’s share capital amounts to €2,103,575,280 and is made up of 175,297,940 shares. Capital increase of 24 March 2025 On 24 March 2025, Tikehau Capital carried out a capital increase for an amount of around €13.1 million by capitalisation of the issue premium and by the issuance of 1,095,044 shares. The purpose of this capital increase was to deliver free shares allocated as part of the: As at 24 March 2025, the Company’s share capital amounts to €2,116,715,808 and is made up of 176,392,984 shares. the consolidated net contributions of Tikehau IM and its subsidiaries, Tikehau Capital Europe, Sofidy and its subsidiaries, IREIT Global Group, Homming and its subsidiaries, and Tikehau Structured Credit Management; and P the income and expenses directly attributable to the "Asset Management activity" of Tikehau Capital North America. P management and subscription fees which correspond to management fees collected or to be collected by asset managers, whether relating to the management of assets under management or to arranging or structuring portfolio transactions. Management fees are recognised as each service is rendered and are calculated based on the contractual documentation, usually by applying a percentage to the called assets under management, but P they can also partially apply to the portion of assets under management committed but not called. Subscription fees are recognised when investors subscribe to the funds. Arrangement fees and structuring fees are usually recognised when the investment is made. The level of management fees depends both on the type of client and the type of products. In the case of Perpetual Capital Vehicles, revenues include incentive fees, which (i) are measured and should be received on a recurring basis, (ii) do not depend on the results of the underlying investments and (iii) are not subject to retrocession; performance fees or carried interest can be collected when performance thresholds are exceeded during the lifetime of the fund (open‑end funds managed under the Capital Markets Strategies activity) or on the liquidation of the fund (closed funds managed under Private Debt, Real Assets or Private Equity activities) or following the completion of a business combination between a Special Purpose Acquisition Company, in which the Group is a co‑sponsor, with another company. This revenue is paid by the funds directly to the beneficiaries and is recognised in the income statement when this variable consideration can be accurately estimated and when it is highly likely that no reversal will be made. Such revenue is recognised in gross revenues from the Asset Management activity, but may also be received in part by the asset management company and/ or by Tikehau Capital in accordance with the terms and conditions of the said funds’ regulations. P first tranche of the 2023 FSA Plan, of the 2023 TIM Performance Share Plan, of the 2023 Sofidy Performance Share Plan, of the 2023 TIM Retention Plan and of the 2023 Sofidy Retention Plan; P second tranche of the New Chapter 7‑year Plan, the 2022 TIM Performance Share Plan, the 2022 Sofidy Performance Share Plan, the 2022 ACE Performance Share Plan, the 2022 TIM Retention Plan, the 2022 Sofidy Retention Plan and the 2022 ACE Retention Plan; P second tranche of the 2022 FSA Plan;P third tranche of the 2021 TIM Performance Share Plan, the Sofidy Performance Share Plan and the 2021 ACE Performance Share Plan. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 364
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Bond issue On 8 April 2025, Tikehau Capital carried out a new bond issue for an amount of €500 million maturing in April 2031. It carries a 4.250% annual fixed coupon and is admitted to trading on Euronext Paris. The proceeds of this new issue will be used for the general needs of Tikehau Capital and, to the tune of €200 million, were used to buy back the existing bonds contributed to the tender offer announced on 28 March 2025, relating to its existing bonds, amounting to €500 million bearing interest at a rate of 2.250% per annum and issued on 14 October 2019 and maturing on 14 October 2026. Capital decrease of 31 July 2025 On 31 July 2025, Tikehau Capital carried out a capital decrease by cancelling treasury shares, charging to the “issue premium” account an amount of around -€13.7 million corresponding to the difference between the amount of the par value of €12 for each of the shares cancelled and the acquisition price of these shares. This capital decrease led to the cancellation of 1,145,144 treasury shares. As at 31 July 2025, the share capital of the Company amounted to €2,102,974,080 and was made up of 175,247,840 shares. Renewal and increase of the revolving credit facility Tikehau Capital renewed and increased its revolving credit facility from €800 million to €1.15 billion. This new renewable facility replaces the previous one, which matured in 2028, and was agreed for an initial period of five years, with two extension options of one year each, thus extending the Group's financing horizon until at least 2030, and potentially until 2032. Note 5 Consolidation method and scope of consolidation (a) Method of consolidation Tikehau Capital’s consolidated financial statements have been prepared using the IFRS 10 consolidation exemption for investment entities. The criteria used to classify an entity as an investment entity under IFRS 10 are as follows: Given its activities, Tikehau Capital meets the definition of an “investment entity” under IFRS 10: At each closing date, the Group reviews the function performed by each Company subsidiary to determine whether the definition of an investment entity within the meaning of IFRS 10 remains applicable or whether the subsidiary in which Tikehau Capital exercises direct or indirect control, in law or in fact, must be consolidated. These entities provide asset management or investment consulting and other services. They hold no investments except those necessary to comply with regulatory obligations. These entities do not meet the definition of investment entities. When Tikehau Capital directly or indirectly exercises control, legally or de facto, these subsidiaries are fully consolidated. When Tikehau Capital exercises significant influence over these subsidiaries, they are recognised for using the equity method. These entities hold the securities of subsidiaries of management or investment consulting companies. Generally, they do not hold any investments other than the shares of subsidiaries and fall within the Group's scope of consolidation. Pursuant to the exception described above relating to investment entities, investments held directly by the Company or its consolidated subsidiaries and associated companies, meeting the conditions of the IAS 28 exemption, are measured at fair value through the income statement. the entity is a company holding, inter alia, minority stakes in listed and non‑listed companies. The entity benefits chiefly from funds from its shareholders to invest in a portfolio of equity interests and investments with significant sector diversification; P the entity aims to build up a solid and balanced portfolio that includes sector and geographic diversification. The entity thus expects to generate from its investments (i) a capital gain, (ii) financial income, such as dividends, coupons, interest, etc., or both at the same time; P the entity mainly measures and assesses the performance of its investments on the basis of the portfolio’s fair value. P Tikehau Capital is a company that invests directly or indirectly through other investment management companies. Among other activities, it invests its shareholders’ funds in a broadly diversified portfolio of equity interests and investments; P Tikehau Capital aims to build a portfolio that is diversified and thus aims to generate from its investment (i) a capital gain, (ii) financial income, such as dividends, coupons, interest, etc., or both at the same time; P Tikehau Capital measures and assesses the performance of its investments on the basis of their fair value. P Asset management or investment consulting companies and miscellaneous (i) Holding companies of management or investment consulting companies and others (ii) Current and non‑current investment portfolio(iii) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT365
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Furthermore, for structured entities or special purpose vehicles as defined by IFRS 10 and which mainly concern investments by TC or TCE in funds managed by a Group management company, the concept of control is assessed with regard to the following aspects: Intermediate investment holding companies The Group makes diversified investments in asset management strategies developed and managed by Tikehau Capital or by third parties, notably from its ecosystem through intermediate holding companies incorporated in Europe and the United States. These entities were fully consolidated, as their activities were not solely investment‑oriented but also involved providing services to all other Group entities by facilitating, among other things, investments in the Group's strategies and within its ecosystem outside the EU, thereby supporting and accelerating the Group's development. During the review of the scope carried out at the end of 2025, the Group analysed the non‑investment services rendered by Tikehau Capital UK and its subsidiaries (Tikehau Capital UK II and Duke Street), Tikehau Capital Americas Holding and TKO PD Lux Sponsorship. The Group concluded that they did not constitute the predominant operating activity of these intermediate holding companies, meaning that they could not derogate from the classification of investment entities and therefore had to be exempted from consolidation and measured at fair value through profit or loss. The impacts of this classification as investment entities on the financial statements as at 31 December 2024 are presented below. Tikehau Capital Group Tikehau Capital SCA Intermediate Holdings (Investment activity) Entities of the investment portfolio Asset management companies Entities of the investment portfolio Tikehau Capital Group Tikehau Capital SCA Intermediate Holdings (Investment activity) Entities of the investment portfolio Asset management companies Entities of the investment portfolio Financial statements as previously presented (defined as "Management Accounts") IFRS consolidated financial statements Consolidated Fair value Investment portfolio included in the fair value of intermediate holding companies The Group introduces the concept of consolidated management accounts ("Management Accounts"), as monitored by the Group's management, in order to provide additional transparency and clarity regarding its business model in relation to the IFRS consolidated financial statements. This goal also contributes to comparability with the consolidated financial statements published historically. These Management Accounts are presented in note 6 (Segment information). The transition between the "Management Accounts" consolidated financial statements and the IFRS consolidated financial statements is made through the following restatements: whether it is able to control the entity’s activity;P whether it is paid variable revenues by this entity or is exposed to its risks; P whether it is able to affect the entity’s revenues or its risks.P the balance sheet contribution of intermediate investment holding companies in the "Management Accounts" is aggregated in the IFRS consolidated financial statements under the line "non‑current investment portfolio". It corresponds to the fair value measurement of these entities and the loans granted by Tikehau Capital. This statement has no impact on the Group's consolidated equity; P similarly, in the IFRS consolidated financial statements, the line "Changes in fair value of the investment portfolio" replaces the contribution of intermediate investment holding companies in the statement of comprehensive income. Consolidated comprehensive income remains unchanged. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 366
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Balance sheet Assets (in thousands of €) 31 Dec. 2024 Published Deconsolidation Fair value (securities and loans) Other (including non‑eliminated intra‑group units) 31 Dec. 2024 restated Non‑current assets Tangible and intangible assets 624,153 - - - 624,153 Non‑current investment portfolio 3,942,337 (1,262,659) 1,318,166 - 3,997,844 Investments in equity affiliates 7,113 (6,133) - - 980 Deferred tax assets 40,606 (5,693) - - 34,913 Non‑current financial derivative assets 21,452 - - - 21,452 Other non‑current assets 7,302 - - - 7,302 TOTAL NON‑CURRENT ASSETS 4,642,963 (1,274,485) 1,318,166 - 4,686,644 Current assets Trade receivables and related accounts 122,974 (162) - 4,143 126,955 Total other current assets 35,053 (5,914) - 214 29,353 Current investment portfolio 58,729 - - - 58,729 Cash management financial assets 46,702 - - - 46,702 Cash and cash equivalents 290,790 (66,055) - - 224,735 TOTAL CURRENT ASSETS 554,248 (72,131) - 4,357 486,474 TOTAL ASSETS 5,197,211 (1,346,616) 1,318,166 4,357 5,173,118 Liabilities (in thousands of €) 31 Dec. 2024 Published Deconsolidation Fair value (securities and loans) Other (including non‑eliminated intra‑group units) 31 Dec. 2024 restated Share capital 2,102,974 - - - 2,102,974 Premiums 1,482,003 - - - 1,482,003 Reserves and retained earnings (495,855) (1,286,512) 1,263,804 (857) (519,420) Net result for the period 155,790 (31,654) 54,362 857 179,355 Shareholders’ equity - Group share 3,244,912 (1,318,166) 1,318,166 - 3,244,912 Non‑controlling interests 4,464 - - - 4,464 Shareholders' equity 3,249,376 (1,318,166) 1,318,166 - 3,249,376 Non‑current liabilities Non‑current provisions 5,276 - - - 5,276 Non‑current borrowings and financial debt 1,616,865 - - - 1,616,865 Deferred tax liabilities 86,836 (17,237) 69,599 Non‑current financial derivative liabilities - - Other non‑current liabilities 53,118 - - - 53,118 TOTAL NON‑CURRENT LIABILITIES 1,762,095 (17,237) - - 1,744,858 Current liabilities Current provisions - - - - - Current borrowings and financial debt 24,535 24,535 Trade payables and related accounts 34,809 (3,835) 4,156 35,130 Tax and social security payables 103,061 (5,612) 97,449 Other current liabilities 23,335 (1,766) 201 21,770 TOTAL CURRENT LIABILITIES 185,740 (11,213) - 4,357 178,884 TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 5,197,211 (1,346,616) 1,318,166 4,357 5,173,118 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT367
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Consolidated income statement (in thousands of €) 2024 (12 months) published Deconsolidation Fair value (securities and loans) Other (including non- eliminated intra‑group units) 2024 (12 months) restated Net revenues from the Asset Management activity 350,701 (857) - - 349,844 Revenues from non‑current investment portfolio 195,305 (46,526) - 82,824 231,603 Revenues from current investment portfolio - - - - - Revenues from the Investment activity 195,305 (46,526) - 82,824 231,603 Change in fair value of non‑current investment portfolio 6,996 (83,357) 76,345 - (16) Change in fair value of current investment portfolio 4,769 - - - 4,769 Change in fair value of the investment portfolio 11,765 (83,357) 76,345 - 4,753 Result from the Investment activity 207,070 (129,883) 76,345 82,824 236,356 Purchases and external expenses (75,946) 344 - 4,021 (71,581) Personnel expenses (187,781) - - 374 (187,407) Other net operating expenses (21,983) 15,567 (14,760) (4,396) (25,572) Operating expenses (285,710) 15,911 (14,760) (1) (284,560) Net operating profit from Asset Management and Investment activities before share of net result from equity affiliates 272,061 (114,829) 61,585 82,823 301,640 Share of net results from equity affiliates 300 (104) - - 196 Net operating profit from Asset Management and Investment activities after share of net result from equity affiliates 272,361 (114,933) 61,585 82,823 301,836 Net income and expenses on cash equivalents 6,788 (461) - - 6,327 Financial expenses (69,597) 81,707 - (81,966) (69,856) Financial income (62,809) 81,246 - (81,966) (63,529) Result before tax 209,552 (33,687) 61,585 857 238,307 Corporate income tax (53,787) 2,033 (7,223) - (58,977) Net result 155,765 (31,654) 54,362 857 179,330 Non‑controlling interests (25) (25) Net result - Group share 155,790 (31,654) 54,362 857 179,355 Weighted average number of outstanding ordinary shares 175,516,235 175,516,235 Earnings per share (in €) 0.89 1.02 Weighted average number of shares after dilution 180,646,596 180,646,596 Diluted earnings per share (in €) 0.86 0.99 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 368
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Consolidated statement of comprehensive income (in thousands of €) 2024 (12 months) published Deconsolidation Fair value (securities and loans) Other (including non- eliminated intra‑group units) 2024 (12 months) restated Net result 155,765 (31,654) 54,362 857 179,330 Translation differences 33,729 - (30,788) 2,941 Related taxes (7,223) - 7,223 - Consolidated comprehensive income 182,271 (31,654) 30,797 857 182,271 Of which non‑controlling interests 6 6 Of which Group share 182,265 (31,654) 30,797 857 182,265 Consolidated cash flow statement (in thousands of €) 2024 (12 months) published Deconsolidation Fair value (securities and loans) Other (including non- eliminated intra‑group units) 2024 (12 months) restated Revenues from the Asset Management activity 332,779 (857) - - 331,922 Investment activity – Non‑current investment portfolio 61,815 (157,571) 114,024 - 18,268 Acquisitions (731,107) 103,134 61,932 (566,041) Disposals and repayments 597,899 (214,179) 3,615 - 387,335 Income 195,023 (46,526) 48,477 - 196,974 176,063 (46,431) - - 129,632 18,960 (95) 48,477 - 67,342 Investment activity – Current investment portfolio 35,274 - - - 35,274 Acquisitions (1,020) - - - (1,020) Disposals and repayments 36,294 - - - 36,294 Income - - - - - - - - - - Interest and other revenues - - - - - Other investments in companies in the scope of consolidation (922) - - - (922) Portfolio payables, portfolio receivables and financial assets in the investment portfolio 5,592 (470) - - 5,122 Net income/expenses on cash equivalents 6,569 (698) - - 5,871 Operating expenses and change in working capital requirement (296,006) 13,133 15 - (282,858) Tax (20,799) 1,139 4 - (19,656) Net cash flows from operating activities 124,302 (145,324) 114,043 - 93,021 Capital increases in cash - - - - - Dividends paid (131,149) - - - (131,149) Borrowings 111,911 (248) - - 111,663 Cash management financial assets (26,633) - - - (26,633) Other financial flows 480 113,208 (114,043) - (355) Net cash flows from financing activities (45,391) 112,960 (114,043) - (46,474) Change in cash flow (excl. impact of foreign currency translation) 78,911 (32,364) - - 46,547 Impact of foreign currency translation 3,793 (2,825) - - 968 Cash and cash equivalents at the beginning of the period 208,086 (30,866) - - 177,220 Cash and cash equivalents at the end of the period 290,790 (66,055) - - 224,735 Change in cash‑flow 82,704 (35,189) - - 47,515 (1) Item that can be recycled through the income statement.(1) Dividends and distributionsP Interest and other revenuesP Dividends and distributionsP TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT369
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 (b) Scope of consolidation and exemptions from consolidation (i) Parent company Company Legal form Address Tikehau Capital SCA 32 rue de Monceau 75008 Paris, France (ii) Fully‑consolidated subsidiaries Fully consolidated entities Legal form Address % of interest 31 Dec. 2025 31 Dec. 2024 Investment management/consulting companies and miscellaneous and/or its subsidiaries Tikehau Capital Europe Ltd 30 St. Mary Axe EC3A 8BF, London, United Kingdom 100.0% 100.0% Tikehau Investment Management SAS 32 rue de Monceau 75008 Paris, France 100.0% 100.0% Tikehau Investment Management Asia (wholly‑owned subsidiary of TIM) Pte. Ltd 1 Wallich Street #15‑03 – Guoco Tower Singapore 078881, Singapore 100.0% 100.0% Tikehau Investment Management Japan (wholly‑owned subsidiary of TIM) K.K. Marunouchi Nakadori bldg. 6F – 2‑2‑3, Marunouchi, Chiyoda‑ku, Tokyo 100‑0005, Japan 100.0% 100.0% Tikehau Capital Korea (wholly‑owned subsidiary of TIM) Inc. 18FI, Three IFC, 10 Gukjegeumyung‑ro, Yeoungdeungpo‑gu Seoul 07326, South Korea 100.0% 100.0% Tikehau Capital Israel (wholly‑owned subsidiary of TIM) Ltd 22 Rothschild Boulevard 6688218 Tel Aviv, Israel 100.0% 100.0% Tikehau Capital Switzerland (wholly‑owned subsidiary of TIM) AG Bleicherweg 10, 8002 Zurich, Switzerland 100.0% 100.0% Tikehau Capital Middle East (wholly‑owned subsidiary of TIM) Ltd Unit 18‑19‑20, Floor 25, Al Sila Tower, ADGM Square Al Maryah Island, Abu Dhabi, United Arab Emirates 100.0% 100.0% Tikehau Capital Hong Kong (wholly‑owned subsidiary of TIM) Ltd AIA Central, No. 1 Connaught Road Central, Central, Hong Kong, China 100.0% 100.0% Tikehau Capital Canada (wholly‑owned subsidiary of TIM) Inc. 630 Boulevard René Lévesque Ouest, Suite 1820, Montréal (Quebec) H3B 1S6, Canada 100.0% 100.0% Tikehau Capital North America LLC 412 West 15 St,New York, NY 10011, USA 100.0% 100.0% Tikehau Structured Credit Management (wholly‑owned subsidiary of TCNA) LLC 412 West 15 St,New York, NY 10011, USA 100.0% 100.0% Tikehau Capital Tennessee Holdings (wholly‑owned subsidiary of TCNA) LLC 850 New Burton Rd., Ste. 201, Dover, Delaware 19904, USA 100.0% 100.0% Sofidy SAS 303 Square des Champs Élysées 91080 Évry‑Courcouronnes, France 100.0% 100.0% Selectirente Gestion (a wholly‑owned subsidiary of Sofidy) SAS 303 Square des Champs Elysées 91026 Évry Cedex, France 100.0% 100.0% Sofidy Financement (a wholly‑owned subsidiary of Sofidy) SAS 303 Square des Champs Elysées 91000 Évry‑Courcouronnes, France 100.0% 100.0% Sofidy Gestion Privée (a wholly‑owned subsidiary of Sofidy) SAS 303 Square des Champs Elysées 91026 Évry Cedex, France 100.0% 100.0% IREIT Global Group Pte. Ltd 1 Wallich Street #15‑03 – Guoco Tower Singapore 078881, Singapore 50.0% 50.0% (1) TC.(1) (1) (2) (3) (4) (5) (6) th th (7) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 370
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Fully consolidated entities Legal form Address % of interest 31 Dec. 2025 31 Dec. 2024 Intermediate holding companies and/or its subsidiaries made up of management/investment consulting companies Homming SAS 12 rue Jacquemont 75017 Paris, France 100.0% 100.0% Homunity (wholly‑owned subsidiary of Homming) SAS 12 rue Jacquemont 75017 Paris, France 100.0% 100.0% Opale Capital (wholly‑owned subsidiary of Homming) SAS 32 rue de Monceau 75008 Paris, France 100.0% 100.0% Other fully consolidated entities not meeting the definition of investment entity TKO H SRL Milan, via Dante 7, CAP 20123, Italy 100.0% - (iii) Entities recognised using the equity method Entities consolidated using the equity method Legal form Address % of interest 31 Dec. 2025 31 Dec. 2024 Asset management / investment consulting companies Ring Capital SAS 2 rue Favart 75002 Paris, France 30.0% 30.0% Duke Street, being held by an intermediate holding company exempt from consolidation, is no longer consolidated. (iv) Subsidiaries of Tikehau Capital meeting the conditions of the IFRS 10 exemption and affiliates meeting the IAS 28 exemption conditions estimated at fair value These entities are recognised in the non‑current investment portfolio and are estimated at fair value through profit or loss. They are identified below: Intermediate investment holding companies Investment entities at fair value Legal form Address Tikehau Capital UK Ltd 30 St. Mary Axe EC3A 8BF, London, United Kingdom Tikehau Capital Americas Holding LLC 412 West 15 St -10011 New York, NY, USA TKO PD Lux Sponsorship SARL 30 avenue J.F. Kennedy, L‑1855 Luxembourg, Luxembourg Tikehau ICE SAS 32 rue de Monceau, 75008 Paris, France Other investments in the portfolio measured at fair value through profit or loss Investment entities at fair value Legal form Address Tikehau Capital Belgium SA Avenue Louise 480 – B 1050 Brussels, Belgium Bellorophon Financial Sponsor 2 SAS 32 rue de Monceau 75008 Paris, France Selectirente SA 303 Square des Champs Elysées 91026 Évry Cedex, France Palizer Investment SAS 2 rue Troyon 92310 Sèvres, France Tikehau Real Estate Investment Company SAS 32 rue de Monceau 75008 Paris, France IREIT Global Pte. Ltd 1 Wallich Street #15‑03 – Guoco Tower Singapore 078881, Singapore Atland SA 40 avenue Georges V 75008 Paris, France AFICA SA 19 Rue de Bazancourt, 51110 Isles‑sur‑Suippe, France OSS Venture SAS 52 rue d’Emerainville, 77183 Croissy‑Beaubourg, France Tikehau Ruby CLO Equity LP LP 850 New Burton Road, Suite 201, Dover, DE 19904, USA Tikehau Green Diamond II CFO Equity LP 850 New Burton Road, Suite 201, Dover, DE 19904, USA (8) Tikehau IM or TIM.(1) TIM Asia.(2) TIM Japan.(3) TC HK.(4) TC CA.(5) TCNA.(6) TCTH.(7) TKO H., a company incorporated and consolidated in the first half of 2025.(8) th (1) Directly held by TC indirectly held through Sofidy.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT371
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 (v) Companies with no operating activities as at 31 December 2025 and not consolidated Companies with no operating are not consolidated. Non‑consolidated entities Legal form Address % of interest 31 Dec. 2025 31 Dec. 2024 Tikehau Capital Asset Management Global SAS 32 rue de Monceau 75008 Paris, France 100.0% - Sofidy ICE SAS 303 Square des Champs Elysées 91026 Évry Cedex, France 100.0% - Tikehau Amova Investment Management Pte. Ltd 1 Wallich Street #15‑03 – Guoco Tower Singapore 078881, Singapore 50.1% 50.1% (vi) Non‑current and current investment portfolio Tikehau Capital and its subsidiaries may invest in funds managed by management companies controlled by the Group or companies outside the Group. The decision as to whether or not to consolidate these funds is based on a number of criteria, notably those defined by IFRS 10 (see above). Regarding fund units held by Group companies, the percentage of control of the funds in which the Company has invested is also assessed to determine whether a fund must be consolidated. The analysis carried out by the Group on the funds managed by the management companies controlled by the Group leads to the conclusion that there is a lack of control with regard to the IFRS 10 criteria. The following table presents the list of closed‑end funds in which Tikehau Capital or one of its consolidated subsidiaries own a share equal to or greater than 20% and in which the amount invested is equal to or in excess of €5.0 million. Investments in the funds Investing company Business line % of holding 31 Dec. 2025 31 Dec. 2024 Tikehau Homunity Fund TC Private Debt 46% 46% Tikehau European Private Credit TC & TIM Private Debt 35% 100% Altarea Tikehau Real Estate Credit TC & TIM Private Debt 47% 50% MPTDL TIM Private Debt 29% 29% Tikehau Direct Lending 6L TC & TIM Private Debt 40% 44% Fonds obligations relance France TC Private Debt 33% 33% Fonds obligations relance France II TC Private Debt 70% 70% TSO TIM Private Debt 36% 36% TSO II TIM Private Debt 28% 28% TREO TC & TIM Real Assets 31% 31% TRP II (Bercy 2) TC Real Assets 31% 31% TIRF I (I‑Petali) TC & TIM Real Assets 23% 23% Star America Fund II (Parallel) LP TC Real Assets 21% 21% Tikehau Real Estate Opportunity II SCA TC & TIM Real Assets 32% 34% Decarbonisation Fund II SLP TC & TIM Private Equity 17% 24% Tikehau Growth Equity III SLP TC & TIM Private Equity 84% 84% Regenerative Agriculture Fund SLP TC & TIM Private Equity 38% 38% TGE II TC & TIM Private Equity 54% 54% Aerofundo IV TC & TIM Private Equity 34% 34% Ace Aero Partenaires - Support sub‑fund TC & TIM Private Equity 27% 31% Ace Aero Partenaires - Platform sub‑fund TC & TIM Private Equity 27% 30% Tikehau Amaren - Compartment 2 TC & TIM Private Equity 25% 25% Brienne III TC & TIM Private Equity 18% 24% Ace Aero Partenaires II TC & TIM Private Equity 24% 26% Tikehau Wealth Partners I TC & TIM Private Equity 70% 74% Tikehau Green Assets TC & TIM Private Equity 32% 32% (1) (2) Formerly known as MTDL.(1) Formerly known as Tikehau Growth Impact III SLP.(2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 372
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 (vii) Collateralised Loan Obligation (“CLO”) activities Through its subsidiary Tikehau Capital Europe, Tikehau Capital entered the securitisation market in 2015 through the launch of securitisation vehicles dedicated to CLOs. In 2021, Tikehau Capital developed its CLO activities in North America with the creation of its subsidiary Tikehau Structured Credit Management. The risks attached to the different CLO tranches depend on the seniority of the tranche subscribed and their positioning in the coupon payment waterfall, the equity tranche being the last tranche served: A company managing CLOs has two types of revenues: Over the financial year, the Group invested mainly in CLOs managed by TCE and TSCM. As at 31 December 2025, Tikehau Capital manages twenty‑three CLO vehicles. CLO vehicle Final maturity Asset management company Tikehau CLO II 2035 Tikehau Capital Europe Tikehau CLO III 2038 Tikehau Capital Europe Tikehau CLO IV 2039 Tikehau Capital Europe Tikehau CLO V 2038 Tikehau Capital Europe Tikehau CLO VI 2035 Tikehau Capital Europe Tikehau CLO VII 2037 Tikehau Capital Europe Tikehau CLO VIII 2037 Tikehau Capital Europe Tikehau CLO IX 2037 Tikehau Capital Europe Tikehau CLO X 2038 Tikehau Capital Europe Tikehau CLO XI 2038 Tikehau Capital Europe Tikehau CLO XII 2038 Tikehau Capital Europe Tikehau CLO XIII 2038 Tikehau Capital Europe Tikehau CLO XIV 2038 Tikehau Capital Europe Tikehau US CLO I 2035 Tikehau Structured Credit Management Tikehau US CLO II 2038 Tikehau Structured Credit Management Tikehau US CLO III 2036 Tikehau Structured Credit Management Tikehau US CLO IV 2038 Tikehau Structured Credit Management Tikehau US CLO V 2036 Tikehau Structured Credit Management Tikehau US CLO VI 2037 Tikehau Structured Credit Management Tikehau US CLO VII 2038 Tikehau Structured Credit Management Tikehau US CLO VIII n.a. Tikehau Structured Credit Management Tikehau US CLO IX n.a. Tikehau Structured Credit Management Tikehau US CLO XV n.a. Tikehau Structured Credit Management tranches are entitled to a defined return, the risk is borne by the equity whose payment comes last (profit or loss depending on the situation); P upon liquidation of the fund, the residual profit attributable to the investment will accrue to the holders of ordinary shares. P it receives management fees and performance fees;P it has, in the United Kingdom, the obligation to invest up to 5% in the securitisation vehicle under applicable law (the principle of the retention piece). This investment can be made horizontally either in the highest risk tranche (subordinated tranche or equity), or vertically, by a retention of 5% of each of the tranches issued by the vehicle. The asset management company collects the coupons related to this tranche, if the other tranches have received the coupons they are owed. P (1) (1) (1) Tikehau US CLO VIII, Tikehau US CLO IX and Tikehau US CLO XV were launched in 2025 and are currently in their preparatory (warehouse) phase. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT373
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Note 6 Segment information Segment financial information is presented in accordance with the same principles as those applied for internal reporting. It reflects the segment information used internally for the management and measurement of Tikehau Capital's performance, as reviewed by the Group's Management. (a) Consolidation of intermediate investment holding companies Over the fourth quarter of 2025, the Group remeasured the facts and circumstances concerning certain intermediate investment holding companies in accordance with IFRS 10, which are now recognised at fair value through the income statement, and are no longer consolidated globally. In note 5(a) (Consolidation method and scope of consolidation), Tikehau Capital introduced the concept of Management Accounts ("Management Accounts") to ensure transparency for its investors and the faithful representation of its business model as presented to the Group's General Management. These Management Accounts broadly include the intermediate investment holding companies. These financial statements differ from the IFRS consolidated financial statements with respect to the treatment of investment holding companies, in which these holding companies are not consolidated, but measured at their fair value through profit or loss. Thus, the Management Accounts make it possible to: (b) 2025 and 2024 Management Accounts Operating profit and assets are allocated to each segment before restatements on consolidation and inter‑segment adjustments. The share of personnel expenses relating to the Private Equity team, which managed Tikehau Capital’s investment portfolio, and the Managers’ remuneration are presented in the Investment activity segment. Statement of comprehensive income The Group's General Management measures the performance of the Asset Management activity using the following indicators: consolidate the cash and cash equivalents of intermediate holding companies centralised by the Group and, where applicable, any bank debts that may be taken out by these entities; P present the unrealised foreign exchange impacts in other comprehensive income of intermediate holding companies with a functional currency other than the euro. This restatement does not result in a difference between the comprehensive income under IFRS and that presented in the "Management Accounts"; P specify the nature of the investments (strategies and level of fair value), the balance sheet items constituting these companies, as well as the change in fair value between realised and unrealised in the income statement; P classify carried interest paid by funds to intermediary holding companies in the Asset Management activity; P eliminate current accounts and their remuneration between intermediate holding companies and Tikehau Capital (method of financing these entities) in the primary financial statements. P Core Fee‑Related Earnings (Core FRE), which corresponds to the operating income of the Asset Management activity excluding performance fees, carried interest and expenses related to remuneration in the form of free shares and stock options (IFRS 2 expenses); P “Fee‑Related Earnings” or “FRE”, which corresponds to the net operating income from the Asset Management activity excluding performance fees and carried interest; P “Performance‑Related Earnings” or “PRE”, which corresponds to performance fees and carried interest; P Earnings Before Interest and Taxes (EBIT) of the Asset Management activity, which corresponds to the sum of the FRE and PRE aggregates. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 374
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 The table below presents all of these indicators: (in thousands of €) Notes 2025 (12 months) "Management Accounts" Restate- ments 2025 (12 months) 2024 (12 months) Published Restate- ments 2024 (12 months) "Restated" Management, subscription and arrangement fees 358,315 - 358,315 337,072 - 337,072 Operating expenses from the Asset Management activity (210,726) - (210,726) (204,959) - (204,959) Core FRE 147,588 - 147,588 132,112 - 132,112 Expenses on free share‑based remuneration 21 (19,953) - (19,953) (19,350) - (19,350) FRE 127,635 - 127,635 112,762 - 112,762 PRE 21,956 (4,728) 17,228 13,629 (857) 12,772 ASSET MANAGEMENT ACTIVITY EBIT 149,591 (4,728) 144,863 126,391 (857) 125,534 REVENUES GENERATED BY THE INVESTMENT ACTIVITY 20 239,235 (6,301) 232,934 201,708 46,291 247,999 Changes in fair value (unrealised) of the Investment activity 20 (73,389) (109,951) (183,340) 5,362 (17,005) (11,643) Group operating expenses (71,304) 9,140 (62,164) (63,115) 1,150 (61,965) Other items of the Investment activity 2,010 (1,449) 561 300 (104) 196 Financial income (70,517) (2,260) (72,777) (62,809) (720) (63,529) Other non‑recurring items 10,709 - 10,709 1,715 - 1,715 Corporate income tax (50,527) 21,917 (28,610) (53,787) (5,190) (58,977) Non‑controlling interests (551) - (551) (25) - (25) Net result - Group share 136,359 (93,633) 42,727 155,790 23,565 179,355 NET RESULT 135,808 (93,633) 42,176 155,765 23,565 179,330 Translation differences (116,182) 107,725 (8,458) 33,729 (30,788) 2,941 Related taxes (other items of comprehensive income) 14,092 (14,092) - (7,223) 7,223 - CONSOLIDATED COMPREHENSIVE INCOME 33,718 - 33,718 182,271 - 182,271 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT375
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Balance sheet Assets (in thousands of €) Asset Management activity Investment activity 31 December 2025 "Management Accounts" Restatements 31 December 2025 Non‑current assets Tangible and intangible assets 557,615 71,237 628,852 - 628,852 Non‑current investment portfolio - 4,316,537 4,316,537 378 4,316,915 Investments in equity affiliates 1,391 6,284 7,675 (6,284) 1,391 Deferred tax assets 5,964 25,646 31,610 (5,034) 26,576 Non‑current financial derivative assets - 23,043 23,043 - 23,043 Other non‑current assets 1,856 3,866 5,722 - 5,722 TOTAL NON‑CURRENT ASSETS 566,826 4,446,613 5,013,439 (10,940) 5,002,499 Current assets Trade receivables and related accounts 97,393 8,464 105,857 421 106,278 Total other current assets 37,970 72,976 110,946 (36,575) 74,371 Current investment portfolio - 42,799 42,799 - 42,799 Cash management financial assets 48,727 - 48,727 - 48,727 Cash and cash equivalents 100,587 17,347 117,934 (4,077) 113,857 TOTAL CURRENT ASSETS 284,677 141,586 426,263 (40,231) 386,032 TOTAL ASSETS 851,503 4,588,199 5,439,702 (51,171) 5,388,531 Liabilities (in thousands of €) Asset Management activity Investment activity 31 December 2025 "Management Accounts" Restatements 31 December 2025 Share capital - 2,102,974 2,102,974 - 2,102,974 Premiums - 1,454,589 1,454,589 - 1,454,589 Reserves and retained earnings 535,253 (1,081,612) (546,359) 93,634 (452,725) Net result for the period 110,476 25,885 136,361 (93,634) 42,727 Shareholders’ equity - Group share 645,729 2,501,836 3,147,565 - 3,147,565 Non‑controlling interests 6,476 - 6,476 - 6,476 Shareholders' equity 652,205 2,501,836 3,154,041 - 3,154,041 Non‑current liabilities Non‑current provisions 5,713 800 6,513 - 6,513 Non‑current borrowings and financial debt - 1,887,057 1,887,057 - 1,887,057 Deferred tax liabilities 29,462 79,030 108,492 (20,241) 88,251 Non‑current financial derivative liabilities - - - - - Other non‑current liabilities 15,930 39,636 55,566 - 55,566 TOTAL NON‑CURRENT LIABILITIES 51,105 2,006,523 2,057,628 (20,241) 2,037,387 Current liabilities Current provisions - - - - - Current borrowings and financial debt - 36,491 36,491 - 36,491 Trade payables and related accounts 13,844 52,678 66,522 (43) 66,479 Tax and social security payables 59,150 15,314 74,462 (2,892) 71,570 Other current liabilities 13,117 37,439 50,556 (27,995) 22,563 Inter‑segment rebillings 62,082 (62,082) - - TOTAL CURRENT LIABILITIES 148,193 79,840 228,033 (30,930) 197,103 TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 851,503 4,588,199 5,439,702 (51,171) 5,388,531 (1) This item corresponds to intra‑group intra‑sectors (internal re‑billing, current accounts, etc.). (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 376
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Assets (in thousands of €) Asset Management activity Investment activity 31 December 2024 "Published" Restatements 31 December 2024 "Restated" Non‑current assets Tangible and intangible assets 557,532 66,621 624,153 - 624,153 Non‑current investment portfolio - 3,942,337 3,942,337 55,507 3,997,844 Investments in equity affiliates 980 6,133 7,113 (6,133) 980 Deferred tax assets 4,771 35,835 40,606 (5,693) 34,913 Non‑current financial derivative assets - 21,452 21,452 - 21,452 Other non‑current assets 1,833 5,469 7,302 - 7,302 TOTAL NON‑CURRENT ASSETS 565,116 4,077,847 4,642,963 43,681 4,686,644 Current assets Trade receivables and related accounts 115,193 7,781 122,974 3,981 126,955 Total other current assets 21,304 13,749 35,053 (5,700) 29,353 Current investment portfolio - 58,729 58,729 - 58,729 Cash management financial assets 46,702 - 46,702 - 46,702 Cash and cash equivalents 115,397 175,393 290,790 (66,055) 224,735 TOTAL CURRENT ASSETS 298,596 255,652 554,248 (67,774) 486,474 TOTAL ASSETS 863,712 4,333,499 5,197,211 (24,093) 5,173,118 Liabilities (in thousands of €) Asset Management activity Investment activity 31 December 2024 "Published" Restatements 31 December 2024 "Restated" Share capital - 2,102,974 2,102,974 - 2,102,974 Premiums - 1,482,003 1,482,003 - 1,482,003 Reserves and retained earnings 499,565 (995,420) (495,855) (23,565) (519,420) Net result for the period 67,654 88,136 155,790 23,565 179,355 Shareholders’ equity - Group share 567,219 2,677,693 3,244,912 - 3,244,912 Non‑controlling interests 4,947 (483) 4,464 - 4,464 Shareholders' equity 572,166 2,677,210 3,249,376 - 3,249,376 Non‑current liabilities Non‑current provisions 4,430 846 5,276 - 5,276 Non‑current borrowings and financial debt - 1,616,865 1,616,865 - 1,616,865 Deferred tax liabilities 29,626 57,210 86,836 (17,237) 69,599 Non‑current financial derivative liabilities - - - - - Other non‑current liabilities 9,865 43,253 53,118 - 53,118 TOTAL NON‑CURRENT LIABILITIES 43,921 1,718,174 1,762,095 (17,237) 1,744,858 Current liabilities Current provisions - - - - - Current borrowings and financial debt - 24,535 24,535 - 24,535 Trade payables and related accounts 3,378 31,431 34,809 321 35,130 Tax and social security payables 77,128 25,933 103,061 (5,612) 97,449 Other current liabilities 11,817 11,518 23,335 (1,565) 21,770 Inter‑segment rebillings 155,302 (155,302) - - - TOTAL CURRENT LIABILITIES 247,625 (61,885) 185,740 (6,856) 178,884 TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 863,712 4,333,499 5,197,211 (24,093) 5,173,118 (1) This item corresponds to intra‑group intra‑sectors (internal re‑billing, current accounts, etc.). (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT377
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Statement of net cash flows from operating activities (in thousands of €) Asset Management activity Investment activity 2025 (12 months) "Management Accounts" Restatements 2025 (12 months) Revenues from the Asset Management activity 389,678 - 389,678 (1,095) 388,583 Investment activity – Non‑current investment portfolio - (327,329) (327,329) 43,559 (283,770) Acquisitions - (1,263,429) (1,263,429) 146,012 (1,117,417) Disposals and repayments - 710,390 710,390 (128,769) 581,621 Income - 225,710 225,710 26,316 252,026 - 200,523 200,523 (66,892) 133,631 - 25,187 25,187 93,208 118,395 Investment activity – Current investment portfolio - 19,996 19,996 - 19,996 Acquisitions - (20,000) (20,000) - (20,000) Disposals and repayments - 39,996 39,996 - 39,996 Income - - - - - - - - - - - - - - - Other investments in companies in the scope of consolidation 915 - 915 - 915 Portfolio payables, portfolio receivables and financial assets in the investment portfolio - (16,951) (16,951) 508 (16,443) Net income/expenses on cash equivalents 3,739 2,938 6,677 (1,778) 4,899 Operating expenses and change in working capital requirement (284,798) (9,156) (293,954) 9,248 (284,710) Tax (48,338) 2,152 (46,186) 8,209 (37,977) NET CASH FLOWS FROM OPERATING ACTIVITIES 61,196 (328,350) (267,154) 58,651 (208,507) Dividends and distributionsP Interest and other revenuesP Dividends and distributionsP Interest and other revenuesP TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 378
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 (in thousands of €) Asset Management activity Investment activity 2024 (12 months) "Management Accounts" Restatements 2024 (12 months) "Restated" Revenues from the Asset Management activity 332,779 - 332,779 (857) 331,922 Investment activity – Non‑current investment portfolio - 61,815 61,815 (43,547) 18,268 Acquisitions - (731,107) (731,107) 165,066 (566,041) Disposals and repayments - 597,899 597,899 (210,564) 387,335 Income - 195,023 195,023 1,951 196,974 - 176,063 176,063 (46,431) 129,632 - 18,960 18,960 48,382 67,342 Investment activity – Current investment portfolio - 35,274 35,274 - 35,274 Acquisitions - (1,020) (1,020) - (1,020) Disposals and repayments - 36,294 36,294 - 36,294 Income - - - - - - - - - - - - - - - Other investments in companies in the scope of consolidation (922) - (922) - (922) Portfolio payables, portfolio receivables and financial assets in the investment portfolio - 5,592 5,592 (470) 5,122 Net income/expenses on cash equivalents 4,130 2,439 6,569 (698) 5,871 Operating expenses and change in working capital requirement (211,177) (84,829) (296,006) 13,148 (282,858) Tax (21,474) 675 (20,799) 1,143 (19,656) NET CASH FLOWS FROM OPERATING ACTIVITIES 103,336 20,966 124,302 (31,281) 93,021 Dividends and distributionsP Interest and other revenuesP Dividends and distributionsP Interest and other revenuesP TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT379
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Note 7 Tangible and intangible assets This item breaks down as follows: (in thousands of €) 31 Dec. 2024 Change in scope Other increases Decreases Foreign currency translation effect and other changes 31 Dec. 2025 Goodwill 434,270 - - - (6,388) 427,882 Management contracts 96,764 - - (265) - 96,499 Brands 14,810 - - - - 14,810 Other intangible assets 6,168 - 3,543 (3,393) 97 6,415 Total intangible assets 552,012 - 3,543 (3,658) (6,291) 545,606 Total tangible fixed assets 72,141 - 32,498 (16,165) (5,228) 83,246 of which right‑of‑use assets 59,250 - 23,306 (14,108) (4,230) 64,218 TOTAL TANGIBLE AND INTANGIBLE ASSETS 624,153 - 36,041 (19,823) (11,519) 628,852 (i) (ii) (iii) (iv) Goodwill Goodwill amounted to €427.9 million as at 31 December 2025 compared to €434.3 million as at 31 December 2024. This change was notably due to a foreign currency translation effect on the goodwill relating to the business combinations of companies whose functional currency is different from that of the euro. The impact of these exchange rate changes was -€6.4 million as at 31 December 2025 (+€3.5 million as at 31 December 2024). All goodwill is allocated to the Asset Management Cash Generating Unit (CGU). Management contracts The net value of management contracts totalled €96.5 million as at 31 December 2025 compared to €96.8 million as at 31 December 2024. They correspond, as part of the goodwill allocation of Sofidy and Tikehau Ace Capital, to the valuation of contracts between the asset management companies to the funds they respectively manage. These represented respectively €95.9 million for Sofidy as at 31 December 2025 (€95.9 million as at 31 December 2024) and €0.6 million for Tikehau IM as at 31 December 2025 (€0.9 million as at 31 December 2024). Sofidy’s management contracts are considered as indefinite‑life assets and are not subject to amortisation. Tikehau IM's management contracts are finite‑life assets and are therefore subject to amortisation based on the remaining lifespan from the acquisition date (the amortisation period ranges between 2 and 9 years depending on the management contract). Brands Brands totalled €14.8 million as at 31 December 2025 (€14.8 million as at 31 December 2024). It comprises the Tikehau Capital brand, which was recognised in the amount of €10.7 million, the Sofidy brand for an amount of €2.2 million, the Immorente brand (Sofidy fund) for an amount of €1.4 million, and the Efimmo brand (Sofidy fund) for an amount of €0.5 million. Impairment tests The impairment tests as at 31 December 2025 are based on profit and loss account forecasts for the 2026‑2029 period. These profit and loss account forecasts, presented to the Supervisory Board, are based on the following main assumptions relating to the economic environment and built on the assumptions of growth of assets under management from a bottom‑up approach by fund, as well as assumptions regarding the level of Fee‑Related Earnings growth generated over the 2026‑2029 period. Fee‑Related Earnings correspond to net revenues from the Asset Management activity excluding performance fees and carried interest, less operating expenses of the Asset Management activity. In addition to these main assumptions, which are communicated by the by the Group, assumptions for increase in operating expenses were also determined by type of main expenses. (1) See note 26 (IFRS 16 Leases).(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 380
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 The net book value of the "Asset Management activity" CGU is subject to impairment testing based on the following assumptions: (in thousands of €) 31 December 2025 31 December 2024 Weighted average cost of capital 9.10% 8.00% Growth rate 0.00% 0.00% Net book value of the tested CGU 1,186,671 999,585 IMPAIRMENT LOSS RECOGNISED - - The book value of the assets is compared with their value in use. The value in use is determined on the basis of the future cash flows generated by the identified assets, corresponding to operating cash flows less taxes paid. No impairment loss was recognised as at 31 December 2025. The sensitivity of the "Asset Management activity" CGU to the assumptions used is reflected in the following table: (in thousands of €) Discount rate Growth rate to infinity 0.0% 0.50% Downward sensitivity 8.60% 232,849 420,015 Upward sensitivity 9.60% (208,625) (64,753) (v)A change in these assumptions (+/-50 basis points of the discount rate, +/-50 basis points of the growth rate to infinity) would not alter the conclusion of the impairment test as at 31 December 2025. Brands and management contracts are also subject to impairment tests. No impairment was recognised on these intangible assets as at 31 December 2025. IT developments Other intangible assets consist of the capitalisation of IT development costs totalling €2.7 million as at 31 December 2025 (€2.5 million as at 31 December 2024) for IT tools used by the Company and its subsidiaries. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT381
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Note 8 Non‑current investment portfolio Changes in the non‑current investment portfolio are as follows: (in thousands of €) Portfolio Level 1 Level 2 Level 3 Fair value of the portfolio as at 31 December 2024 published 3,942,337 430,127 16,979 3,495,231 Restatements 55,507 (37,003) - 92,509 Fair value of the portfolio as at 31 December 2024 restated 3,997,844 393,124 16,979 3,587,740 Acquisition of securities 1,112,823 321,638 - 791,185 Disposals and repayments (582,107) (8,029) - (574,078) Changes in receivables (79,035) - 564 (79,599) Change in fair value (80,430) 46,881 (7,327) (119,984) Foreign currency translation effect (52,180) (22,823) - (29,356) Other variances - - - - FAIR VALUE OF THE PORTFOLIO AS AT 31 DECEMBER 2025 4,316,915 730,791 10,216 3,575,908 Acquisitions of securities net of disposals, repayments and changes in receivables amounted to €451.7 million and mainly consisted of: On the balance sheet, exchange rate effects were mainly driven by the depreciation of the US dollar for -€25.6 million (mainly in respect of Level 3) and -€24.5 million on the pound sterling (of which -€17.8 million in respect of Level 1). The impact on the income statement amounted to -€88.9 million (of which -€65 million on the US dollar and -€24.5 million on the pound sterling). The foreign exchange impact on the investment portfolio held in pounds sterling was partly offset by a currency hedging instrument. The presentation of the acquisitions of securities in the non‑current portfolio in the cash flow statement differs from the balance sheet presentation. The table below shows the reconciliation between the two aggregates: (in thousands of €) 2025 (12 months) Acquisition of securities – change in balance sheet 1,112,823 Increase in accrued interest not yet due on portfolio assets 7,448 Increase in receivables related to investment portfolio (2,854) ACQUISITIONS OF INVESTMENT PORTFOLIO – STATEMENT OF CASH FLOWS 1,117,417 The presentation of disposals and repayments of securities in the non‑current portfolio in the cash flow statement differs from the balance sheet presentation. The table below shows the reconciliation between the two aggregates: (in thousands of €) 2025 (12 months) Disposals and repayments – change in balance sheet (582,107) Decrease in receivables related to investment portfolio (5,635) Capital gain on disposal 4,167 Amortisation of usufructs 1,985 Miscellaneous (31) DISPOSALS AND REPAYMENTS OF INVESTMENT PORTFOLIO – CONSOLIDATED CASH FLOW STATEMENT (581,621) (1) (1) See note 5 (Consolidation method and scope of consolidation).(1) €313.6 million in respect of Level 1 mainly driven by the acquisition of Schroders plc shares; P €137.5 million in respect of Level 3 mainly broken down into €179 million in funds managed by the Group (€626.8 million in investments and -€447.8 million in divestments and reimbursements) and -€8.6 million in investments outside the Group (€26.7 million in investments and -€35.3 million in divestments and reimbursements). The impact of net changes in intermediate investment holding companies was -€37.4 million. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 382
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 The acquisition value of the non‑current portfolio is as follows: (in thousands of €) 31 December 2025 31 December 2024 restated Historical value of the non‑current portfolio 3,199,995 2,777,718 Value of related receivables 1,130,580 1,217,582 The portfolio by strategy is distributed according to the perspective of the consolidated "Management Accounts" (see note 6 (Segment information)). This view is in line with the data presented to the Group's Management to measure the performance of Tikehau Capital. The restatement line corresponds to the fair value measurement of intermediate holding companies in the statutory consolidation (see note 6 (Segment information)): (in thousands of €) 31 December 2025 31 December 2024 Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Tikehau Capital strategies 2,973,800 259,950 7,408 2,706,441 2,889,721 270,605 6,869 2,612,247 Investments in funds managed by the Group 2,827,875 255,766 - 2,572,108 2,770,446 264,150 - 2,506,296 Investments alongside the Group’s asset management strategies 145,925 4,184 7,408 134,333 119,275 6,455 6,869 105,951 Other investments 1,342,737 545,772 2,807 794,159 1,052,616 159,522 10,110 882,984 Tikehau Capital ecosystem 1,147,315 514,801 2,807 629,707 841,289 127,371 10,110 703,808 Other direct investments 195,422 30,971 - 164,452 211,327 32,151 - 179,176 NON‑CURRENT INVESTMENT PORTFOLIO ("MANAGEMENT ACCOUNTS") 4,316,537 805,722 10,216 3,500,600 3,942,337 430,127 16,979 3,495,231 Restatements 378 (74,931) - 75,308 55,507 (37,003) - 92,509 NON‑CURRENT INVESTMENT PORTFOLIO 4,316,915 730,791 10,216 3,575,908 3,997,844 393,124 16,979 3,587,740 Tikehau Capital's strategies consist of: (i) investments in funds managed by the Group (“Tikehau Capital Strategies”) and (ii) investments alongside the Group's asset management strategies (“Investments related to Tikehau Capital Strategies”). Other investments consist of: (i) a portfolio of investments in funds or vehicles managed or advised by French or international players in the financial sector and which belong to the Group’s ecosystem of historical partners (“Tikehau Capital ecosystem”), and (ii) a portfolio of investments made by the Group on its own behalf or which it inherited from companies acquired as part of external growth transactions (“Other direct investments”). Uncalled commitments on the non‑current investment portfolio are shown under off‑balance sheet commitments (see note 27 (Off‑balance sheet commitments)). (1) See note 5 (Consolidation method and scope of consolidation).(1) (1) (1) Non‑consolidated securities are Level 3 securities.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT383
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Note 9 Investments in equity affiliates This item breaks down as follows: (in thousands of €) 31 December 2025 31 December 2024 Ring Capital 1,391 980 INVESTMENTS IN EQUITY AFFILIATES 1,391 980 The Group’s share of the net result from equity affiliates breaks down as follows: (in thousands of €) 2025 (12 months) 2024 (12 months) Ring Capital 561 196 RESULT FROM EQUITY METHOD COMPANIES 561 196 Note 10 Trade receivables and related accounts, other current assets, trade payables and related accounts, tax and social security payables and other current liabilities This item breaks down as follows: (in thousands of €) 31 December 2025 31 December 2024 restated TRADE RECEIVABLES AND RELATED ACCOUNTS 106,278 126,955 Investment portfolio financial assets 26,246 6,006 Other assets 48,125 23,347 TOTAL OTHER CURRENT ASSETS 74,371 29,353 “Other assets” item breaks down as follows: (in thousands of €) 31 December 2025 31 December 2024 restated Corporate tax receivables 24,069 1,626 Other receivables 24,056 21,721 OTHER ASSETS 48,125 23,347 (1) See note 5 (Consolidation method and scope of consolidation).(1) (1) (2) See note 5 (Consolidation method and scope of consolidation).(1) See note 15 (Tax).(2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 384
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 “Investment portfolio financial assets” include income from the investment portfolio recognised in the consolidated income statement but not yet received and proceeds from disposal of the investment portfolio not yet received. They may also contain proceeds from disposal of shares in consolidated subsidiaries that have not yet been received. “Other receivables” consist mainly of tax receivables (excluding corporate income tax receivables) and prepaid expenses. (in thousands of €) 31 December 2025 31 December 2024 restated TRADE PAYABLES AND RELATED ACCOUNTS 66,479 35,130 Corporate tax payables 4,840 18,053 Other taxes and social security payables 66,730 79,396 TAX AND SOCIAL SECURITY PAYABLES 71,570 97,449 Investment portfolio financial liabilities 3,964 5,891 Other liabilities 18,599 15,879 OTHER CURRENT LIABILITIES 22,563 21,770 “Investment portfolio financial liabilities” comprise the consideration transferred for the acquisition of securities in the investment portfolio not yet disbursed or transferred. They may also include the consideration transferred for the acquisition of securities in consolidated subsidiaries that has not yet been disbursed or transferred. “Other liabilities” notably include lease liabilities (see note 26 (IFRS 16 Leases)) and accrued invoices. The breakdown by maturity of the items presented above is as follows as at 31 December 2025: (in thousands of €) 31 December 2025 ≤ 3 months ≤ 6 months ≤ 9 months ≤ 12 months TRADE RECEIVABLES AND RELATED ACCOUNTS 106,278 91,598 12,807 1,777 96 Investment portfolio financial assets 26,246 25,245 509 - 492 Other assets 48,125 30,797 10,247 5,443 1,638 TOTAL OTHER CURRENT ASSETS 74,371 56,042 10,756 5,443 2,130 (in thousands of €) 31 December 2025 ≤ 3 months ≤ 6 months ≤ 9 months ≤ 12 months TRADE PAYABLES AND RELATED ACCOUNTS 66,479 66,195 43 43 198 Corporate tax payables 4,840 4,840 - - - Other taxes and social security payables 66,730 62,082 2,827 1,821 - TAX AND SOCIAL SECURITY PAYABLES 71,570 66,922 2,827 1,821 - Investment portfolio financial liabilities 3,964 3,953 11 - - Other liabilities 18,599 9,473 4,276 3,249 1,601 OTHER CURRENT LIABILITIES 22,563 13,426 4,287 3,249 1,601 (1) (2) See note 5 (Consolidation method and scope of consolidation).(1) See note 15 (Tax).(2) (1) See note 15 (Tax).(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT385
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 The breakdown by maturity of the items presented above is as follows as at 31 December 2024: (in thousands of €) 31 December 2024 restated ≤ 3 months ≤ 6 months ≤ 9 months ≤ 12 months TRADE RECEIVABLES AND RELATED ACCOUNTS 126,955 109,348 2,876 3,728 11,003 Investment portfolio financial assets 6,006 4,797 - - 1,209 Other assets 23,347 17,576 428 10 5,333 TOTAL OTHER CURRENT ASSETS 29,353 22,373 428 10 6,542 (in thousands of €) 31 December 2024 restated ≤ 3 months ≤ 6 months ≤ 9 months ≤ 12 months TRADE PAYABLES AND RELATED ACCOUNTS 35,130 35,130 - - - Corporate tax payables 18,053 16,240 1,813 - - Other taxes and social security payables 79,396 79,396 - - - TAX AND SOCIAL SECURITY PAYABLES 97,449 95,636 1,813 - - Investment portfolio financial liabilities 5,891 5,891 - - - Other liabilities 15,879 7,162 2,086 2,106 4,525 OTHER CURRENT LIABILITIES 21,770 13,053 2,086 2,106 4,525 Note 11 Current investment portfolio Changes in the current investment portfolio are as follows: (in thousands of €) Portfolio Level 1 Level 2 Level 3 Fair value as at 31 December 2024 58,729 58,729 - - Acquisition of securities 20,000 20,000 - - Disposals and repayments (39,431) (39,431) - - Change in fair value 3,506 3,506 - - Foreign currency translation effect (5) (5) - - Change in scope - - - - FAIR VALUE AS AT 31 DECEMBER 2025 42,799 42,799 - - (in thousands of €) 31 December 2025 31 December 2024 Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Tikehau Capital strategies 42,799 42,799 - - 58,729 58,729 - - Investments in funds managed by the Group 42,799 42,799 - - 58,729 58,729 - - Investments alongside the Group’s asset management strategies - - - - - - - - Other investments - - - - - - - - Tikehau Capital ecosystem - - - - - - - - Other direct investments - - - - - - - - CURRENT INVESTMENT PORTFOLIO 42,799 42,799 - - 58,729 58,729 - - Depending on available cash, the timing of its investments and market conditions, the Group may make more tactical investments by building a portfolio of shorter‑term holdings consisting of equities and bonds or fund units, as well as in financial assets relating to the derivatives portfolio (such as initial margin deposits and margin calls). (1) See note 5 (Consolidation method and scope of consolidation).(1) (1) (2) See note 5 (Consolidation method and scope of consolidation).(1) See note 15 (Tax).(2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 386
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Note 12 Cash and cash equivalents, cash management financial assets This item breaks down as follows: (in thousands of €) 31 December 2025 31 December 2024 restated Cash equivalents 5,370 24,369 Cash 108,487 200,366 Cash and cash equivalents 113,857 224,735 Cash management financial assets 48,727 46,702 CASH, CASH EQUIVALENTS AND FINANCIAL ASSETS MANAGEMENT 162,584 271,437 “Cash equivalents” consist mainly of marketable securities (see note 3(h) (Cash equivalents and other current financial assets)). “Cash management financial assets” mainly comprise term deposits of over three months. The following tables show the change in cash for the period for the “Cash management financial assets” and “Cash and cash equivalents” aggregates: (in thousands of €) Cash management financial assets as at 31 December 2024 46,702 Net cash received relating to changes in cash management financial assets 2,025 CASH MANAGEMENT FINANCIAL ASSETS AS AT 31 DECEMBER 2025 48,727 (in thousands of €) Cash and cash equivalents as at 31 December 2024 restated 224,735 Change in cash and cash equivalents (110,878) CASH AND CASH EQUIVALENTS AS AT 31 DECEMBER 2025 113,857 Note 13 Number of shares, share capital, cash distributions and dividends Number of shares 31 December 2025 31 December 2024 Existing shares at the beginning of the period 175,247,840 175,193,044 Shares issued during the period 1,145,144 999,872 Shares cancelled during the period (1,145,144) (945,076) EXISTING SHARES AT THE END OF THE PERIOD 175,247,840 175,247,840 Shares issued during the 2025 financial year correspond to the following transactions: (1) See note 5 (Consolidation method and scope of consolidation).(1) (1) (2) See note 5 (Consolidation method and scope of consolidation).(1) Change in cash and cash equivalents includes change in currency effects for an amount of -€3.4 million.(2) as part of the definitive grant of free shares of the fourth tranches of the "2020 TIM 7‑year Plan" and the "2020 Sofidy 7‑year Plan" Tikehau Capital carried out, on 10 March 2025, a capital increase by incorporation of the share premium for around €0.6 million and by the creation of 50,100 new shares (see note 17 (Share‑based payment [IFRS 2])); P as part of the definitive grant of free shares of the first tranches of the "2023 FSA Plan", the "2023 TIM Performance Share Plan", the "2023 Sofidy Performance Share Plan", the "2023 TIM Retention Plan", the P “2023 Sofidy Retention Plan”; the second tranches of the "New Chapter 7‑year Plan", the "2022 TIM Performance Share Plan", the "2022 Sofidy Performance Share Plan", the "2022 ACE Performance Share Plan", the "2022 TIM Retention Plan", the "2022 Sofidy Retention Plan" and the “2022 ACE Retention Plan”; the second tranche of the "2022 FSA Plan"; and the third tranche of the "2021 TIM Performance Share Plan", the "Sofidy Performance Share Plan" and the "2021 ACE Performance Share Plan", on 24 March 2025, Tikehau Capital carried out a capital increase by incorporation of the share premium for around €13.1 million and by the creation of 1,095,044 new shares (see note 17 (Share‑based payment [IFRS 2])). TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT387
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 The shares cancelled during the 2025 financial year correspond to the following transaction: Shares issued during the 2024 financial year correspond to the following transactions: The shares cancelled during the 2024 financial year correspond to the following transaction: The number of shares after dilution is as follows: 31 December 2025 31 December 2024 Potential number of shares to be issued in the event of full exercise of equity warrants (BSA) 1,445,190 1,445,190 Potential number of shares to be issued as remuneration for free shares currently vesting 4,226,539 3,960,970 Weighted average number of shares after dilution 181,626,057 180,646,596 Shares after dilution at the end of the period 180,919,569 180,654,000 Of which treasury shares 2,993,475 3,468,131 The reconciliation between the weighted average number of shares after dilution and the weighted average number of outstanding ordinary shares is as follows: 31 December 2025 31 December 2024 WEIGHTED AVERAGE NUMBER OF OUTSTANDING ORDINARY SHARES 175,774,404 175,516,235 Effect of the weighting of equity warrants 1,445,190 1,445,190 Effect of the weighting of free share plans and performance share plans 4,406,464 3,685,171 Effect of the weighting of stock‑options plans - - WEIGHTED AVERAGE NUMBER OF SHARES AFTER DILUTION 181,626,057 180,646,596 Share capital (in €) 31 December 2025 31 December 2024 Par value at end of period 12 12 Share capital 2,102,974,080 2,102,974,080 Cash distribution or dividend per share paid on the following financial years amounted to: (in €) 31 December 2024 31 December 2023 31 December 2022 Cash distribution and/or dividend per Tikehau Capital share 0.80 0.75 0.70 On 31 July 2025, Tikehau Capital cancelled 1,145,144 treasury shares for an amount of -€27.4 million. The difference between the acquisition price of these treasury shares and the par value of the share was allocated to the issue premiums item for an amount of -€13.7 million. P As part of the definitive grant of free shares of the third tranche of the "2020 TIM 7‑year Plan" and the “2020 Sofidy 7‑year Plan” Tikehau Capital carried out on 10 March 2024, a capital increase by incorporation of the share premium for €0.7 million and by the creation of 54,796 new shares (see note 17 (Share‑based payment [IFRS 2])). P As part of the definitive grant of free shares of the first tranche of the “New Chapter 7‑year Plan”, "2022 FSA Plan", P “2022 TIM Performance Share Plan”, “2022 Sofidy Performance Share Plan”, “2022 TIM Retention Share Plan”, “2022 Sofidy Retention Share Plan”; the second tranche of “2021 FSA Plan”; the second tranche of “2021 TIM Performance Share Plan” and the “2021 Sofidy Performance Share Plan”, Tikehau Capital carried out on 24 March 2024 a capital increase by incorporation of the share premium for €11.3 million and by the creation of 945,076 new shares (see note 17 (Share‑based payment [IFRS 2])). On 31 July 2024, Tikehau Capital cancelled 945,076 treasury shares for an amount of -€21.6 million. The difference between the acquisition price of these treasury shares and the par value of the share was allocated to the issue premiums item for an amount of -€10.3 million. P (1) The calculation of the weighted number of shares after dilution takes into account the effective dates for the different operations that impact the number of shares. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 388
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Note 14 Borrowings and financial debt (in thousands of €) 31 December 2025 31 December 2024 Bonds - par value 1,753,191 1,473,260 Accrued interest on borrowings 40,818 26,477 Bonds 1,794,009 1,499,737 Bank loans 150,000 150,000 Other accrued interest and other financial debt 113 149 Borrowings and debt from credit institutions 150,113 150,149 Amortisation of issuance costs on borrowings (20,574) (8,486) TOTAL BORROWINGS AND FINANCIAL DEBT 1,923,548 1,641,400 Of which current borrowings and financial debt 36,491 24,535 Of which non‑current borrowings and financial debt 1,887,057 1,616,865 FAIR VALUE OF BORROWINGS AND FINANCIAL DEBT 1,933,106 1,633,644 Accrued interest on financial debt breaks down as follows: (in thousands of €) 31 December 2025 31 December 2024 Accrued interest on borrowings 40,818 26,477 Other accrued interest and other financial debt 113 149 TOTAL ACCRUED INTEREST AND OTHER FINANCIAL DEBT 40,931 26,626 Bank borrowings are hedged against interest rate risks, as described in note 25(a) (Exposure to risks arising from bank loans). Changes in borrowings and financial debt are as follows: (in thousands of €) Total Bonds Bank loans Accrued interest and other Issuance costs on borrowings Debt as at 31 December 2024 1,641,400 1,473,260 150,000 26,626 (8,486) Change in scope - - - - - Loans subscribed 1,480,000 500,000 980,000 - - Loans reimbursed (1,180,000) (200,000) (980,000) - - Other (17,852) (20,069) - 14,305 (12,088) DEBT AS AT 31 DECEMBER 2025 1,923,548 1,753,191 150,000 40,931 (20,574) The presentation of the change in borrowings and financial liabilities in the cash flow statement differs from the balance sheet presentation. The table below shows the details included in the “Borrowings” line in the cash flow statement: (in thousands of €) 2025 (12 months) Loans subscribed 1,480,000 Loans reimbursed (1,180,000) Financial expenses disbursed (57,134) BORROWINGS AND FINANCIAL DEBT - CASH FLOW STATEMENT 242,866 (1) The line “Other” notably includes -€19.2 million relating to the exchange rate effect over the period of the bond issue denominated in US dollars (see note 25(a) (Exposure to risks arising from bank loans)). (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT389
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Borrowings and financial debt can be broken down into the following maturities: (in thousands of €) Due within one year Due in one to five years Due in more than five years Total Situation as at 31 December 2025 Variable‑rate bank loans - 150,000 - 150,000 Amortisation of issuance costs on borrowings (4,440) (15,434) (700) (20,574) Fixed‑rate bond borrowings - 1,100,000 653,191 1,753,191 Accrued interest and other financial debt 40,931 - - 40,931 TOTAL 36,491 1,234,566 652,491 1,923,548 Of which current liabilities 36,491 - - 36,491 Of which non‑current liabilities - 1,234,566 652,491 1,887,057 (in thousands of €) Due within one year Due in one to five years Due in more than five years Total Situation as at 31 December 2024 Variable‑rate bank loans - 150,000 - 150,000 Amortisation of issuance costs on borrowings (2,091) (5,895) (500) (8,486) Fixed‑rate bond borrowings - 1,000,000 473,260 1,473,260 Accrued interest and other financial debt 26,626 - - 26,626 TOTAL 24,535 1,144,105 472,760 1,641,400 Of which current liabilities 24,535 - - 24,535 Of which non‑current liabilities - 1,144,105 472,760 1,616,865 Information on covenants Revolving credit of €1.15 billion and US private placement of US$180 million Pursuant to the new terms of the revolving credit facility concluded on 10 December 2025, Tikehau Capital has undertaken to comply with the following financial ratios throughout the term of the agreement: The key financial ratios set out in the terms of the USPP signed on 10 March 2022 are similar to those in the revolving credit agreement referred to above, with an additional covenant stipulating that assets under management must remain above €22.3 billion. All of these financial commitments were met as at 31 December 2025. Tikehau Capital’s Loan‑to‑Value ratio, tested semi‑annually, must be less than or equal to 47.5% corresponding to the ratio between (i) the amount of the consolidated financial debt less the amount of consolidated cash and cash equivalents and (ii) consolidated assets less the amount of consolidated cash and cash equivalents; P (1) (2) Tikehau Capital’s Minimum Liquidity ratio, tested semi‑annually, must at any time be greater than or equal to €150 million, corresponding to the sum of consolidated cash and cash equivalents; P limiting the Company’s secured debt to 20% of total consolidated assets; P limiting unsecured debt at the level of the Company’s subsidiaries to 20% of total consolidated assets. P Consolidated cash and cash equivalents correspond to the sum of (i) cash and cash equivalents, (ii) cash management financial assets, and (iii) the current investment portfolio. Consolidated assets are the sum of (i) total non‑current assets (excluding deferred tax assets and other non‑current assets) and (ii) consolidated cash and cash equivalents. (1) (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 390
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Note 15 Taxes (i) Tax in profit and loss accounts and tax proof Tax breaks down as follow: Income (+)/Expense (-) (in thousands of €) 2025 (12 months) 2024 (12 months) restated Deferred tax (26,085) (22,538) Current tax (2,525) (36,439) TOTAL (28,610) (58,977) Net result of consolidated companies 42,176 179,330 Result before tax 70,786 238,307 Application of the normal theoretical tax rate of 25.00% (25.00% for 2024) (17,696) (59,577) In 2025, current tax mainly related to French entities for €1.5 million and other entities located in other tax jurisdictions where the Group operates and whose current tax amounts are not material, for a total amount of approximately -€1 million. In 2024, current tax mainly related to UK tax entities for -€15.6 million, French tax entities for -€13.7 million and -€7.1 million concerned other tax entities located in other tax jurisdictions where the Group operates and whose current tax amounts are not material. The reconciliation between the theoretical tax situation and actual tax breaks down as follows: Income (+)/Expense (-) (in thousands of €) 2025 (12 months) 2024 (12 months) restated Theoretical tax (17,696) (59,577) Deferred tax savings at reduced rate (unrealised portfolio gains or losses) (24,073) 18,112 Current tax savings at reduced rate (realised portfolio gains or losses) 3,924 1,807 Non‑activated tax losses carried forward for the period (168) (6) Use of non‑activated tax losses carried forward - 159 Result from equity method companies 140 49 Difference in tax rate of foreign subsidiaries 77 (100) Impact of reduced‑rate tax - (11,826) Tax credit 466 494 Other 8,720 (8,089) ACTUAL TAX (28,610) (58,977) (1) See note 5 (Consolidation method and scope of consolidation).(1) (1) (2) See note 5 (Consolidation method and scope of consolidation).(1) In 2025, these other items mainly consisted of the transfer of losses between a consolidated company and an intermediate holding company, the fair value of which was measured as €7.8 million. In 2024, these other items mainly consisted of the non‑taxation of the IFRS 2 expense for -€4.7 million. (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT391
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Tikehau Capital conducted an analysis of European Directive 2022/2523, transposed into French law, incorporating the rules of Pillar 2. As a result, the Group is not currently impacted by these provisions, neither on its current tax charge, nor on the recognition of deferred tax. (ii) Tax in balance sheet Changes in deferred taxes are broken down as follows: Tax assets (+) or Tax liabilities (-) (in thousands of €) 31 Dec. 2024 published Restatements 31 Dec. 2024 restated Increase Decrease and reversal Others 31 Dec. 2025 Tax losses that may be carried over 19,639 - 19,639 - (3,076) - 16,563 Fair value of the portfolio - - - 167 - - 167 Evaluation of financial instruments - - - 125 - - 125 Other deferred tax assets 20,967 (5,693) 15,274 - (5,407) (146) 9,721 TOTAL DEFERRED TAX ASSETS 40,606 (5,693) 34,913 292 (8,483) (146) 26,576 Fair value of the portfolio (53,335) 17,237 (36,098) (24,295) - - (60,393) Goodwill allocation (25,422) - (25,422) - 66 - (25,356) Evaluation of financial instruments (6,176) - (6,176) - 414 - (5,762) Other deferred tax liabilities (1,903) - (1,903) - 5,147 15 3,260 TOTAL DEFERRED TAX LIABILITIES (86,836) 17,237 (69,599) (24,295) 5,627 15 (88,251) TOTAL NET DEFERRED TAX (46,230) 11,544 (34,686) (24,003) (2,856) (131) (61,675) Deferred taxes related to tax losses that may be carried are detailed below: (in thousands of €) 31 December 2025 31 December 2024 Stock of tax loss carried forward at local normal rate - Not activated - - Stock of tax loss carried forward at local normal rate - Activated 66,254 78,556 Deferred tax assets on tax loss carried forward 16,563 19,639 Stock of tax loss carried forward at local reduced rate - Not activated - 5,902 Stock of tax loss carried forward at local reduced rate - Activated - - Deferred tax assets on tax loss carried forward - - The recoverability of tax losses will depend on the Tikehau Capital Group’s ability to achieve the targets in the medium‑term tax plan (determined on a 4 to 7‑year basis) prepared by the Management and based on assumptions about the market, the growth of assets under management, and investment management by the Investment activity. An unfavourable change in asset under management of 10% or a lower performance of the Investment activity segment would have no material impact on the recovery period of deferred tax assets related to tax losses carried forward. (1) (1) See note 5 (Consolidation method and scope of consolidation).(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 392
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Changes in taxes on the balance sheet are as follows: (in thousands of €) Tax assets (+) or Tax liabilities (-) Of which deferred tax Of which current tax Situation as at 31 December 2024 restated (51,112) (34,686) (16,426) Current tax (2,525) - (2,525) Deferred tax recorded in the income statement (26,085) (26,085) - Deferred tax recorded in equity - - - Change in currency rates 73 (130) 203 Change in scope and other changes (774) (774) - Uncertain Tax Positions (IFRIC 23) - - - Tax Disbursement/Receipts 37,977 - 37,977 SITUATION AS AT 31 DECEMBER 2025 (42,446) (61,675) 19,229 Note 16 Non‑current financial derivatives Non‑current financial derivatives are exclusively composed of interest‑rate swaps and rate caps arranged to manage interest‑rate risk on debt issued by the Group (see note 25(a) (Exposure to risks arising from bank loans)). (in thousands of €) 31 December 2025 31 December 2024 Non‑current financial derivative assets 23,043 21,452 (in thousands of €) 31 December 2025 31 December 2024 Non‑current financial derivative liabilities - - These contracts are valued at fair value through profit or loss in accordance with the methods and principles used by the Group. A currency hedging instrument is recognised directly in the non‑current portfolio items on the balance sheet and in the income statement, given the nature of the underlying assets hedged. The impact over the period was a €2.3 million gain. (1) See note 5 (Consolidation method and scope of consolidation).(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT393
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Note 17 Share‑based payment (IFRS 2) IFRS 2 “Share‑based payment” requires the valuation of share‑based payment transactions and similar transactions in the Company’s income statement and balance sheet. This standard applies to transactions carried out with employees, and more precisely: Tikehau Capital free share and performance share plans Tikehau Capital's free share and performance share plans are share‑based payment plans relating to Tikehau Capital shares. These free share and performance share plans include a vesting period ranging from three to seven years depending on the plan. The advantage granted to beneficiaries is measured as the value of the share acquired as indicated in the plan. The impact is recorded in payroll expenses and offset by an increase in “Consolidated reserves - Group share”. These expenses are based on the number of shares currently vesting on the closing date to which a standard staff turnover rate is applied, as well as the impact of not achieving a performance index, whether on an estimated or a recognised basis. No amendments have been made to the share‑based payment plans indicated in the annual consolidated financial statements as at 31 December 2024. Free Share Plan (“FSA Plan”) The table below contains information on the Group’s FSA plans: 2022 Free Share Plan ("2022 FSA Plan") 2023 Free Share Plan (“2023 FSA Plan”) 2024 Free Share Plan (“2024 FSA Plan”) 2025 Free Share Plan (“2025 FSA Plan”) Grant date 24/03/2022 24/03/2023 24/03/2024 24/03/2025 Vesting period 24/03/2024 - 24/03/2025 24/03/2025 - 24/03/2026 24/03/2026 - 24/03/2027 24/03/2027 - 24/03/2028 Maximum number of shares granted 306,148 276,631 381,586 398,080 Fair value of options at the grant date (in €) 21.92 21.42 18.27 17.87 Valuation at the grant date (in €) 6,710,764 5,925,436 6,971,576 7,113,690 Number of shares currently vesting as at 31 December 2024 108,491 223,184 352,459 - Number of shares granted during the period - - - 398,080 Number of shares vested during the period (103,890) (108,766) - Forfeitures of rights (4,601) (17,670) (56,353) (46,730) Number of shares currently vesting as at 31 December 2025 - 96,748 296,106 351,350 The vesting of the shares granted under the FSA Plans is subject to the beneficiary retaining the status of employee within the Company or its related companies or groupings (“presence condition”) and the absence of fraudulent behaviour or serious error in relation to applicable procedures relating to compliance, risk management and environmental, social and governance (“ESG”) criteria during the relevant vesting period. It is not subject to the fulfilment of any performance condition. The shares granted under the FSA Plans are not subject to any retention period. to equity‑settled share‑based payment transactions;P to cash‑settled share‑based payment transactions.P (1) (2) The fair value corresponds to the share price on the grant date, to which a discount is applied to account for the absence of dividend rights during the vesting period. (1) An early allocation was made in October 2025 due to the classification of one of the beneficiaries under a type 2 disability. This concerns a total of 409 shares allocated under the “2023 FSA Plan”. (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 394
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Performance share plans (“Performance Share Plan”) The table below contains information on the Group’s Performance Share plans 2021 Performance Share Plans 2022 Performance Share Plans 2023 Performance Share Plans 2024 Performance Share Plans 2025 Performance Share Plans Grant date 24/03/2021 24/03/2022 24/03/2023 24/03/2024 24/03/2025 Vesting period 24/03/2023 - 24/03/2026 24/03/2024 - 24/03/2025 24/03/2025 - 24/03/2026 24/03/2026 - 24/03/2027 24/03/2027 - 24/03/2028 Maximum number of shares granted 911,736 565,884 552,877 697,353 604,954 Fair value of options at the grant date (in €) 21.16 22.08 21.58 18.41 18.01 Valuation at the grant date (in €) 19,292,334 12,494,719 11,931,086 12,838,269 10,895,222 Number of shares currently vesting as at 31 December 2024 343,587 149,754 472,690 673,623 - Number of shares granted during the period - - - - 604,954 Number of shares vested during the period (171,736) (149,472) (310,708) (899) (881) Forfeitures of rights (23,489) (282) (27,291) (94,169) (55,809) Number of shares currently vesting as at 31 December 2025 148,362 - 134,691 578,555 548,264 Performance condition Determined using an index representing the performance either (i) of the four business lines of the asset management company Tikehau IM, or (ii) of the strategies of the asset management company Sofidy, or (iii) of the fund families of Tikehau Ace Capital (which merged with Tikehau IM on 1 January 2023). Determined using an index representing the performance either (i) of the four business lines of the asset management company Tikehau IM, or (ii) of the strategies of the asset management company Sofidy. Others Condition of the beneficiary's presence and the absence of fraudulent behaviour or serious misconduct in relation to applicable regulations and internal policies and procedures relating to compliance, risk management and ESG during the relevant vesting period. Validation of conditions Managers Managers Managers Managers Managers (1) (2) (2) The fair value corresponds to the share price on the grant date, to which a discount is applied to account for the absence of dividend rights during the vesting period. It amounts to 14% for the 2021 Performance Share Plan (share price on 24 March 2021: €24.60), 9.33% for the 2022 Performance Share Plan (share price on 24 March 2022: €24.35), 9.33% for the 2023 Performance Share Plan (share price on 24 March 2023: €23.80), 9.33% for the 2024 Performance Share Plan (share price on 25 March 2024: €20.30), and 9.52% for the 2025 Performance Share Plan (share price on 24 March 2025: €19.90). (1) An early allocation was made in October 2025 due to the classification of one of the beneficiaries under a type 2 disability. This concerns a total of 899 shares granted under the 2024 Performance Share Plan and 881 shares granted under the 2025 Performance Share Plan. (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT395
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Retention plans (the “Retention Plan”) The table below contains information on the Group’s Retention Plans: 2022 Retention Plans 2023 Retention Plans 2024 Retention Plans 2025 Retention Plans Grant date 24/03/2022 24/03/2023 24/03/2024 24/03/2025 Vesting period 24/03/2024 - 24/03/2027 24/03/2025 - 24/03/2028 24/03/2026 - 24/03/2029 24/03/2027 - 24/03/2030 Maximum number of shares granted 430,748 572,851 545,052 680,996 Fair value of options at the grant date (in €) 20.94 20.47 17.46 17.06 Valuation at the grant date (in €) 9,019,863 11,726,260 9,516,608 11,617,792 Number of shares currently vesting as at 31 December 2024 264,699 503,301 521,571 - Number of shares granted during the period - - - 680,996 Number of shares vested during the period (88,182) (123,313) (999) - Forfeitures of rights (19,676) (52,631) (65,697) (52,629) Number of shares currently vesting as at 31 December 2025 156,841 327,357 454,875 628,367 Performance condition Determined using an index representing the performance either (i) of the four business lines of the asset management company Tikehau IM, or (ii) of the strategies of the asset management company Sofidy, or (iii) of the fund families of Tikehau Ace Capital (which merged with Tikehau IM on 1 January 2023). Determined using an index representing the performance either (i) of the four business lines of the asset management company Tikehau IM, or (ii) of the strategies of the asset management company Sofidy. Others Condition of the beneficiary's presence and the absence of fraudulent behaviour or serious misconduct in relation to applicable regulations and internal policies and procedures relating to compliance, risk management and ESG during the relevant vesting period. Validation of conditions Managers Managers Managers Managers (1) (2) The fair value corresponds to the share price on the grant date, to which a discount is applied to account for the absence of dividend rights during the vesting period. It amounts to 14% for the 2022 Retention Plans (share price on 24 March 2022: €24.35), 14% for the 2023 Retention Plans (share price on 24 March 2023: €23.80), and 14% for the 2024 Retention Plans (share price on 25 March 2024: €20.30). (1) An early allocation was made in October 2025 due to the classification of one of the beneficiaries under a type 2 disability. This concerns a total of 999 shares allocated under the 2024 Retention Plan. (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 396
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Other plans The other plans correspond to the 7‑year plans awarded in 2020 and 2021. The table below provides details thereof: 2020 7‑year Plans New Chapter 7‑year Plan Grant date 10/03/2020 24/11/2021 Vesting period 10/03/2022 to 10/03/2027 24/03/2023 to 24/03/2029 Maximum number of shares granted 438,434 405,805 Fair value of options at the grant date (in €) 18.81 21.15 Valuation at the grant date (in €) 8,246,944 8,582,776 Number of shares currently vesting as at 31 December 2024 150,593 197,018 Number of shares granted during the period - - Number of shares vested during the period (50,100) (39,386) Forfeitures of rights (6,282) (11,263) Number of shares currently vesting as at 31 December 2025 94,211 146,369 Performance condition Determined using an index representing the performance either (i) of the four business lines of the asset management company Tikehau IM, or (ii) of the strategies of the asset management company Sofidy. Determined using an index representing the performance of the four business lines of the asset management company Tikehau IM. Others Will be conditional upon the beneficiary’s presence within the Group and the absence of fraudulent behaviour in relation to the regulations in force as well as the applicable internal policies and procedures relating to compliance and risk management during the vesting period concerned. Condition of the beneficiary's presence and the absence of fraudulent behaviour or serious misconduct in relation to applicable regulations and internal policies and procedures relating to compliance, risk management and ESG during the relevant vesting period. Validation of conditions Managers Managers (1) The fair value corresponds to the share price on the grant date, to which a discount is applied to account for the absence of dividend rights during the vesting period. It amounts to 10% for the 2020 7‑year Plans (share price on 10 March 2020: €20.90) and 16.57% for the New Chapter 7‑year Plan (share price on 24 November 2021: €25.35). (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT397
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Tikehau Capital Stock Option Plan The Tikehau Capital Stock Option Plan is a share‑based payment plan for Tikehau Capital shares. The stock option plan grants options entitling beneficiaries to acquire Tikehau Capital shares. This stock option plan includes a 3‑year vesting period for 50% of the stock options granted and a 4‑year vesting period for 50% of the stock options granted. At the end of a 6‑year maturity period, unexercised options will be definitively forfeited. The impact is recorded in payroll expenses and offset by an increase in “Consolidated reserves - Group share”. This corresponds to the fair value of options granted (corresponding to the fair value of services rendered by employees in exchange for options received) over the vesting period. This personnel expense is measured at the date of grant using the Black & Scholes and Monte Carlo models. Characteristics of the 2024 stock option plan (“2024 Stock Options Plan”) Each stock option will entitle the holder to subscribe for one new Tikehau Capital share and will be exercisable until 24 March 2030: The following table provides details on the current plan: 2024 Stock Option Plan Grant date 24/03/2024 Vesting period 24/03/2027 (50%) & 24/03/2028 (50%) Exercise price (in €) 20.845 Number of options as at the grant date 1,826,740 Fair value of options at the grant date (in €) 2.655 Valuation at the grant date (in €) 4,849,995 Weighted average remaining contractual life (in years) 4.2 Number of stock options as at 31 December 2024 1,770,244 Number of stock options granted - Stock options exercised - Forfeitures of rights and expiries (143,126) Number of stock options as at 31 December 2025 1,627,118 Others Condition of the beneficiary's presence and the absence of fraudulent behaviour or serious misconduct in relation to applicable regulations and internal policies and procedures regarding compliance, risk management and environmental, social and governance ("ESG") criteria during the relevant vesting period. As at 31 December 2025, no options were exercisable. To be exercised, the options must meet two conditions: 24 March 2027 for 50% of the options granted (3 years as from the grant date); P 24 March 2028 for 50% of the options granted (4 years as from the grant date). P (1) (2) As at 31 December 2025, the exercise price is equal to the weighted average exercise price.(1) It corresponds to the average of the valuations according to the Black & Scholes (€2.63) and Monte Carlo (€2.68) models. These two models are based on a 6‑year maturity, vesting conditions, a dividend distribution rate of 3.6%, and a dividend of €0.75. (2) they must be legally exercisable as at 31 December 2025 by normal exercise (three or four years after the plan grant date); P they must be in the money as at 31 December 2025, in other words the exercise price must be less than the closing share price on that date (the last quoted market price for the period), i.e. €15.84. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 398
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Note 18 Non‑controlling interests The non‑controlling interests can be broken down as follows: (in thousands of €) 2025 (12 months) % of interest 2024 (12 months) % of interest IREIT Global Group (551) 50.0% (90) 50.0% Other companies 65 - TOTAL (551) (25) - (in thousands of €) 31 December 2025 % of interest 31 December 2024 % of interest IREIT Global Group 6,476 50.0% 6,035 50.0% Other companies - - (1,571) - TOTAL 6,476 - 4,464 - Note 19 Net revenues from the Asset Management activity (in thousands of €) 2025 (12 months) 2024 (12 months) restated Gross revenues from the Asset Management activity 476,827 445,518 Retrocession of fees (101,284) (95,674) TOTAL 375,543 349,844 The presentation of revenues from the Asset Management activity in the cash flow statement differs from the presentation in the income statement. The table below shows the reconciliation between the two aggregates: (in thousands of €) 2025 (12 months) Net revenues from the Asset Management activity – Income statement 375,543 Change in receivables and payables on net revenues from the Asset Management activity 13,040 REVENUES FROM THE ASSET MANAGEMENT ACTIVITY – CONSOLIDATED CASH FLOW STATEMENT 388,583 Note 20 Revenues from the Investment activity (in thousands of €) 2025 (12 months) 2024 (12 months) restated Dividends, distributions and other income from non‑current Investment activity 139,305 128,446 Interest 79,207 102,274 Others - 883 Revenues from non‑current investment portfolio 218,512 231,603 Income from shares - - Revenues from bonds - - Revenues from current investment portfolio - - TOTAL 218,512 231,603 on the income statement:P in shareholders’ equity:P (1) See note 5 (Consolidation method and scope of consolidation).(1) (1) See note 5 (Consolidation method and scope of consolidation).(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT399
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 (in thousands of €) Realised Unrealised 2025 (12 months) Realised Unrealised 2024 (12 months) restated Dividends, distributions and other income from non‑current Investment activity 139,305 - 139,305 128,446 - 128,446 Interest 79,207 - 79,207 102,274 - 102,274 Others - - - 883 - 883 Revenues from non‑current investment portfolio 218,512 - 218,512 231,603 - 231,603 Income from shares - - - - - - Revenues from bonds - - - - - - Revenues from current investment portfolio - - TOTAL REVENUES FROM THE PORTFOLIO 218,512 - 218,512 231,603 - 231,603 Change in fair value of non‑current investment portfolio 13,899 (186,889) (172,990) 14,765 (14,781) (16) Change in fair value of current investment portfolio 523 3,549 4,072 1,631 3,138 4,769 CHANGE IN FAIR VALUE OF THE INVESTMENT PORTFOLIO 14,422 (183,340) (168,918) 16,396 (11,643) 4,753 TOTAL REVENUES FROM THE PORTFOLIO 232,934 (183,340) 49,594 247,999 (11,643) 236,356 Note 21 Operating expenses (in thousands of €) 2025 (12 months) 2024 (12 months) restated Purchases and external expenses (41,025) (43,460) Other fees (21,682) (23,914) Remuneration of the Managers of Tikehau Capital (4,923) (4,207) Purchases and external expenses (67,630) (71,581) Remuneration (166,068) (165,045) Expenses related to remuneration in the form of free shares and stock options (22,756) (22,362) Personnel expenses (188,824) (187,407) Taxes other than corporate taxes (18,573) (19,692) Other net operating expenses (27,177) (5,880) Other net operating expenses (45,750) (25,572) TOTAL (302,204) (284,560) Other net operating expenses include effects related to foreign exchange impacts of -€5.1 million in 2025 (compared to income of €1.7 million in 2024). The annual compensation of the Chairman of the Supervisory Board increased to €500,000 (compared to €460,000 previously) as of 2 June 2025. The methods for determining the remuneration of the Managers and the preferred dividend (préciput) of the general partner of Tikehau Capital are detailed in note 24(a) (Scope of related parties). (1) See note 5 (Consolidation method and scope of consolidation).(1) (1) (2) (3) See note 5 (Consolidation method and scope of consolidation).(1) Expenses related to remuneration in free shares and stock options amounted to €19,953 thousand in 2025 (compared with €19,350 thousand in 2024) for the Asset Management activity. (2) The average workforce of the Tikehau Capital group stood at 736.16 employees in 2025 (compared to 750.8 in 2024).(3) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 400
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 The presentation of operating expenses in the cash flow statement differs from the presentation in the income statement. The table below shows the reconciliation between the two aggregates: (in thousands of €) 2025 (12 months) OPERATING EXPENSES – INCOME STATEMENT (302,204) Purchases and external charges - Items not affecting cash flow for the period - Personnel expenses - Items not affecting cash flow for the period 20,294 Other operating expenses - Items not affecting cash flow for the period 3,518 Acquisitions and disposals of treasury shares (12,873) Other balance sheet changes (including changes in working capital requirement) 6,555 OPERATING EXPENSES AND CHANGE IN WORKING CAPITAL REQUIREMENTS – CASH FLOW STATEMENT (284,710) Note 22 Net income and expenses on cash equivalents (in thousands of €) 2025 (12 months) 2024 (12 months) restated Net gains/losses on marketable securities 3,557 5,161 Net gains/losses related to foreign exchange (1,204) 1,165 Other income from marketable securities 31 - TOTAL 2,384 6,327 Note 23 Financial expenses (in thousands of €) 2025 (12 months) 2024 (12 months) restated Expenses related to borrowings from credit institutions (14,680) (10,040) Expenses related to lease liabilities (3,751) (1,043) Expenses related to bonds (62,839) (49,371) Gains on interest rate derivatives 4,233 8,495 Change in fair value of interest rate derivatives 1,591 (8,440) Foreign exchange gain/loss on borrowings, receivables and bank accounts denominated in foreign currencies 20,069 (10,364) Miscellaneous 285 907 TOTAL (55,092) (69,856) In 2025, bond‑related expenses included the amortisation of issuance costs using the effective interest rate method over the year, amounting to -€2.9 million (compared with -€2.1 million in 2024). (1) See note 5 (Consolidation method and scope of consolidation).(1) (1) (2) (2) See note 5 (Consolidation method and scope of consolidation).(1) See note 25 (Market risks and other risks).(2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT401
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Note 24 Related parties (a) (b) (c) (d) Scope of related parties The related parties of Tikehau Capital are: The transactions completed and outstanding amounts at the end of the period among the Group’s fully consolidated companies are fully eliminated under consolidation. Remuneration of the Managers The Managers are responsible for the general business conduct of the Company, the convening of General Meetings of the Shareholders and setting their agenda, as well as the preparation of the accounts. The Managers' remuneration policy in respect of the 2025 financial year, after prior approval by the Company's Supervisory Board at its meetings of 19 February 2025, approved on 20 February 2025 by Tikehau Capital Commandité, in its capacity as sole general partner of Tikehau Capital, and by the Company's General Meeting of the Shareholders of 30 April 2025, ruling in its ordinary form, provides that each of the two Managers, AF&Co Management and MCH Management, is entitled to fixed annual remuneration, excluding tax, of €1,265,000 and variable annual remuneration of a maximum of €4,200,000. The latter is based on financial and non‑financial criteria, weighted at 75% and 25% respectively. Preferred dividend (préciput) of the general partner Tikehau Capital Commandité, as sole general partner of the Company, is entitled, by way of a preferred dividend and should there be distributable income for a financial year, to an amount determined in the Articles of Association and equal to 1% of the net result of the Company as reflected in the Company’s statutory financial statements at the close of each financial year. If there is more than one general partner, they shall share this amount between themselves as they see fit. In the event of a financial year whose duration is less than a calendar year, this remuneration shall be calculated on a pro rata basis for the time elapsed. The preferred dividend (préciput) paid over the 2025 financial year in respect of the 2024 financial year to the general partner, Tikehau Capital Commandité, amounted to €1,286,768. The preferred dividend (préciput) paid over the 2024 financial year in respect of the 2023 financial year amounted to €1,740,480. Attendance fees and other remuneration received by members of the Supervisory Board In line with the conversion of the Company into a société en commandite par actions (partnership limited by shares), a Supervisory Board was created. According to the Company’s Articles of Association, members of the Supervisory Board may receive attendance fees and remuneration, the total annual amount of which is voted on by the General Meeting of the Shareholders and whose distribution is decided by the Supervisory Board on the recommendation of the Governance and Sustainability Committee. The Internal Rules of the Supervisory Board provide that the distribution of attendance fees takes into account in particular the effective participation of each member in the meetings as well as the duties performed on the Board and its Committees, and is the subject of prior discussion by the Governance and Sustainability Committee. The fixed portion of the attendance fees received by each member of the Supervisory Board is calculated in proportion to the duration of his or her term of office during the financial year and the variable portion of attendance fees is linked to the effective participation of each member in the meetings of the Supervisory Board and/or Committees. At the General Meeting of the Shareholders of the Company held on 6 May 2024, a total of €500,000 was allocated to the members of the Supervisory Board in respect of attendance fees for each financial year. Attendance fees were paid in the 2025 financial year in respect of the 2024 financial year in the amount of €309,400. Attendance fees were paid in the 2024 financial year in respect of the 2023 financial year in the amount of €309,900. On the occasion of the appointment of Mr Xavier Musca as Chairman of the Supervisory Board and on the recommendation of the Governance and Sustainability Committee, the Supervisory Board decided, at its meeting on 15 May 2025, to increase the fixed non‑salaried remuneration of the Chairman of the Supervisory Board to €500,000, payable pro rata temporis from 2 June 2025 and for the first time in respect of the 2025 financial year. (e) Summary of remuneration received by the Managers of Tikehau Capital SCA The amounts recognised by the related parties over the financial year can be broken down as follows: (in thousands of €) 2025 (12 months) 2024 (12 months) Remuneration, excluding tax, of AF&Co Management and MCH Management in their capacity as Managers 4,923 4,151 Share of non‑deductible VAT 420 141 REMUNERATION PAID TO MANAGERS 5,343 4,292 Tikehau Capital Commandité, in its capacity as general partner, wholly‑owned by Tikehau Capital Advisors; P AF&Co Management and MCH Management, its Managers;P Tikehau Capital Advisors and its representatives (the company AF&Co, controlled by Mr Antoine Flamarion, in his capacity as Chairman of Tikehau Capital Advisors, and the company MCH, controlled by Mr Mathieu Chabran in his capacity as Chief Executive Officer of Tikehau Capital Advisors) and its subsidiary Tikehau Employee Family 2018 and one of its shareholders, Tikehau Management, both controlled by AF&Co and MCH. 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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 (f) (g) Carried interest In some funds, carried interest may be paid in the event that a performance threshold is exceeded upon the liquidation of the funds, mainly Real Assets, Private Debt and Private Equity funds. Carried interest since April 2014 breaks down as follows: 20% of available carried interest is paid to a company that is a shareholder of Tikehau Capital Advisors comprising senior employees of the Tikehau Capital Group; the remainder is distributed one third each to Tikehau Capital, the concerned asset management company (subsidiary of the Group) and Tikehau Capital Advisors. Carried interest is paid by the funds directly to the beneficiaries and recognised in the income statement when this variable consideration can be accurately estimated and when it is highly likely that no reversal will be made. Tikehau Capital and its fully consolidated subsidiaries recognised carried interest of €14.4 million in respect of the 2025 financial year (€6.0 million in 2024). Personnel expenses borne by Tikehau Capital then re‑invoiced to Tikehau Capital Advisors Following the Reorganisation carried out in 2021, certain Tikehau Capital employees provide services for Tikehau Capital Advisors (notably by the Finance and Legal Departments) which represented €1.4 million excluding tax in 2025 (€1.3 million excluding tax in 2024). Note 25 Market risks and other risks (a) (i) The market risk exposure for Tikehau Capital is divided into two sub‑sections: Exposure to risks arising from bank loans Interest rate risk As at 31 December 2025, Tikehau Capital held fixed‑rate debt with a par value of circa €1,753 million and floating‑rate debt with a par value of €150 million, as well as €450 million of interest rate hedges, compared to €350.0 million as at 31 December 2024 (see note 14 (Borrowings and financial debt)). Tikehau Capital has interest rate hedging contracts (swap), the characteristics of which at 31 December 2025, are as follows: (in millions of €) Notional Average fixed rate Average maturity As at 31 December 2024 300.0 0.88% 7.0 years AS AT 31 DECEMBER 2025 400.0 1.21% 5.1 YEARS Tikehau Capital has interest rate hedging contracts (cap), the characteristics of which at 31 December 2025, are as follows: (in millions of €) Notional Exercise price Average maturity As at 31 December 2024 50.0 3.50% 4.0 years AS AT 31 DECEMBER 2025 50.0 3.50% 3.0 YEARS (ii) Currency risk As at 31 December 2025, the Group was exposed to debt in foreign currency. This risk relates to the bond (US Private Placement) issued in US dollars in March 2022 for an amount of US$180 million. As at 31 December 2025, the foreign exchange effect over the period relating to this foreign currency debt amounted to -€19.2 million in the consolidated statement balance sheet compared to +€10.4 million as at 31 December 2024 (see note 14 (Borrowings and financial debt)). exposure of variable‑rate debt and to debt in foreign currency; P exposure of the investment portfolio and to assets in foreign currency. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT403
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 (b) Risk exposure of the investment portfolio The analysis of risks on the investment portfolio is based on the consolidated "Management Accounts". Taking into account the risks of the portfolios of intermediate investment holding companies through transparency offers a better reading of the risk. Reconciliation tables are presented in note 6 (Segment information). The risk exposure of the investment portfolio can be summarised as follows: (in millions of €) Currency risk Listed securities markets Unlisted securities markets 31 December 2025 "Management Accounts" 31 December 2024 "Management Accounts" Tikehau Capital Strategies 3,016.5 2,948.4 of which Tikehau Capital Strategies √ √ √ 2,870.6 2,829.1 Capital Markets Strategies funds √ √ n.a. 42.8 58.7 Private Debt funds (excluding CLOs) √ n.a. √ 636.2 541.7 CLO funds √ n.a. √ 513.4 452.2 Private Equity funds √ n.a. √ 889.2 1,074.1 Real Asset funds √ √ √ 789.0 702.4 of which investments related to Tikehau Capital's strategies √ √ √ 145.9 119.3 External funds and co‑investments √ n.a. √ 36.8 39.3 Shares √ √ √ 71.5 13.3 Bonds √ n.a. √ 37.6 66.7 Other investments 1,342.8 1,052.6 of which Tikehau Capital ecosystem √ √ √ 1,147.3 841.3 External funds and co‑investments √ n.a. √ 589.2 649.1 Shares √ √ √ 554.7 191.2 Bonds √ n.a. √ 3.4 1.0 of which other direct investments √ √ √ 195.5 211.3 External funds and co‑investments √ n.a. √ 6.0 5.9 Shares √ √ √ 189.5 204.6 Bonds √ n.a. √ - 0.8 INVESTMENT ACTIVITY "MANAGEMENT ACCOUNTS" 4,359.3 4,001.0 Restatements 0.4 55.5 INVESTMENT ACTIVITY 4,359.7 4,056.5 (i) Exposure to the risks arising from investments in Tikehau Capital strategies (1) (2) Capital Markets Strategies funds are presented in the current investment portfolio in the consolidated balance sheet.(1) See note 6 (Segment information).(2) Capital Markets Strategies: stress tests are performed on Capital Markets Strategies funds (the Capital Markets Strategies funds managed by TIM) to assess their resilience to historical and hypothetical scenarios. Three methodologies are used: (i) the duration of Capital Markets Strategies funds, (ii) a +100‑point spread shock for debt instruments, and (iii) a 15% drawdown for equity instruments (corresponding to the decline observed over six months since 2020). As at 31 December 2025, exposure to Capital Markets Strategies funds stood at €22.4 million (excluding Sofidy and Real Estate FMV). P The duration of the Capital Markets Strategies funds managed by TIM is 0.8, and a shock of +100 basis points on the risk‑adjusted interest rate curve could have an impact of -€0.2 million on the portfolio as at 31 December 2025. In the event of a +100‑point shock to the spread curves, the impact on the portfolio would be -€0.9 million as at 31 December 2025. Lastly, for an equity drawdown of 15%, the impact on the portfolio would be -€1.6 million as at 31 December 2025. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 404
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Private Debt: the Private Debt portfolio is diversified into six sub‑strategies: Direct Lending (fair value of €182.4 million as at 31 December 2025), Corporate Lending (fair value of €52.5 million as at 31 December 2025), Leverage Loan (fair value of €1.7 million as at 31 December 2025), Secondaries Loan (fair value of €236.1 million at 31 December 2025), CLOs (fair value of €513.4 million as at 31 December 2025), and Tactical Strategies (fair value of €163.4 million as at 31 December 2025): P Direct Lending funds: Tikehau Capital holds €182.4 million as at 31 December 2025 in the Direct Lending funds. All Direct Lending instruments held in the funds are variable/ floating interest rate, which makes the instruments resilient to changes in the risk‑free rate. Equivalent public ratings are performed for Direct Lending instruments, which include the calculation of an expected loss. The annualised expected loss assumption derived from a public equivalent rating methodology for the Private Debt instruments is 1.45%, which if realised would have an impact of -€2.6 million as at 31 December 2025 on Tikehau Capital's exposure. We note that this theoretical expected loss calculated by the rating model is significantly higher than the historical losses incurred in the management of the funds, which to date remain non‑material for the Direct Lending funds. P Corporate Lending funds: Tikehau Capital holds €52.5 million as at 31 December 2025 in Corporate Lending funds. Corporate Lending instruments can be at fixed or variable rates. The duration (modified duration) of the Corporate Lending funds amounts to 1.12 as at 31 December 2025 and a shock of +/- 100 basis points on the risk interest rate curve could have an impact on Tikehau Capital's exposure of €0.6 million. Equivalent public ratings are performed for Corporate Lending instruments, which include the calculation of an expected loss. The average expected loss for the Private Debt funds instruments is 1.45%, which, if realised, would correspond to a change in the net asset value of the funds of -€0.8 million as at 31 December 2025. We note that this theoretical for Corporate Lending expected loss calculated by the rating model should be compared to the historical losses incurred in the management of the funds, which currently stand at 0.15%. P Leverage Loans funds: Tikehau Capital holds €1.7 million as at 31 December 2025 in Leverage Loans funds. Equivalent public ratings are performed for these instruments, which include the calculation of an expected loss. The annualised expected loss on the basis of equivalent public ratings for leverage loan fund instruments is 1.45%, i.e. an impact of -€0.03 million on Tikehau Capital’s exposure at 31 December 2025. P Collateralised Loan Obligation (CLO) funds: a risk test simulating a significant economic downturn is applied to the underlying portfolios within the CLOs, impacting the assumptions against the valuation model as follows: (i) the credit default assumption stands at 3% (S&P's expected default rate), (ii) the market price adjustment -30%, and (iii) the CCC basket is set at 10% (highest experienced in portfolio – Q3 2020 exposure in CLOs). The results of the P stress test show an impact on Tikehau Capital's exposure to equity notes of -€60 million as at 31 December 2025. The risk test is performed on Tikehau Capital's exposure to CLOs, mainly related to equity notes, which amounted to €513.4 million at 31 December 2025. Tactical Strategies funds: Tikehau Capital holds €163.4 million as at 31 December 2025 in the Tactical Strategies funds. Equivalent public ratings are performed for these instruments, which include the calculation of an expected loss. The expected annualised loss based on equivalent public ratings for Private Debt Secondaries instruments is 3.1%, i.e. an impact of -€5 million at 31 December 2025 on Tikehau Capital's exposure. P Private Debt Secondaries funds: Tikehau Capital holds €236.1 million as at 31 December 2025 in the Private Debt Secondaries funds. Equivalent public ratings are performed for these instruments, which include the calculation of an expected loss. The expected annualised loss based on equivalent public ratings for Private Debt Secondaries instruments is 2.1%, i.e. an impact of -€5 million at 31 December 2025 on Tikehau Capital's exposure. P Private Equity: the stress scenario reflects the largest single drawdown period since 2020 on equity performance based on Lincoln’s International index, which stands at -12.7%, on the underlying Private Equity portfolio of €889 million as at 31 December 2025. This translates to an impact of -€112.9 million as at 31 December 2025. P Real Assets (real estate, Selectirente and IREIT): a stress scenario is used to impact real estate asset valuations. It is based on scenarios defined by the European Central Bank and the European Systemic Risk Board and used in stress tests of commercial real estate assets in the European Union in respect of 2025, published on 15 January 2025. This stress scenario uses price shocks on unlisted real estate assets in each country: -9.4% in France, -7.5% in Italy, -11.1% in Germany, -10.8% in Belgium, -8.9% in the Netherlands, etc. Valuation shocks are also influenced by the financial leverage present in the funds. The impact on Tikehau Capital's exposure would be as follows: P Tikehau IM funds: -€67 million;P Sofidy funds: -€27 million;P IREIT Global Group funds: -€13 million;P TCNA funds (Star America Infrastructure Partners): -€4.8 million. P Investments alongside Tikehau Capital’s strategies:P Tikehau Capital is mainly exposed to investments in external funds and co‑investments for €36.8 million as at 31 December 2025 (compared to €39.3 million as at 31 December 2024). These external funds mainly comprise Private Debt funds (€30.1 million as at 31 December 2025 compared to €33.3 million as at 31 December 2024) and Private Equity funds to a lesser extent (€6.7 million as at 31 December 2025 compared to €6.0 million as at 31 December 2024). P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT405
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 (ii) (c) Exposure to other direct investments Listed stocks and bonds In addition to the exposure to market risk in Tikehau Capital's Capital Markets Strategies, the Group holds interests in listed securities (stocks and bonds). As at 31 December 2025, Tikehau Capital held only interests in listed shares for an amount of €519 million (compared to €166 million as at 31 December 2024). A change in the fair value of these investments of plus or minus 10% would impact Tikehau Capital's exposure by €52 million. External funds and co‑investments In its other direct investments, Tikehau Capital has also invested in external funds and co‑investments for an amount of €658.5 million as at 31 December 2025 (compared to €676.3 million as at 31 December 2024). These external funds are mainly Private Equity funds (€626 million as at 31 December 2025 compared to €635.9 million as at 31 December 2024), Debt funds (€25.5 million as at 31 December 2025 compared to €34.5 million as at 31 December 2024) and Real Asset funds (€7 million as at 31 December 2025 compared to €5.9 million as at 31 December 2024). Exposure to currency risk Tikehau Capital’s exposure to currency risk relates to its investments in foreign currencies. As at 31 December 2025, Tikehau Capital had an exposure to currency risk on the pound sterling, the US dollar, the Singapore dollar and the Canadian dollar, as well as the Australian dollar, the Polish zloty, and the Swiss franc. A partial foreign exchange hedge on the pound sterling was set up in the first half of 2025. Exposure to currency risk increased by €357.6 million between 31 December 2024 and 31 December 2025. The table below shows the impact in profit and loss accounts of a +/-10% change in these currencies against the euro and on the basis of the "Management Accounts" consolidated financial statements as at 31 December 2025 and 31 December 2024: (in millions of €) Appreciation of 10% in the euro against the currency Depreciation of 10% in the euro against the currency As at 31 December 2025 Pound sterling -50.5 +61.7 US dollar -57.1 +69.8 Singapore dollar -6.9 +8.4 Canadian dollar -0.7 +0.9 Australian dollar -0.1 +0.1 Polish zloty -0.0 +0.0 Swiss franc -0.0 +0.0 (in millions of €) Appreciation of 10% in the euro against the currency Depreciation of 10% in the euro against the currency As at 31 December 2024 Pound sterling -18.8 +23.0 US dollar -54.9 +67.1 Singapore dollar -7.2 +8.8 Canadian dollar -0.0 +0.0 Australian dollar -1.0 +1.2 Polish zloty -0.0 +0.0 Swiss franc -0.1 +0.1 The characteristics of currency hedging contracts, Forex hedge contracts on the pound sterling, are as follows: (in millions of €) Notional Forward rate As at 31 December 2024 - - AS AT 31 DECEMBER 2025 259.5 0.87474 Tikehau Capital has invested in SPACs indirectly, through co‑sponsor vehicles, in the instruments of the Founders of the SPACs (€7.4 million as at 31 December 2025 compared with €6.9 million as at 31 December 2024). P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 406
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 (d) (e) (f) (g) Exposure to counterparty risk To manage its counterparty risk related to cash and marketable securities, Tikehau Capital only works with banks selected based in particular on their credit rating and has recourse to investments whose horizon is suited to its projected needs. Cash investments are reviewed on a weekly basis particularly in terms of credit risk. The selection of investment vehicles and counterparties and the volatility of the instruments are also subject to regular review. It is based on prudential rules ensuring the diversification of custodians and account keepers as well as the variety of vehicles and risk/return profiles. In 2025, Tikehau Capital was not exposed to any counterparty default. Exposure to liquidity risk Tikehau Capital manages its liquidity risk by maintaining a level of available cash and liquid investments (the current portfolio) that is sufficient for covering its current debts. As at 31 December 2025 the Group’s cash and cash equivalents amounted to approximately €113.9 million and its cash management financial assets were valued at around €48.7 million, compared to approximately €224.7 million and €46.7 million respectively as at 31 December 2024 (see note 12 (Cash and cash equivalents, cash management financial assets)). As at 31 December 2025, the undrawn amount of the syndicated loan was €1,000 million (€650.0 million as at 31 December 2024). Exposure to the situation in Ukraine and Russia As at 31 December 2025, the Group did not have any employees in Russia or Ukraine and had not identified any clients‑investors subject to sanctions imposed by the European Union, the United States of America or the United Kingdom. Nor does the Group have any exposure to the Russian rouble. Furthermore, none of the companies in the Company's portfolio, or in the portfolios of funds managed by the Group, is domiciled in Ukraine or Russia, and the proportion of the revenues of portfolio companies exposed to these two countries is limited. Equally, the Group has no offices or subsidiaries based in Russia or Ukraine. These geopolitical tensions may lead to a deterioration in the economic and financial situation of many sectors of activity and, over a sustained period, to production or supply difficulties, a fall in consumption, a slowdown in investment and a rise in inflation. The risk of cyber‑security incidents is correspondingly significantly increased; vigilance and systems for detecting and managing incidents or suspicious behaviour have been stepped up accordingly. In addition, the Group believes that this crisis should accelerate the megatrends observed in recent years around (i) investment in the energy transition and cybersecurity, (ii) the relocation and digitalisation of companies increasingly seeking resilience in their supply chain, (iii) an increase in the need for special financing and hybrid capital and (iv) distortions between volatility and liquidity on secondary private markets or listed bond and equity markets. The impact of this crisis on Tikehau Capital's annual financial statements as at 31 December 2025 is not material. Consideration of the macroeconomic context The economic and geopolitical environment remains uncertain and the companies or assets in which the Company or the funds managed by the Group have invested could be negatively affected in terms of their valuation, cash position, prospects and ability to distribute dividends, pay interest or, more generally, to meet their commitments. Portfolio companies remain the priority of the investment teams, which are in close contact with the management teams of these companies to assess the potential impacts of the current macroeconomic and geopolitical context and to integrate them, to the best of their knowledge, into the fair value valuations retained as at 31 December 2025. The Group remains extremely careful about the opportunities that arise, and the current macroeconomic environment encourages it to continue to remain prudent and rigorous in its investment choices. The effects of the macroeconomic environment were therefore considered in the preparation of the 2025 annual financial statements to the best of the Company’s knowledge. Additional risks and uncertainties not currently known to the Group or that it considers immaterial could have an adverse effect on its business, financial position, operating results or cash flows. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT407
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Note 26 IFRS 16 “Leases” (a) Leases where the Group is a lessee The Group leases mainly real estate assets. In accordance with IFRS 16, the Group records a “right‑of‑use” asset and a lease liability for most of its leases and these are presented on the balance sheet. However, the Group elected not to recognise “right‑of‑use” assets and lease liabilities for some leases of low‑value assets (e.g. IT equipment). The Group recognises the lease payments associated with these leases as an expense on a straight‑line basis over the term of the lease. Short‑term leases (<12 months) are recognised in lease expenses. Changes in the right‑of‑use assets are as follows: (in thousands of €) Buildings and real estate 31 December 2024 59,250 New right‑of‑use assets - Effect of withdrawal of right‑of‑use assets (932) Effect of lease amendments (duration and indexation) 23,306 Amortisation of right‑of‑use assets (13,176) Foreign currency translation effect (4,230) 31 December 2025 64,218 Changes in lease liabilities are as follows: (in thousands of €) Lease liabilities 31 December 2024 61,830 New lease liabilities 0 Effect of withdrawal of right‑of‑use assets (1,003) Effect of lease amendments (duration and indexation) 23,306 Interest expenses on lease liabilities 3,751 Payments (15,863) Foreign currency translation effect (4,809) 31 December 2025 67,212 of which current lease liabilities 11,700 of which non‑current lease liabilities 55,512 The following items were recognised on the income statement: (in thousands of €) 2025 (12 months) 2024 (12 months) Amortisation of right‑of‑use assets (13,176) (9,354) Interest expenses on lease liabilities (3,751) (1,043) Lease expenses related to low‑value assets - (1,903) Impact of terminations of leases recognised on the balance sheet - - TOTAL (16,927) (12,300) (b) Leases where the Group is a lessor The Group operates as a lessor with regard to its subsidiaries. The application of IFRS 16 concerning these leases has no impact on the consolidated financial statements. (1) The balance sheet item “Other non‑current liabilities” also includes deposits and guarantees received for €54 thousand.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 408
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Note 27 Off‑balance sheet commitments Details of off‑balance sheet commitments are presented according to the "Management Accounts" perspective. (in thousands of €) Amount as at 31 December 2025 Amount as at 31 December 2024 Description Value of the guarantee given Value of the guarantee given Uncalled commitments - Payment to current account 80 80 Uncalled commitments - Companies (capital subscription) 15,144 18,353 Uncalled commitments - External funds 159,225 186,858 Uncalled commitments - Tikehau Capital funds 1,221,960 1,455,151 Pledge for first‑demand guarantee 12,368 2,050 Sundry sureties and guarantees - - TOTAL COMMITMENTS GIVEN ("MANAGEMENT ACCOUNTS") 1,408,777 1,662,492 Restatements (377,075) (206,001) TOTAL COMMITMENTS GIVEN 1,031,703 1,456,491 (in thousands of €) Amount as at 31 December 2025 Amount as at 31 December 2024 Description Value of the guarantee received Value of the guarantee received Syndicated loan not drawn at close 1,000,000 650,000 Sundry sureties and guarantees 322 322 TOTAL COMMITMENT RECEIVED 1,000,322 650,322 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT409
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6. – – Annual consolidated financial statements as at 31 December 2025 Annual consolidated financial statements as at 31 December 2025 Note 28 Subsequent events Post‑balance sheet events impacting the IFRS financial statements are similar to those impacting the "Management Accounts". Combination of Tikehau Investment Management and Sofidy As part of a strategic reflection, the Group plans to bring its Real Estate activities closer together through a merger‑absorption of Sofidy by Tikehau Investment Management, which should take place by the end of the first half of the year. This transaction aims to bring together the expertise of its two complementary real estate teams in order to form an ambitious, multi‑strategy, multi‑geographical and more diversified unit. This internal restructuring transaction has no impact on the Group's consolidated financial statements. Offer by Pantheon LLC, through Nuveen, to acquire Schroders plc and sale of Tikehau Capital's entire stake in Schroders plc On 12 February 2026, the Boards of Directors of Schroders plc (in which Tikehau Capital held 5.41% as of that date)) and Nuveen LLC announced that they had reached an agreement on the acquisition of the entire share capital of Schroders plc by a subsidiary of Nuveen. The terms of this offer are as follows: Schroders' total valuation is £9.9 billion. The transaction is expected in the fourth quarter of 2026, after regulatory approval. As of 13 February 2026, Tikehau Capital sold its entire stake in Schroders plc for €586 million and recognised a positive change in fair value of €179 million under IFRS for the 2026 financial year. In the parent company financial statements for the 2026 financial year under French GAAP, the capital gain recognised amounts to €216.6 million and should result in an additional tax of €37.9 million after the use of tax losses. Repayment of the revolving credit facility The revolving credit facility, drawn down in the amount of €150 million as at 31 December 2025, was repaid in full on 17 February 2026 following the disposal of the Group's stake in Schroders plc. a price of 590 pences per Schroders plc share;P a dividend of 22 pences.P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 410
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Report of the Statutory Auditors on the consolidated financial statements 6.2 Report of the Statutory Auditors on the consolidated financial statements For the financial year ended 31 December 2025 To the General Meeting of the Shareholders of Tikehau Capital, OPINION In compliance with the engagement entrusted to us by your General Meeting of the Shareholders, we have audited the accompanying consolidated financial statements of Tikehau Capital for the year ended 31 December 2025. We certify that the consolidated financial statements are, in accordance with IFRS as adopted by the European Union, regular and sincere and give a true and fair view of the results of operations for the past financial year and of the financial position and assets at the end of the financial year of the Group comprising the persons and entities included in the consolidation. The audit opinion expressed above is consistent with our report to the Audit and Risk Committee. BASIS FOR OPINION Audit Framework We conducted our audit in accordance with professional standards applicable in France. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Our responsibilities under those standards are further described in the "Statutory Auditors’ responsibilities for the audit of the consolidated financial statements" section of our report. Independence We conducted our audit engagement in compliance with the independence rules required by the French Commercial Code (Code de commerce) and the French Code of Ethics (Code de déontologie) for Statutory Auditors, for the period from 1 January 2025 to the date of our report and specifically we did not provide any prohibited non‑audit services referred to in Article 5(1) of Regulation (EU) 537/2014. EMPHASIS OF MATTER Without calling into question the opinion expressed above, we draw your attention to the section entitled "Intermediate investment holding companies" in note 5 (Consolidation method and scope of consolidation), of the notes to the consolidated financial statements, which sets out the changes to the consolidation methods applied to these entities. JUSTIFICATION OF ASSESSMENTS – KEY AUDIT MATTERS In accordance with the requirements of Articles L.821‑53 and R.821‑180 of the French Commercial Code (Code de commerce) relating to the justification of our assessments, we inform you of the key audit matters relating to risks of material misstatement that, in our professional judgement, were of most significance in our audit of the consolidated financial statements of the current period, as well as how we addressed those risks. The assessments thus made are part of the audit of the consolidated financial statements taken as a whole, as approved above, and the formation of our opinion expressed above. We do not express an opinion on these consolidated financial statements taken in isolation. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT411
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6. – – Annual consolidated financial statements as at 31 December 2025 Report of the Statutory Auditors on the consolidated financial statements Valuation of the non‑current investment portfolio classified as fair value Level 3 Risk identified Our response Your Group holds non‑current investments on its balance sheet valued at fair value. Your Group’s non‑current investment portfolio amounted to €4,317 million as at 31 December 2025, of which €3,998 million were classified as fair value Level 3. The accounting methods applicable to the non‑current investment portfolio and the methods used to determine the fair value of securities are described, respectively, in notes 3a (Main accounting methods / Investment portfolio), 3b (Determining fair value) and 8 (Non‑current investment portfolio) to the consolidated financial statements. For the purposes of this valuation, and in accordance with IFRS 13, the investment portfolio has been broken down in accordance with the method for determining fair value based on three different levels (Level 1, 2 and 3). Level 3 includes non‑listed securities on an active market, where a significant portion of the valuation refers to non‑observable data. Your Group notably takes into consideration the following valuation methods: the transaction value, the discounted cash flow method, the market comparison method and the sector transaction method. We considered that the valuation of the non‑current investment portfolio classified as Level 3 to be a key audit matter, as it requires management to exercise its judgement in terms of the choice of methods and data used. We reviewed the process and key controls implemented by your Group to classify financial assets according to their fair value level and to measure the financial assets in the non‑current investment portfolio classified as Level 3 in fair value. For a sample of investments, we: SPECIFIC VERIFICATIONS We have also performed, in accordance with professional standards applicable in France, the specific verifications required by law and regulations of the Group’s information given in the management report of the Managers. We have no matters to report as to their fair presentation and their consistency with the consolidated financial statements. analysed the assumptions, methodologies, and models used by the management; P analysed the valuations made by management and tested the assumptions and main parameters used against external sources; P we compared, regarding investments of your Group in investment funds, the fair value used by the management with the last available net asset value. We also examined the relevance of the information provided in this respect in notes 3a, 3b and 8 of the consolidated financial statements. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 412
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual consolidated financial statements as at 31 December 2025 Report of the Statutory Auditors on the consolidated financial statements OTHER VERIFICATIONS OR INFORMATION REQUIRED BY LAW AND REGULATIONS Format of the consolidated financial statements to be included in the annual financial report In accordance with the professional standards governing the procedures to be carried out by the Statutory Auditor on annual and consolidated financial statements presented in the European Single Electronic Format, we also checked compliance with this format as defined by Commission Delegated Regulation (EU) 2019/815 of 17 December 2018 in the presentation of the consolidated financial statements to be included in the annual financial report mentioned in Article L.451‑1‑2‑I of the French Monetary and Financial Code (Code monétaire et financier), prepared under the responsibility of the Managers. As this concerned consolidated financial statements, our work included checking the compliance of the tags used for these accounts with the format defined by the aforementioned regulation. On the basis of our work, we concluded that the presentation of the consolidated financial statements to be included in the annual financial report complies, in all material respects, with the European Single Electronic Format. It is not our responsibility to check that the consolidated financial statements actually included by your Company in the annual financial report filed with the AMF correspond to those on which we performed our work. Appointment of the Statutory Auditors We were appointed as Statutory Auditors of Tikehau Capital by your General Meeting of the Shareholders held on 1 June 2017 for FORVIS MAZARS and on 7 November 2016 for ERNST & YOUNG et Autres. As at 31 December 2025, FORVIS MAZARS was in its ninth year and ERNST & YOUNG et Autres in its tenth year of total uninterrupted service (of which nine years since the Company's shares were admitted to trading on a regulated financial market). THE MANAGEMENT'S RESPONSIBILITIES AND THE RESPONSIBILITIES OF THOSE CHARGED WITH GOVERNANCE REGARDING THE CONSOLIDATED FINANCIAL STATEMENTS Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with IFRS standards as adopted by the European Union and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. In preparing the consolidated financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to the going concern and using the going concern basis of accounting unless it is expected that the Company will be liquidated or cease operations. It is the responsibility of the Audit and Risk Committee to oversee the financial reporting process and to monitor the effectiveness of internal control and risk management systems, as well as, where applicable, the internal audit function, with regard to procedures relating to the preparation and processing of accounting and financial information. The consolidated financial statements were approved by the Managers. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT413
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6. – – Annual consolidated financial statements as at 31 December 2025 Report of the Statutory Auditors on the consolidated financial statements STATUTORY AUDITORS’ RESPONSIBILITIES FOR THE AUDIT OF THE CONSOLIDATED FINANCIAL STATEMENTS Objectives and audit approach Our role is to issue a report on the consolidated financial statements. Our objective is to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with professional standards will always detect a material misstatement when it exists. Discrepancies may arise from fraud or result from errors, and are considered material when it can reasonably be expected that they, individually or in aggregate, could influence the economic decisions that users of the financial statements make on the basis of those statements. As stated in Article L.821‑55 of the French Commercial Code, our audit engagement does not involve providing assurance as to the viability or quality of your Company’s management. As part of an audit conducted in accordance with professional standards applicable in France, the Statutory Auditor exercises professional judgement throughout the audit. In addition, it: Report to the Audit and Risk Committee We submit to the Audit and Risk Committee a report which includes in particular a description of the scope of the audit and the audit programme implemented, as well as the results of our audit. We also report, if any, significant deficiencies in internal control regarding the accounting and financial reporting procedures that we have identified. Our report to the Audit and Risk Committee includes the risks of material misstatement that, in our professional judgment, were of most significance in the audit of the consolidated financial statements of the current period and which are therefore the key audit matters that we are required to describe in this report. We also provide the Audit and Risk Committee with the declaration provided for in Article 6 of Regulation (EU) 537/2014, confirming our independence within the meaning of the rules applicable in France such as they are set in particular by Articles L.821‑27 to L.821‑34 of the French Commercial Code (Code de commerce) and in the French Code of Ethics (Code de déontologie) for Statutory Auditors. Where appropriate, we discuss with the Audit and Risk Committee the risks that may reasonably be thought to bear on our independence, and the related safeguards. Levallois‑Perret and Paris‑La Défense, 18 March 2026 The Statutory Auditors FORVIS MAZARS Gilles Magnan ERNST & YOUNG et Autres Vincent Roty identifies and assesses the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, designs and performs audit procedures to address those risks, and obtains audit evidence considered to be sufficient and appropriate to provide a basis for its opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control; P obtains an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control; P evaluates the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management in the consolidated financial statements; P assesses the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going P concern. This assessment is based on the audit evidence obtained up to the date of his audit report. However, future events or conditions may cause the Company to cease to continue as a going concern. If the Statutory Auditor concludes that a material uncertainty exists, there is a requirement to draw attention in the audit report to the related disclosures in the consolidated financial statements or, if such disclosures are not provided or inadequate, to modify the opinion expressed therein; evaluates the overall presentation of the consolidated financial statements and assesses whether these consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation; P obtains sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. The Statutory Auditor is responsible for the direction, supervision and performance of the audit of the consolidated financial statements and for the opinion expressed on these consolidated financial statements. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 414
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07/ – – Annual financial statements as at 31 December 2025 7.1 ANNUAL FINANCIAL STATEMENTS AS AT 31 DECEMBER 2025 416 7.1.1 Compared balance sheets 416 7.1.2 Compared income statements 418 7.1.3 Cash flow statement 419 7.1.4 General context and procedures for preparing the financial statements 420 7.1.5 Accounting methods and principles 422 7.1.6 Notes to the annual financial statements 425 7.2 REPORT OF THE STATUTORY AUDITORS ON THE ANNUAL FINANCIAL STATEMENTS 448 415 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT
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7. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 7.1 Annual financial statements as at 31 December 2025 7.1.1 COMPARED BALANCE SHEETS ASSETS (in thousands of €) Notes 31 December 2025 31 December 2024 Restated Gross Amortisation and impairment Net Net Intangible assets 1 1,173,624 (5,085) 1,168,539 1,169,163 Goodwill 1,155,239 - 1,155,239 1,155,239 Other intangible assets 18,385 (5,085) 13,300 13,924 Tangible fixed assets 2,169 (1,848) 321 510 Other tangible fixed assets 2,169 (1,848) 321 510 Financial assets 2 5,580,395 (207,546) 5,372,849 5,316,850 Equity investments 1,747,132 (48,742) 1,698,390 1,279,329 Receivables from equity investments 1,304,336 (8,062) 1,296,274 1,417,255 Other non‑current securities 2,367,618 (132,828) 2,234,789 2,519,267 Loans 72,244 - 72,244 5,585 Other financial assets 89,065 (17,913) 71,152 95,414 SUB‑TOTAL NON‑CURRENT ASSETS 6,756,188 (214,479) 6,541,709 6,486,522 Receivables 3 49,702 - 49,702 30,308 Trade receivables and related accounts 12,357 - 12,357 15,078 Other receivables 35,957 - 35,957 13,581 Prepaid expenses 1,387 - 1,387 1,650 Marketable securities 4 47,261 - 47,261 161,477 Other securities 36,342 36,342 54,146 Term deposits 5,214 - 5,214 22,581 Cash and cash equivalents 5,703 - 5,703 84,478 SUB‑TOTAL CURRENT ASSETS 96,962 - 96,962 191,785 Translation differences – Assets 5 28,395 - 28,395 23,921 Borrowings redemption premium 6 2,638 - 2,638 1,840 Borrowings issuance costs 6 17,656 - 17,656 6,411 TOTAL ASSETS 6,901,839 (214,479) 6,687,360 6,710,208 (1) (2) Change in accounting method relating to the application of new ANC Regulation No. 2022‑06.(1) All receivables are due within one year. (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 416
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 LIABILITIES (in thousands of €) Notes 31 December 2025 31 December 2024 Restated Shareholders' equity Share capital 2,102,974 2,102,974 Issuance, merger and in‑kind premiums 1,454,589 1,482,002 Revaluation differences - - Equivalence differences - - Reserves Legal reserve 57,683 51,250 Regulated reserves - - Other reserves - - Retained earnings 89,731 106,839 Net result for the period 62,677 128,677 Regulated provisions 5,520 5,385 TOTAL SHAREHOLDERS’ EQUITY 7 3,773,175 3,877,126 Provisions for risks and liabilities 8 Provisions for risks 28,300 19,179 Provisions for expenses 1,636 1,424 Liabilities Bonds 1,794,010 1,499,737 Borrowings and debt from credit institutions 150,113 150,149 Trade payables and related accounts 10 18,482 10,995 Tax and social security payables 10 8,960 13,956 Debts on non‑current assets and related accounts 899,620 1,088,635 Other current liabilities 10 1,020 6,994 Prepaid income - - SUB‑TOTAL LIABILITIES 9 2,872,205 2,770,464 Translation differences – Liabilities 5 12,044 42,014 TOTAL LIABILITIES 6,687,360 6,710,208 Based on the allocation that will be proposed to the General Meeting of the Shareholders of 30 April 2026 and the payment of a cash dividend of €0.80 per share, as well as the number of shares as at 31 December 2025, the amount of the dividend to be paid will be €140,198 thousand, plus a preferred dividend of €627 thousand, for a total dividend to be paid (including the preferred dividend) of €140,825 thousand. (2) (2) Change in accounting method relating to the application of new ANC Regulation No. 2022‑06.(1) Of which within one year: €1,269 thousand.(2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT417
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7. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 7.1.2 COMPARED INCOME STATEMENTS INCOME STATEMENT (in thousands of €) Notes 31 December 2025 31 December 2024 Restated ChangeTotal Total Other operating income Net revenues 12 24,123 21,390 2,734 Other income 12 6,252 4,267 1,985 TOTAL OPERATING INCOME (I) 30,375 25,657 4,718 Other purchases and external expenses (35,354) (37,854) 2,501 Taxes, duties and similar payments (2,085) (1,615) (470) Wages (9,968) (9,810) (159) Social security contributions (5,748) (5,005) (743) Amortisation, impairment and provisions (1,755) (1,205) (539) Provisions - (12) 12 Other expenses (5,793) (4,987) (806) TOTAL OPERATING EXPENSES (II) (60,703) (60,487) (216) OPERATING INCOME (I - II) (30,328) (34,830) 4,502 Income from equity investments 183,903 177,926 5,977 Income from other marketable securities and receivables 46,138 53,071 (6,933) Other interest income and similar income 10,280 12,423 (2,143) Provisions reversals and expense transfers 80,960 91,327 (10,367) Positive currency translation differences 4,962 17,803 (12,840) Income from disposals of financial assets 255,643 205,807 49,836 Net gain on disposals of marketable securities 39,996 32,626 7,370 TOTAL FINANCE INCOME (III) 621,883 590,983 30,900 Impairment of financial assets (160,858) (124,175) (36,684) Interest expenses and similar expenses (77,773) (59,693) (18,080) Negative currency translation differences (5,416) (3,544) (1,872) Book values of financial assets sold (270,128) (213,276) (56,852) Net loss on disposals of marketable securities (38,075) (29,549) (8,526) TOTAL FINANCIAL EXPENSES (IV) (552,250) (430,236) (122,014) FINANCIAL INCOME (III - IV) 13 69,633 160,747 (91,114) RECURRING PROFIT (LOSS) BEFORE TAX (I - II + III - IV) 39,305 125,916 (86,611) TOTAL NON‑RECURRING INCOME (V) - - - TOTAL NON‑RECURRING EXPENSES (VI) - - - NON‑RECURRING INCOME (V - VI) 14 - - - Employee profit‑sharing (VII) (1,797) (1,613) (184) Corporate income tax (VIII) 11 25,169 4,374 20,796 NET RESULT 62,677 128,677 (65,999) (1) (2) (3) (5) Change in accounting method relating to the application of new ANC Regulation No. 2022‑06.(1) Including reversals of depreciation, amortisation and impairment: €61 thousand.(2) No equipment and property leases.(3) Including €8.9 million related to interest rate derivatives.(4) Including €73 million in borrowing costs and €4.7 million in costs relating to interest rate derivatives.(5) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 418
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 7.1.3 CASH FLOW STATEMENT (in thousands of €) 31 December 2025 31 December 2024 Non‑current investment portfolio 20,897 52,279 Acquisition of items of the non‑current portfolio (194,232) (463,495) Disposal of items of the non‑current portfolio 528,694 313,956 Cashed in revenues 266,927 201,818 Dividends received 143,811 133,369 Interest 123,116 68,449 Current investment portfolio 19,996 32,208 Acquisition of items of the current portfolio (20,000) (18) Disposal of items of the current portfolio 39,996 32,626 Cashed in revenues, short term - - Dividends received - - Interest - - Operating payables and receivables relating to the investment portfolio (1,594) 5,242 Other investments and divestments in companies in the scope of consolidation - - Revenues from Asset Management activity 6,179 902 Net income on cash equivalents 967 1,565 Operating expenses (42,463) (27,242) Tax paid 13,398 4,752 NET CASH FLOWS FROM OPERATING ACTIVITIES (197,749) (19,511) Capital increase - - Dividends paid to shareholders (139,353) (130,806) Borrowings 243,302 111,296 Cash management financial assets - - Other financial flows - - NET CASH FLOWS FROM FINANCING ACTIVITIES 103,949 (19,510) Theoretical change in cash‑flow (excluding impact of foreign currency translation) (93,800) (39,021) Impact of foreign currency translation (2,373) 374 Cash at the beginning of the year (including term deposits) 107,090 56,090 Cash at the end of the year (including term deposits) 10,917 107,059 Change in cash‑flow (96,173) 50,969 In the cash flow statement, so‑called "buy/sell" transactions on assets are treated as net. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT419
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7. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 7.1.4 GENERAL CONTEXT AND PROCEDURES FOR PREPARING THE FINANCIAL STATEMENTS (a) (b) (c) General context Tikehau Capital SCA (the "Company") is a French société en commandite par actions (partnership limited by shares), with a share capital of €2,102,974,080 at the closing date. Its corporate purpose includes all forms of investment, with no specific restrictions or constraints in terms of the target asset classes, or their sector or geographic allocation. Accordingly, under the terms of its Articles of Association, Company’s corporate purpose, in France and abroad is: Procedures for preparing the financial statements The annual financial statements as at 31 December 2025 relate to the period from 1 January to 31 December 2025, a 12‑month period identical to that used in the previous year. The financial statements are expressed in thousands of euros, unless otherwise specified. Some totals may include differences due to rounding off. They comprise: The annual financial statements for the 2025 financial year were prepared in accordance with Articles L.123‑12 to L.123‑28 and R.123‑172 to R.123‑208 of the French Commercial Code and in accordance with the provisions of the new accounting regulations revising the General Accounting Charter (Plan Comptable Général – PCG) drawn up by the Autorité des normes comptables (ANC 2022‑06), which amends ANC Regulation No. 2014‑03 of 24 July 2020. General accounting conventions were applied in conformity with the principles of prudence in accordance with the following basic assumptions: and in accordance with general guidelines for the preparation and presentation of annual financial statements. The annual financial statements as at 31 December 2025 were drawn up by the Managers on 17 February 2026 and submitted to the Company's Supervisory Board on 18 February 2026. Significant events relating to the 2025 financial year Capital increases On 10 March 2025, Tikehau Capital carried out a capital increase for an amount of around €0.6 million by capitalisation of the issue premium and by the issuance of 50,100 shares. The purpose of this capital increase was to deliver the free shares allocated under the fourth tranches of the TIM 2020 7‑year Plan and the Sofidy 2020 7‑year Plan. As at 10 March 2025, the Company’s share capital amounted to €2,103,575,280 and was made up of 175,297,940 shares. On 24 March 2025, Tikehau Capital carried out a capital increase for an amount of around €13.1 million by capitalisation of the issue premium and by the issuance of 1,095,044 shares. The purpose of this capital increase was to deliver free shares allocated as part of the: As of 24 March 2025, the Company's share capital amounted to €2,116,715,808, and was made up of 176,392,984 shares. "the direct or indirect acquisition of stakes, the arrangement and structuring of investment transactions in all sectors and involving all asset classes, the real estate sector, and small and mid‑cap companies; P the management, administration and disposal or liquidation of these stakes, under the best possible conditions; P all of the above, directly or indirectly, on its behalf or on behalf of a third party, alone or with a third party, through the creation of new companies, contribution, partnership, subscription, purchase of securities or rights, merger, alliance, special partnership (société en participation), leasing or leasing out or management of assets or other rights in France and abroad; P all administrative, financial, accounting, legal, commercial, IT or management services offered to the Company’s subsidiaries or any other companies in which it holds an interest; P and, generally, any financial, commercial, industrial, security or property transactions that may relate directly or indirectly to the above corporate purpose, or to any similar or related purposes, so as to promote its expansion and development”. P the balance sheet;P the income statement;P the cash flow statement; andP the accompanying notes.P going concern;P consistency of accounting methods between financial periods; P independence of financial period;P First tranche of the 2023 FSA Plan, of the 2023 TIM Performance Share Plan, of the 2023 Sofidy Performance Share Plan, of the 2023 TIM Retention Plan and of the 2023 Sofidy Retention Plan; P Second tranche of the New Chapter 7‑year Plan, the 2022 TIM Performance Share Plan, the 2022 Sofidy Performance Share Plan, the 2022 ACE Performance Share Plan, the 2022 TIM Retention Plan, the 2022 Sofidy Retention Plan and the 2022 ACE Retention Plan; P Second tranche of the 2022 FSA Plan;P Third tranche of the 2021 TIM Performance Share Plan, the 2021 Sofidy Performance Share Plan and the 2021 ACE Performance Share Plan. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 420
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 Investment Grade rating (BBB-, stable outlook) confirmed by the financial rating agency S&P Global Ratings On 1 April 2025, the financial agency S&P Global Ratings confirmed Tikehau Capital's Investment Grade BBB- financial rating, with a stable outlook, during its annual review. The agency highlighted in a positive light the Company's ability to use its own balance sheet to develop new strategies and new generations of funds, while continuing to align its interests with those of its investors. S&P Global Ratings again expressed its confidence in the Group's ability to maintain and develop its business in a volatile environment. Tikehau Capital capital decrease On 31 July 2025, Tikehau Capital carried out a capital decrease by cancelling treasury shares, charging to the “issue premium” account an amount of around -€13.7 million corresponding to the difference between the amount of the par value of €12 for each of the shares cancelled and the acquisition price of these shares. This capital decrease led to the cancellation of 1,145,144 treasury shares. As at 31 July 2025, the share capital of the Company amounted to €2,102,974,080 and was made up of 175,247,840 shares. Bond issue On 8 April 2025, Tikehau Capital carried out a new bond issue for an amount of €500 million maturing in April 2031. It carries a 4.250% annual fixed coupon and is admitted to trading on Euronext Paris. The proceeds of this new issue will be used for the general needs of Tikehau Capital and, to the tune of €200 million, were used to buy back the existing bonds contributed to the tender offer announced on 28 March 2025, relating to its existing bonds, amounting to €500 million bearing interest at a rate of 2.250% per annum and issued on 14 October 2019 and maturing on 14 October 2026. Investment Grade rating (BBB-, stable outlook) confirmed by the financial rating agency Fitch Ratings On 22 October 2025, Fitch Ratings confirmed the long‑term rating of Tikehau Capital at BBB- with a stable outlook. In its press release, Fitch Ratings highlights the strength of Tikehau Capital’s balance sheet and model, which are the drivers of its strategy. In a sluggish market context, the agency noted the Group’s ability to maintain financial ratios compatible with an Investment Grade profile. Renewal and increase of the revolving credit facility Tikehau Capital renewed and increased its revolving credit facility from €800 million to €1.15 billion. This new renewable facility replaces the previous one, which matured in 2028, and was agreed for an initial period of five years, with two extension options of one year each, thus extending the Group's financing horizon until at least 2030, and potentially until 2032. Following the capital increases and the capital decrease, as at 31 December 2025 and as at 31 December 2024, the Company’s share ownership was as follows: 31 December 2025 31 December 2024 Number of shares % of capital and voting rights Number of shares % of capital and voting rights Tikehau Capital Advisors 96,051,532 54.8% 99,814,870 57.0% MACSF Épargne Retraite 10,918,399 6.2% 10,918,399 6.2% Crédit Mutuel Arkéa 5,176,988 3.0% 5,176,988 3.0% Tikehau Management 433,264 0.2% 628,423 0.4% Neuflize Vie 2,274,836 1.3% 2,274,836 1.3% Makemo Capital 1,569,825 0.9% 1,202,099 0.7% TEF 2018 125,000 0.1% 125,000 0.1% MAJORITY SHAREHOLDERS ACTING IN CONCERT (A) 116,549,844 66.5% 120,140,615 68.6% Fonds Stratégique de Participations 12,113,782 6.9% 12,113,782 6.9% Esta Investments (Temasek Group) 7,672,220 4.4% 5,980,042 3.4% CARAC 4,418,477 2.5% 4,418,477 2.5% MACIF 3,348,280 1.9% 3,348,280 1.9% Suravenir 2,769,589 1.6% 2,769,589 1.6% Others 28,375,648 16.2% 26,477,055 15.1% OTHER SHAREHOLDERS (B) 58,697,996 33.5% 55,107,255 31.4% TOTAL SHARE OWNERSHIP (A + B) 175,247,840 100% 175,247,840 100.0% TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT421
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7. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 (d) Events subsequent to 31 December 2025 Tender offer by Nuveen for Schroders plc and sale of Tikehau Capital's entire stake in Schroders plc On 12 February 2026, the Boards of Directors of Schroders plc (in which Tikehau Capital held a 5.41% stake at that date) and Nuveen LLC announced that they had reached an agreement on the acquisition of the entire share capital of Schroders plc by a subsidiary of Nuveen. The terms of the offer are as follows: Schroders' total valuation is £9.9 billion. The completion of this transaction is expected in the fourth quarter of 2026, after regulatory approval. As at 13 February 2026, Tikehau Capital sold its entire stake in Schroders plc. Repayment of the revolving credit facility The revolving credit facility, drawn down in the amount of €150 million as at 31 December 2025, was repaid in full on 17 February 2026 following the disposal of the Group's stake in Schroders plc. Combination of Tikehau Investment Management and Sofidy As part of a strategic reflection, the Group plans to bring its Real Estate activities closer together through a merger‑absorption of Sofidy by Tikehau Investment Management, which should take place by the end of the first half of the year. This transaction aims to bring together the expertise of its two complementary real estate teams in order to form an ambitious, multi‑strategy, multi‑geographical and more diversified unit. 7.1.5 ACCOUNTING METHODS AND PRINCIPLES Since 1 January 2025, Tikehau Capital has applied ANC Regulation No. 2022‑06, which amends ANC Regulation No. 2018‑01 and ANC Regulation No. 2014‑03. This regulation authorises the Company to introduce changes in its accounting method in the aim of providing better financial information. In order to ensure comparability between the financial year ended 31 December 2024 and the financial year ended 31 December 2025, ANC Regulation No. 2022‑06 has been applied to the balance sheet and income statement for the financial year ended 31 December 2024, hence the mention "restated" in the 2024 columns affected by these changes. In note 19, the financial statements (balance sheet and income statement) published for the financial year ended 31 December 2024 were presented. With the exception of the application of ANC Regulation 2022‑06 and the change in presentation mentioned in Section 7.1.4, the accounting methods and principles applied remain identical to those used for the closing of the previous financial year. Tangible and intangible assets Tangible and intangible assets are recognised at their acquisition cost and are amortised over their useful lives on a straight‑line basis. The main durations are as follows: Intangible assets also include goodwill and the Tikehau Capital brand, which are recognised at their purchase price. The brand's valuation was assessed on the basis of the royalty method, corresponding to the discounted amount of future royalties that the brand would be able to generate after deduction of all necessary expenses for its maintenance. The future royalties are determined on the basis of future revenues generated by the company operating the brand, to which is applied a royalty fee in effect on similar brands and/ or in similar contexts. Goodwill and the brand are subject to an impairment test once a year or more frequently if there is evidence of impairment. This impairment test will be assessed by applying the discounted cash flow method (DCF) for goodwill and the royalty method for the brand. If the recoverable amount is lower than the book value, an impairment loss is recognised for the difference. Financial assets Financial assets consist of equity investments and related receivables, other fixed securities (portfolio securities, bonds, etc.) and other financial assets (mainly loans and security deposits). The classification of securities as financial assets is assessed with regard to the investment horizon, the percentage held in the capital of the company concerned and the influence which may result from the investment made by the Company. The gross values of financial assets are recognised at their acquisition cost, including, where applicable, technical merger losses allocated to the relevant lines. a price of 590 pence per Schroders plc share;P a dividend of 22 pence.P usufruct: between 5 and 15 years, depending on the duration of entitlement; P software: 1 to 3 years;P fixtures and fittings of premises: 3 to 6 years;P transport equipment: 3 to 5 years;P office equipment and furniture: 3 to 5 years.P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 422
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 (a) Equity investments Equity investments in listed or non‑listed companies are subject to impairment when their value‑in‑use falls below their gross book value. These impairment tests are carried out at each balance sheet date. Value‑in‑use is determined after a review of the economic and financial performance of each company, taking into consideration in particular one or more of the following valuation methods (applicable or available as the case may be): This multi‑criteria analysis takes into account, in particular, Company’s intrinsic knowledge of its equity investments. An impairment loss is recognised when the value‑in‑use determined, the value considered the most relevant, is lower than the net book value of securities at the Company. An impairment loss corresponds to the difference between the two values. Capital gains on the disposal of equity securities are calculated using the first‑in, first‑out (FIFO) method, except for listed equity securities, for which we apply the weighted average unit cost method (WACU). From a tax point of view, the only method used is the FIFO for all equity securities, including listed securities. (b) Other non‑current securities The value‑in‑use of the other non‑current securities is determined using the latest valuation components available (latest liquidation value). An impairment loss is recognised when the value‑in‑use determined, the value considered the most relevant, is lower than the net book value of securities in Tikehau Capital statutory accounts. An impairment loss corresponds to the difference between the two values. Acquisition costs for investments The Company has opted to capitalise acquisition costs for investments (transfer costs, fees or commissions and legal fees). These fees are amortised over a five‑year period, from the date of acquisition of the investments, and the deferral is included under special depreciation allowances. Operating receivables and payables Receivables and payables are measured at their par value. An impairment loss is recognised when the inventory value is lower than the book value. Marketable securities Marketable securities are recognised at their acquisition cost and are subject to impairment if this cost is lower than the inventory value (stock market price, net asset value, etc.). Cash equivalents and other current financial assets are recognised according to the “First In, First Out” method. Provisions A provision is recognised when the Company has an obligation with regard to a third party and it is probable or certain that this obligation will give rise to a disbursement of resources to this third party, without being matched by at least an equivalent payment from this third party. Financial debt Financial debts are recognised at their historical cost. Loan issuance costs are recognised in assets under deferred expenses and are amortised over the duration of the loans implemented. Currency transactions During the year, currency transactions are recorded at their equivalent value in euros on the date of the operation. Payables, receivables and cash in currencies from outside the euro zone are recognised on the balance sheet at their equivalent value at the year‑end rate. The difference resulting from the recalculation of payables and receivables in currencies from outside the euro zone at the latest price is recognised under translation differences at this same rate. Unrealised losses resulting from this conversion are subject to a provision for liabilities in their totality. the value of the shareholders’ equity of the assessed company; P the market or transaction value method: transactions over the last 12 months or the last months of activity if the company has not completed a full 12‑month financial year since the equity stake was acquired, unless the Company is aware of a valuation considered more relevant; P the discounted cash flow method (DCF): this method determines the present value of cash flows a company will generate in the future. Cash‑flow projections prepared in connection with the management of the company in question include a critical analysis of the business plan of said company. The discount rate used is the weighted average cost of capital, which represents the cost of debt of the company and the notional cost of estimated equity, weighted by the proportion of each of these two components in the financing of the company. This rate is set next to that used by analysts for listed companies in the same sector; P the stock market comparable method: valuation multiples of the company under assessment are compared with those of a sample of companies in the same or similar industry. The average of the sample then establishes a valuation benchmark applicable to the assessed company; P the industry transaction method: valuation multiples of the company under assessment are compared with those of a sample of companies sold in the same industry or similar. The average of the sample then establishes a valuation benchmark applicable to the assessed company; P the valuation method used according to the terms of the applicable shareholders’ agreements; P the latest net asset value or latest known independent expert valuation as applicable; P the average price over the last 20 trading days;P the valuation as per a recognised public indicator such as the net asset value (when it exists and is applicable). 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7. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 Derivatives listed on organised markets and similar Tikehau Capital may trade derivatives as part of its strategy of managing interest‑rate risks on bank borrowings and issues of debt instruments or market risks. Changes in the value of derivatives are recognised on the income statement in financial income and expenses. Derivatives used for hedging purposes Non‑current financial derivatives consist of: The notional amount of these instruments is shown as an off‑balance sheet commitment (see note 15 (Off‑balance sheet commitments)). The accounting principles applicable to forward financial instruments and hedging transactions have been modified by the ANC regulation 2015‑05 of 2 July 2015 and by its presentation note. In accordance with the text, the Company may have to make provisions for certain swap contracts that have sustained losses related to asymmetries between hedged items and said contracts, both in terms of maturity and interest rates. Non‑recurring expenses and income Following the application of ANC Regulation 2022‑06, all disposals of financial assets are presented in financial income (expense). Only unusual events unrelated to the Company's business will be included in non‑recurring income. Corporate tax (tax charge) Generally speaking, only outstanding tax liabilities are recorded in the individual accounts. The tax charge recognised on the income statement corresponds to the corporation tax due in respect of the financial year. It includes the consequences of the payroll tax contributions. As at 1 January 2017, the Company opted for the French tax regime for groups of companies. As at 31 December 2025, the scope included nine companies. Under this agreement, the Company is solely liable for the tax due on overall income and therefore recognises the total debt or tax receivable by the tax consolidation group. Thus Article 1 of the agreement stipulates that “the subsidiary shall pay the parent company, as a contribution to the payment of the corporation tax of the Integrated Group and, irrespective of the actual amount of such tax an amount equal to the tax which would have affected its net income and/or long‑term capital gain for the year if it were taxable separately, therefore deducting all of the allocation rights which the subsidiary would have been entitled to in the absence of integration.” “At the end of a loss‑making financial year, the subsidiary will not hold any claim against the parent company, not even in the event that the latter has set up a claim on the Treasury by opting for a total‑loss carry‑back.” Use of estimates and judgements The preparation of the financial statements requires that assumptions and estimates that affect the reported amounts of assets and liabilities on the balance sheet and the reported amounts of revenues and expenses for the year be taken into consideration. Management review their estimates and assessments on an ongoing basis, based on their previous experience, as well as on various other factors that they consider reasonable, which form the basis for their assessment of the book value of the assets and liabilities. By their very nature, evaluations based on these estimates include risks and uncertainties relating to the future, in that the definitive future results of the operations concerned could prove different from these estimates and thereby have a significant impact on the financial statements. The main estimates made by Management in preparing the financial statements concern the estimated value‑in‑use for each portfolio investment. Interest rate swaps set up as part of interest rate risk management on bank debts; P Forex hedges on foreign currency equity investments.P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 424
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 7.1.6 NOTES TO THE ANNUAL FINANCIAL STATEMENTS Note 1 Intangible assets (in thousands of €) As at 31 December 2024 Acquisition Provision Sale Reversal As at 31 December 2025 Gross value of intangible assets 1,172,737 2,096 (1,210) 1,173,624 Goodwill (fonds de commerce) 1,155,239 - - 1,155,239 Brand 10,710 - - 10,710 Software 5,582 1,398 - 6,980 Usufructs SCPI 38 - - 38 Intangible assets in progress 1,169 698 (1,210) 657 Amortisation, impairment of intangible assets (3,575) (1,510) (5,085) Brand - - - - Software (3,537) (1,510) - (5,047) Goodwill (fonds de commerce) - - - - Usufructs SCPI (38) - - (38) Intangible assets in progress - - - - NET VALUE OF INTANGIBLE ASSETS 1,169,163 586 (1,210) 1,168,539 Goodwill (fonds de commerce) 1,155,239 - - 1,155,239 Brand 10,710 - - 10,710 Software 2,045 (112) - 1,933 Usufructs SCPI - - - - Intangible assets in progress 1,169 698 (1,210) 657 The goodwill item includes the Corporate activity contributed by TCA during the reorganisation in 2021. No indication of impairment appeared over 2025 to lead us to recognise an impairment of intangible assets that were tested (goodwill, brand). TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT425
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7. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 Note 2 Financial assets (a) Changes over the financial year (in thousands of €) As at 31 December 2024 Acquisition Provision Sale Reversal As at 31 December 2025 Gross value of financial assets 5,457,146 1,899,224 (1,775,798) 5,580,395 Investments 1,312,750 597,019 (162,637) 1,747,132 Receivables from equity investments 1,417,503 693,314 (806,480) 1,304,336 Other non‑current securities 2,612,916 516,806 (762,104) 2,367,618 Loans and other financial assets 113,976 92,086 (44,577) 161,309 Impairment of financial assets (140,296) (164,350) 96,923 (207,546) Investments (33,421) (41,699) 26,378 (48,742) Receivables from equity investments (248) (7,935) 120 (8,062) Other non‑current securities (93,649) (88,889) 49,710 (132,828) Loans and other financial assets (12,977) (25,828) 20,716 (17,913) Net value of financial assets 5,316,850 1,734,874 (1,678,874) 5,372,849 Investments 1,279,329 555,320 (136,258) 1,698,390 Receivables from equity investments 1,417,255 685,379 (806,360) 1,296,274 Other non‑current securities 2,519,267 427,917 (712,395) 2,234,789 Loans and other financial assets 100,999 66,258 (2,861) 143,396 (b) Equity Investments Equity investments are composed of listed or unlisted securities. They break down as follows: (in thousands of €) As at 31 December 2024 Acquisition Provision Sale Reversal As at 31 December 2025 Gross value of equity investments 1,312,750 597,019 (162,637) 1,747,132 Listed securities 331,769 - (57) 331,712 Non‑listed securities 980,981 597,019 (162,580) 1,415,420 Impairment of equity investments (33,422) (30,760) 15,432 (48,742) Listed securities (5,878) (22,670) 5,384 (23,164) Non‑listed securities (27,544) (8,091) 10,048 (25,579) Net value of equity interests 1,279,329 566,259 (147,198) 1,698,390 Listed securities 325,891 (22,670) 5,327 308,548 Non‑listed securities 953,437 588,929 (152,532) 1,389,842 Equity investments are valued at their value in use as determined after a review of the economic and financial performance of each company, taking into consideration, in addition to any transaction values, stock market prices or their evolution, after adjusting for erratic or unrepresentative changes (see Section 7.1.5 (a)). Since 31 December 2023, the Company has considered that the valuation of investments in listed real estate companies as derived from the application of the average share price over 20 days is not representative of the value in use of these investments, which represent more than 20% of the share capital of the companies concerned. The French company Selectirente and the Singapore‑based real estate company IREIT Global report a net asset value ("NAV") per share as a significant indicator of their value. Each NAV is based on a valuation method in accordance with the recommendations made by the European Public Real Estate Association ("EPRA NAV"), which makes it possible to approximate the value of the underlying assets. The valuation of Selectirente as at 31 December 2025 based on its NAV published on 30 June 2025 shows an unrealised capital gain of €9.8 million. The valuation of IREIT Global as at 31 December 2025, according to its NAV published at 31 December 2025, shows a capital loss of €17.2 million, which was recognised in the statutory financial statements at 31 December 2025. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 426
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 (c) Inventory of non‑current securities related to portfolio activities (TIAP) Tax regime (in thousands of €) 31 December 2025 Valuation method Gross book value Net book value Amount paid‑up Estimated value of amounts paid‑up Portfolio securities, common law regime Cost price 373,312 307,240 293,040 222,821 Stock market price 4,117 305 4,117 311 Latest net asset value 958,492 913,565 541,229 642,707 TOTAL PORTFOLIO SECURITIES, COMMON LAW REGIME 1,335,921 1,221,110 838,386 865,840 Portfolio securities, long‑term capital gains regime Cost price 398,707 386,764 141,705 150,196 Stock market price - - - - Latest net asset value 608,520 602,831 463,934 689,087 TOTAL PORTFOLIO SECURITIES, LONG‑TERM CAPITAL GAINS REGIME 1,007,227 989,595 605,639 839,283 Bonds Cost price 24,469 24,084 24,469 23,953 Stock market price - - - - Latest net asset value - - - - TOTAL BONDS 24,469 24,084 24,469 23,953 TOTAL OF OTHER INVESTMENTS 2,367,618 2,234,789 1,468,495 1,729,076 Treasury shares (see note 2.d) Stock market price 60,527 46,045 60,527 46,045 Tax regime (in thousands of €) 31 December 2024 Valuation method Gross book value Net book value Amount paid‑up Estimated value of amounts paid‑up Portfolio securities, common law regime Cost price 530,693 480,288 286,626 240,245 Stock market price 4,117 278 4,117 276 Latest net asset value 868,323 846,044 544,028 321,659 TOTAL PORTFOLIO SECURITIES, COMMON LAW REGIME 1,403,133 1,326,610 834,771 562,181 Portfolio securities, long‑term capital gains regime Cost price 394,433 381,311 81,665 95,737 Stock market price - - - - Latest net asset value 748,723 744,777 552,808 729,307 TOTAL PORTFOLIO SECURITIES, LONG‑TERM CAPITAL GAINS REGIME 1,143,155 1,126,088 634,473 825,044 Bonds Cost price 66,627 66,567 65,927 61,430 Stock market price - - - - Latest net asset value - - - - TOTAL BONDS 66,627 66,568 66,627 61,430 TOTAL OF OTHER INVESTMENTS 2,612,916 2,519,267 1,535,871 1,448,655 Treasury shares (see note 2.d) Stock market price 78,147 70,398 78,147 71,097 Unrealised capital losses are impaired where necessary. (1) Valuation method used for the impairment tests (see Section 7.1.5 (Accounting methods and principles)).(1) (1) Valuation method used for the impairment tests (see Section 7.1.5 (Accounting methods and principles)).(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT427
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7. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 (d) Treasury shares (including liquidity contract) Number and value of treasury shares (in thousands) Financial assets Marketable securities At the start of the financial year Movements during the financial year At the end of the financial year At the start of the financial year Movements during the financial year At the end of the financial yearAcquisition Sale Reclassi- fication Acquisition Sale Reclassi- fication Number of treasury shares 3,468 1,426 (947) (954) 2,993 - 192 (192) - Gross value 78,147 23,397 (17,401) (23,615) 60,527 - 3,798 (3,798) - Depreciation (7,748) (6,733) (14,482) - Net value 70,398 46,045 - The Company has set aside reserves for treasury shares as at 31 December 2025 for a value corresponding to the gross book value of its treasury shares, i.e. €60,526,861. In accordance with Article L.225‑210, paragraph 3 of the French Commercial Code (Code de commerce), these reserves are not available during the entire treasury period. (e) Transactions carried out with related entities or with which the Company has a participating interest As at 31 December 2025, these transactions vis-à-vis equity interests can be summarised as follows: 31 December 2025 (in thousands of €) Amount concerning related entities Amount concerning companies with which the Company has a participating interest Equity investments 921,933 779,291 Receivables from equity investments 1,293,508 2,766 TOTAL BALANCE SHEET 2,215,441 789,988 Income from equity investments 75,521 48,716 Other financial income 65,102 555 Financial expenses - - TOTAL INCOME STATEMENT 140,623 49,271 31 December 2024 (in thousands of €) Amount concerning related entities Amount concerning companies with which the Company has a participating interest Equity investments 706,431 530,151 Receivables from equity investments 1,407,114 10,140 TOTAL BALANCE SHEET 2,113,662 540,291 Income from equity investments 67,356 21,454 Other financial income 84,851 2,398 Financial expenses - - TOTAL INCOME STATEMENT 152,208 23,851 A company with which the Company has a participating interest is considered to be related when the Company directly or indirectly holds more than 50% of its share capital. An equity link is assumed when the securities held exceeds 10%. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 428
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 (f) List of subsidiaries and participating interests Companies or Groups of companies (in thousands of €) Share- holders' equity Share of capital held at year‑end (in %) Balance sheet value of the securities held as at 31/12/2025 Loans and advances granted Amount of commit- ments given by the Company Revenue of last financial year Net profit (or loss) of the last financial year Dividends received by the Company during the last financial yearGross Net A. Detailed information on participating interests whose inventory value exceeds 1% of the share capital of the Company required to publish the corresponding information 1) Subsidiaries held at more than 50% Tikehau IM 32 rue de Monceau PARIS (75) 83,110 100% 260,752 260,752 434 0 319,038 60,665 60,000 SOFIDY 303 square des Champs-Élysées EVRY (91) 72,127 100% 222,314 222,314 11,238 0 77,867 14,620 15,521 Tikehau Capital Europe Ltd. 30 St. Marie Axe EC3A 8BF, LONDON 495,889 100% 364,073 364,073 0 0 26,082 25,331 0 Homming 12 rue Jacquemont PARIS (75) 4,102 100% 31,497 31,497 2,819 0 802 (117) 0 Tikehau Capital North America LLC 9 West 57 Street NEW YORK (10 019) 12,892 100% 16,849 16,849 38,052 0 24,950 (8,400) 0 IREIT Global Group Pte. Ltd* 1 Wallich Street #15‑03 – Guoco Tower SINGAPORE 078881 3,833 50% 13,188 13,188 0 0 2,756 (976) 0 Tikehau Capital UK 30 St. Marie Axe EC3A 8BF, LONDON 75,528 100% 12,117 12,117 744,246 0 4,728 (7,233) 0 Tikehau Capital Americas Holdings LLC 9 West 57 Street NEW YORK (10 019) (27,489) 100% 8,918 8,918 478,238 0 0 (43,034) 0 Tikehau Capital Belgium * Avenue Louise 480 BRUSSELS 1050 6,671 100% 6,013 6,013 355 0 13 320 0 2) Investment interests ranging from 10% to 50% Selectirente 303 square des Champs-Élysées EVRY (91) 72,127 37% 133,353 133,353 0 0 77,867 14,620 1,328 IREIT GLOBAL * 1 Wallich Street #15‑03 – Guoco Tower SINGAPORE 078881 n.c. 29% 141,024 123,822 0 50,434 (14,662) 6,388 TREIC 32 rue de Monceau PARIS (75) 163,128 29% 56,227 47,779 0 0 0 4,545 0 B. General information concerning other subsidiaries or participating interests 1. FRENCH SUBSIDIARIES (TOTAL) +50% 15,211 15,094 0 44 2. EQUITY INVESTMENTS IN FRENCH COMPANIES (TOTAL) 52,077 37,653 10,674 2,626 3. EQUITY INVESTMENTS IN FOREIGN COMPANIES (TOTAL) 58,306 49,219 18,150 1,848 * Information taken from the 2024 statutory financial statements. The information is given for subsidiaries and participating interests whose balance sheet value is greater than 1% of Tikehau Capital’s share capital; the information concerning the other subsidiaries and participating interests is given for their total value. th th TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT429
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7. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 Note 3 Client receivables and other receivables Operating receivables break down as follows as at 31 December 2025 and 31 December 2024: (in thousands of €) As at 31 December 2025 As at 31 December 2024 Trade receivables 12,357 15,078 State and other public authorities 11,293 393 9,857 - 1,436 393 Sundry receivables 24,664 13,188 Prepaid expenses 1,387 1,650 TOTAL RECEIVABLES AND OTHER OPERATING RECEIVABLES 49,702 30,308 All receivables are due in less than one year and are not subject to impairment. Note 4 Marketable securities, term deposits and cash (in thousands of €) As at 31 December 2025 As at 31 December 2024 Gross balance sheet value (acquisition value) Unrealised loss Net book value Unrealised gain Gross balance sheet value (acquisition value) Unrealised loss Net book value Unrealised gain Treasury shares - - - - - - - - Other securities 36,342 - 36,342 399 54,418 (272) 54,146 65 Forward financial instruments and tokens held 5,214 - 5,214 - 22,581 - 22,581 - Cash and cash equivalents 5,703 - 5,703 - 84,478 - 84,478 - TOTAL MARKETABLE SECURITIES 47,261 - 47,261 399 161,477 (272) 161,205 65 Note 5 Translation differences (in thousands of €) As at 31 December 2025 As at 31 December 2024 Decrease in receivables 27,728 941 Increase in liabilities 667 22,980 TOTAL TRANSLATION DIFFERENCES - ASSETS 28,395 23,921 Increase in receivables (106) (34,131) Decrease in liabilities (11,938) (7,883) TOTAL TRANSLATION DIFFERENCES - LIABILITIES (12,044) (42,014) (1) Corporate taxP VATP (2) Including, as at 31 December 2025: €12.35 million concerning related entities.(1) Including, as at 31 December 2025, €19 million relating to sale prices and distributions receivables.(2) (1) (1) Provisions are recorded for unrealised losses.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 430
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 Note 6 Borrowings issuance costs and borrowings redemption premium (in thousands of € unless otherwise stated) Vintage Nominal Remaining duration in years As at 31 December 2025 As at 31 December 2024 Issue expenses Redemption premium Issue expenses Redemption premium Revolving credit facility 1,150,000 5 6,061 549 Bonds October 2019 500,000 2 411 50 905 185 March 2021 500,000 5 1,597 781 2,088 948 September 2023 300,000 6 1,510 615 1,828 707 April 2025 500,000 6 7,178 1,192 US Private Placement $180,000 8/10 898 1,042 TOTAL BORROWINGS ISSUANCE COSTS AND BORROWINGS REDEMPTION PREMIUM 17,656 2,638 6,411 1,840 Note 7 Shareholders' equity As at 31 December 2025, the share capital, which is fully paid up, is made up of 175,247,840 ordinary shares of a par value of €12 each. Number Par value Shares comprising the share capital at the beginning of the year 175,247,840 12 Shares issued during the year 1,145,144 12 Shares cancelled during the year (1,145,144) 12 Shares comprising the share capital at the end of the year 175,247,840 12 The number of shares after dilution is as follows: 31 December 2025 31 December 2024 Potential number of shares to be issued in the event of full exercise of equity warrants (BSA) 1,445,190 1,445,190 Potential number of shares to be issued as remuneration for free shares currently vesting 4,226,539 3,685,171 Weighted average number of shares after dilution 181,626,057 180,646,596 Shares after dilution at the end of the period 180,919,569 180,654,000 Of which treasury shares 2,993,475 3,468,131 (1) The calculation of the weighted number of shares after dilution takes into account the effective dates for the different operations that impact the number of shares. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT431
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7. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 The changes concerning shareholders’ equity over the 2025 and 2024 financial years are listed below: (in thousands of €) Share capital Issuance, merger and in‑kind premiums Reserves Net result for the period Regulated provisions Total share- holders’ equity Legal reserve Other reserves Retained earnings Situation as at 31/12/2023 2,102,317 1,504,304 42,547 - 72,300 174,048 5,033 3,900,548 Decision of a Manager of 10/03/2024 658 (658) - - - - - - Decision of a Manager of 24/03/2024 11,341 (11,341) - - - - - - Annual General Meeting of the Shareholders of 06/05/2024 - - 8,702 - 34,529 (174,048) - (130,817) Decision of a Manager of 31/07/2024 (11,341) (10,303) - - - - - (21,644) Net result for the period - - - - - 128,677 - 128,891 Other variances - - - - 10 352 361 Situation as at 31/12/2024 2,102,974 1,482,002 51,250 0 106,839 128,677 5,385 3,877,126 Decision of a Manager of 10/03/2025 601 (601) - - - - - - Decision of a Manager of 24/03/2025 13,141 (13,141) - - - - - - Annual General Meeting of the Shareholders of 30/04/2025 - - 6,434 - (17,110) (128,677) - (139,353) Decision of a Manager of 31/07/2025 (13,742) (13,672) - - - - - (27,414) Net result for the period - - - - - 62,677 - 62,677 Other variances - - - - 2 - 136 2,270 Situation as at 31/12/2025 2,102,974 1,454,590 57,683 0 89,731 62,677 5,520 3,773,175 Capital increases: Capital decrease: 10 March 2025P In order to deliver the free share tranches allocated to the beneficiaries of the 2020 TIM 7‑year Plan and the 2020 Sofidy 7‑year Plan, Tikehau Capital carried out a capital increase of €601,200 on 10 March 2025 by deducting it from the “issue premium” account and by creating 50,100 new shares. 24 March 2025P As part of the definitive grant of free shares of the first tranches of the "2023 FSA Plan", the "2023 TIM Performance Share Plan", the "2023 Sofidy Performance Share Plan", the "2023 TIM Retention Plan", the "2023 Sofidy Retention Plan", the second tranches of the "New Chapter 7‑year Plan", the "2022 TIM Performance Share Plan", the "2022 Sofidy Performance Share Plan", the "2022 ACE Performance Share Plan", the "2022 TIM Retention Plan", the "2022 Sofidy Retention Plan" and the "2022 ACE Retention Plan", the second tranche of the "2022 FSA Plan" and the third tranche of the "2021 TIM Performance Share Plan", the "Sofidy Performance Share Plan" and the "2021 ACE Performance Share Plan", on 24 March 2025, Tikehau Capital carried out a capital increase by incorporation of the share premium for €13,140,528 million and by the creation of 1,095,044 new shares. 31 July 2025P On 31 July 2025, Tikehau Capital cancelled 1,145,144 treasury shares for an amount of €27,413,577. The difference between the acquisition price of these treasury shares and the par value of the share was allocated to the issue premiums item for an amount of €13,671,849. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 432
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 Note 8 Provisions for risks and expenses This item comprises provisions for risks, including currency risk, mainly on financial assets, and provisions for social security expenses. (in thousands of €) As at 31 December 2024 Allocations for the year Reversals for the year As at 31 December 2025Used Unused Provisions for risks 19,179 28,120 (18,999) - 28,300 Provisions for risks 241 (61) 180 Provisions for currency losses 15,689 28,120 (15,689) 28,120 Provisions for impairment 3,248 (3,248) - Provisions for expenses 1,424 1,080 (869) - 1,636 Provisions for social security expenses 869 1,080 (869) 1,080 Provisions for expenses 556 556 TOTAL 20,603 29,200 (19,867) - 29,936 Note 9 Table of debt maturities Liabilities break down as follows as at 31 December 2025 and as at 31 December 2024: (in thousands of €) As at 31 December 2025 As at 31 December 2024 TOTAL due within one year due between 1 and 5 years due in more than 5 years TOTAL due within one year from one to five years due in more than 5 years Bonds 1,794,010 340,818 800,000 653,191 1,499,737 26,477 1,000,000 473,260 Bonds 1,753,191 300,000 800,000 653,191 1,473,260 - 1,000,000 473,260 Accrued interest on bonds 40,818 40,818 - - 26,477 26,477 - - Borrowings and debt from credit institutions 150,113 113 150,000 - 150,149 149 150,000 - Bank loans 150,000 - 150,000 - 150,000 - 150,000 - Accrued interest on borrowings 113 113 - - 149 149 - - Trade payables and related accounts 18,482 18,482 - - 10,995 10,995 - - Tax and social security payables 8,960 8,960 - - 13,956 13,956 - - Debts on non‑current assets and related accounts 899,620 899,620 - - 1,088,635 1,088,635 - - Other current liabilities 1,020 1,020 - - 6,994 6,994 - - TOTAL 2,872,205 1,269,014 950,000 653,191 2,770,465 1,147,204 1,150,000 473,260 Note 10 Operating liabilities Operating liabilities break down as follows as at 31 December 2025 and as at 31 December 2024: (in thousands of €) As at 31 December 2025 As at 31 December 2024 Trade payables 18,482 10,995 Tax and social security payables 8,960 13,956 7,697 7,653 - 2,190 621 3,849 642 263 Other current liabilities 1,020 6,994 TOTAL 28,462 31,944 All debts are due in less than one year. (1) Social and associated liabilitiesP Corporate taxP VATP Other taxesP Including, as at 31 December 2025: €3.2 million concerning related entities.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT433
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7. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 Note 11 Corporate tax and tax loss carry forwards The calculation of the Company's taxable result is as follows: (in thousands of €) As at 31 December 2025 ACCOUNTING INCOME 62,677 Add backs 78,733 Corporate tax credits (25,170) Non‑deductible provisions 28,210 Sundry reinstatements 41,610 Taxation of securities 34,084 Deductions (223,185) Non‑deductible provisions no longer applicable (17,520) Other deductible or non‑taxable operations (75,264) Taxation of securities (130,401) TAXABLE INCOME OF THE COMPANY (81,775) Use of tax losses arising prior to tax consolidation - Company's taxable base (I) (81,775) Tax results of tax‑consolidated subsidiaries (II) 103,244 Intra‑group restatements (III) 3,021 TAXABLE INCOME OF THE TAX GROUP (I + II + III) 24,490 Use of tax losses arising from the tax consolidation group (12,745) Taxable base of the tax consolidation group 11,745 Corporate tax & social contribution (24,827) Allocation of the Company’s "sponsorship" tax credit 481 CONTRIBUTION OF SUBSIDIARIES INCLUDED IN CORPORATE INCOME TAX 26,769 TAX ON GROUP COMPANIES 2,422 (in thousands of €) As at 31 December 2025 As at 31 December 2024 Stock of tax loss carried forward at local normal rate 523,152 441,377 - - 523,152 441,377 Stock of tax loss carried forward at local reduced rate 20,083 6,785 - - 20,083 6,785 Note 12 Revenue and operating income Revenue breaks down as follows: (in thousands of €) As at 31 December 2025 As at 31 December 2024 Invoicing of know‑how 14,862 14,626 Management fees 526 145 Performance fees - - Other revenue items 8,735 6,619 NET REVENUE 24,123 21,390 (1) (2) Intra‑group restatements mainly concern provisions for impairment relating to tax‑consolidated companies.(1) The use of the tax losses arising from tax consolidation includes tax losses of tax‑consolidated companies.(2) arising prior to tax consolidationP arising during tax consolidationP arising prior to tax consolidationP arising during tax consolidationP TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 434
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 Other revenue items mainly consist of payments made to the Company’s subsidiaries in respect of contracts, notably for services provided from 1 January 2024 onwards. Other operating income breaks down as follows: (in thousands of €) As at 31 December 2025 As at 31 December 2024 Restated Operating subsidies 25 21 Reversal of amortisation and impairment, provisions and expense transfers 61 - - - 61 - Other income 6,166 4,246 OTHER OPERATING INCOME 6,252 4,267 Change in accounting method relating to the application of new ANC Regulation No. 2022‑06. As at 31 December 2025, the main transfers of expenses are to be reconciled with the expenses related to the various IT projects under way, which can be capitalised for €1.1 million. Other income mainly consists of brand royalties re‑invoiced to Group companies. Note 13 Financial income This item breaks down as follows as at 31 December 2025 and as at 31 December 2024: (in thousands of €) As at 31 December 2025 As at 31 December 2024 Restated Dividends 149,227 124,053 Income on intra‑group loans and current accounts 65,657 87,249 Income from long‑term bonds 15,157 19,695 Income from cash and cash equivalents 1,332 (1,044) Net income related to interest rate derivatives 4,233 11,127 Expenses on medium- and long‑term borrowings (73,058) (57,321) Impairment of financial assets (79,898) (32,847) Foreign exchange income (453) 14,259 Net income from assets sold (12,564) (4,392) Others - (32) FINANCIAL INCOME 69,633 160,747 Note 14 Non‑recurring income After restating the non‑recurring income item for 2024 following the application of ANC Regulation No. 2022‑06, the non‑recurring income for the financial years ended 31 December 2024 and 31 December 2025 was zero. (1) Expense transfersP Reversals of amortisation and impairment, and provisionsP (1) (1) (2) (3) Change in accounting method relating to the application of new ANC Regulation No. 2022‑06.(1) See Note 17 (Market risks), including €8.9 million in income and €4.7 million in costs related to interest rate derivatives, excluding expenses.(2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT435
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7. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 Note 15 Off‑balance sheet commitments (a) Financial instruments portfolio Off‑balance sheet commitments regarding derivatives are presented below. As at 31 December 2025, these consist of swaps and caps put in place as part of interest rate risk management on bank debt (see note 17 (a) (Exposure to risks arising from bank loans)) and foreign exchange hedging instruments (see note 17 (b) (Exposure to currency risk)). These amounts determine the level of notional commitment as well as the market value and are not indicative of an unrealised loss or gain. (in thousands of €) Amount as at 31 December 2025 Amount as at 31 December 2024 Notional amount hedged Market value Notional amount hedged Market value Derivatives 450,000 23,043 300,000 21,452 Currency hedges 259,500 (497) - - (b) Other off‑balance sheet commitments Description (in thousands of €) As at 31 December 2025 As at 31 December 2024 Value of the commitments Value of the commitments Commitment of payment to current account 80 80 80 80 Subscription commitment 25,601 34,871 15,138 66 10,397 18,332 575 15,964 Pledge for first‑demand guarantee 12,368 2,050 TOTAL COMMITMENTS GIVEN 38,049 37,001 Revolving credit facility not used at closing 1,000,000 650,000 TOTAL COMMITMENTS RECEIVED 1,000,000 650,000 Note 16 Related parties (a) Scope of related parties The related parties of Tikehau Capital are: Weinberg Real Estate PartP Capital increase in TREICP Capital increase in Tikehau Ruby Clo Equity LPP Capital increase in Tikehau Green Diamond II CFO Equity LPP Tikehau Capital Commandité, in its capacity as general partner, wholly‑owned by Tikehau Capital Advisors; P AF&Co Management and MCH Management, its Managers;P Tikehau Capital Advisors and its representatives (the company AF&Co, controlled by Mr Antoine Flamarion, in his capacity as Chairman of Tikehau Capital Advisors, and the company MCH, controlled by Mr Mathieu Chabran in his capacity as Chief Executive Officer of Tikehau Capital Advisors) and its subsidiary Tikehau Employee Family 2018 and one of its shareholders, Tikehau Management, both controlled by AF&Co and MCH; P Tikehau Investment Management (“Tikehau IM”), a management company wholly owned by the Company and its subsidiaries; P Sofidy, an asset management company wholly‑owned by the Company, and its subsidiaries; P Tikehau Capital Europe, wholly‑owned by the Company;P Tikehau Capital UK, wholly‑owned by the Company and its subsidiary Tikehau Capital UK II; P Tikehau Capital Belgium, wholly‑owned by the Company;P Tikehau Capital North America, wholly‑owned by the Company, and its subsidiaries; P Tikehau Capital Americas Holdings, wholly‑owned by the Company, and its subsidiary TSCM; P Homming, wholly‑owned by the Company, and its subsidiaries; P Tikehau Private Debt Lux Sponsorship Sarl (“TKO PD Lux Sponsorship”), wholly‑owned by the Company; P Tikehau ICE, wholly‑owned by the Company;P Tikehau Asset Management Global, wholly‑owned by the Company. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 436
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 (b) Nature of relations with related parties Remuneration of the Managers The Managers are responsible for the general business conduct of the Company, the convening of General Meetings of the Shareholders and setting their agenda, as well as the preparation of the accounts. The Managers' remuneration policy in respect of the 2025 financial year, after prior approval by the Company's Supervisory Board at its meeting of 19 February 2025, approved on 20 February 2025 by Tikehau Capital Commandité, in its capacity as sole general partner of Tikehau Capital, and by the Company's General Meeting of the Shareholders of 30 April 2025, ruling in its ordinary form, provides that each of the two Managers, AF&Co Management and MCH Management, is entitled to fixed annual remuneration, excluding tax, of €1,265,000 and variable annual remuneration of a maximum of €4,200,000. The latter is based on financial and non‑financial criteria, weighted at 75% and 25% respectively. Preferred dividend (préciput) of the general partner Tikehau Capital Commandité, as sole general partner of the Company, is entitled, by way of a preferred dividend and should there be distributable income for a financial year, to an amount determined in the Articles of Association and equal to 1% of the net result of the Company as reflected in the Company’s statutory financial statements at the close of each financial year. If there is more than one general partner, they shall share this amount between themselves as they see fit. In the event of a financial year whose duration is less than a calendar year, this remuneration shall be calculated on a pro rata basis for the time elapsed. The preferred dividend (préciput) paid over the 2025 financial year in respect of the 2024 financial year to the general partner, Tikehau Capital Commandité, amounted to €1,286,768. The preferred dividend (préciput) paid over the 2024 financial year in respect of the 2023 financial year amounted to €1,740,480. Attendance fees and other remuneration received by members of the Supervisory Board In line with the conversion of the Company into a société en commandite par actions (partnership limited by shares), a Supervisory Board was created. According to the Company’s Articles of Association, members of the Supervisory Board may receive attendance fees and remuneration, the total annual amount of which is voted on by the General Meeting of the Shareholders and whose distribution is decided by the Supervisory Board on the recommendation of the Governance and Sustainability Committee. The Internal Rules of the Supervisory Board provide that the distribution of attendance fees takes into account in particular the effective participation of each member in the meetings as well as the duties performed on the Board and its Committees, and is the subject of prior discussion by the Governance and Sustainability Committee. The fixed portion of the attendance fees received by each member of the Supervisory Board is calculated in proportion to the duration of his or her term of office during the financial year and the variable portion of attendance fees is linked to the effective participation of each member in the meetings of the Supervisory Board and/or Committees. At the General Meeting of the Shareholders of the Company held on 6 May 2024, a total of €500,000 was allocated to the members of the Supervisory Board in respect of attendance fees for each financial year. Attendance fees were paid in the 2025 financial year in respect of the 2024 financial year in the amount of €335,000. Attendance fees were paid over the 2024 financial year in respect of the 2023 financial year in the amount of €309,400. On the occasion of the appointment of Mr Xavier Musca as Chairman of the Supervisory Board and on the recommendation of the Governance and Sustainability Committee, the Supervisory Board decided, at its meeting on 15 May 2025, to increase the fixed non‑salaried remuneration of the Chairman of the Supervisory Board to €500,000, payable pro rata temporis from 2 June 2025 and for the first time in respect of the 2025 financial year. Summary of remuneration received by the Managers of Tikehau Capital SCA The amounts recognised by the related parties over the financial year can be broken down as follows: (in thousands of €) As at 31 December 2025 As at 31 December 2024 Remuneration, excluding tax, of AF&Co Management and MCH Management in their capacity as Managers 4,923 4,151 Share of non‑deductible VAT 420 141 REMUNERATION RECOGNISED BY TIKEHAU CAPITAL SCA 5,343 4,292 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT437
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7. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 Carried interest In some funds, carried interest may be paid in the event that a performance threshold is exceeded upon the liquidation of the funds, mainly Real Assets, Private Debt and Private Equity funds. Carried interest since April 2014 breaks down as follows: 20% of available carried interest is paid to a company that is a shareholder of Tikehau Capital Advisors comprising senior employees of the Tikehau Capital Group; the remainder is distributed one third each to Tikehau Capital, the concerned asset management company (subsidiary of the Group) and Tikehau Capital Advisors. Carried interest is paid by the funds directly to the beneficiaries and recognised in the income statement when this variable consideration can be accurately estimated and when it is highly likely that no reversal will be made. Receivables relating to interests in related parties Receivables relating to interests in related parties are detailed below: (in thousands of €) As at 31 December 2025 As at 31 December 2024 Amount concerning related entities Amount concerning entities with which the Company has a participating interest Amount concerning related entities Amount concerning entities with which the Company has a participating interest Tikehau Capital UK 744,246 - 788,344 - Tikehau Capital Americas Holdings 478,238 - 522,481 - Tikehau Capital North America 38,052 - 51,185 - Tikehau PD Lux Sponsorship SARL 18,126 - 20,966 - Tikehau Investment Management 434 - 9,546 - Homming 2,819 - 2,681 - Sofidy 11,238 - 10,705 - Tikehau Capital Belgium 355 - 1,323 - TOTAL 1,293,508 - 1,407,232 - TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 438
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 Note 17 Market risks (a) Exposure to risks arising from bank loans (i) Interest rate risk As at 31 December 2025, Tikehau Capital’s exposure to interest rate risk on its bank loans and related hedges amounted to, respectively, €40.9 million and to €450 million, compared to, respectively, €26.6 million and to €350 million as at 31 December 2024 (see note 9 (Table of debt maturities)). Tikehau Capital has taken out new interest rate hedging contracts, the characteristics of which, as at 31 December 2025, are as follows: (in thousands of €) Notional Average fixed rate Average maturity As at 31 December 2024 - SWAP contract - CAP contract 300.0 50.0 0.88% 0.27% 7 years 4 years AS AT 31 DECEMBER 2025 - SWAP contract - CAP contract 400.0 50.0 1.21% 3.50% 5 years 3 years (ii) (b)Currency risk Tikehau Capital is exposed to foreign currency debt risk as at 31 December 2025. This risk relates to the US Private Placement issued in US dollars (USPP) in March 2023 for an amount of US$180 million. As at 31 December 2025, the foreign exchange rate effect on this foreign currency debt was -€19.2million. Exposure to currency risk Tikehau Capital’s exposure to currency risk relates to its investments in foreign currencies. As at 31 December 2025, Tikehau Capital was exposed to currency risk on the pound sterling, the US dollar, the Singapore dollar, the Australian dollar and the Swiss franc. A partial foreign exchange hedge on the pound sterling was set up in the first half of 2025. The table below shows the impact of a change +/-10% in these currencies against the euro and on the basis of the financial statements as at 31 December 2025 and as at 31 December 2024: (in millions of €) 10% depreciation of the currency 10% appreciation of the currency As at 31 December 2025 Pound sterling 61.7 (50.5) US dollar 122.3 (100.1) Singapore dollar 8.4 (6.9) Australian dollar 0.9 (0.7) Swiss franc - - As at 31 December 2024 Pound sterling 21.7 (17.8) US dollar 8.1 (6.7) Singapore dollar 8.7 (7.1) Australian dollar 0.4 (0.4) Swiss franc 0.1 - The characteristics of currency hedging contracts, Forex hedge contracts on the pound sterling, are as follows: (in millions of €) Notional Forward rate As at 31 December 2024 - - As at 31 December 2025 259.5 0.87474 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT439
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7. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 Note 18 Other information Free shares and performance shares plans During the year, the Company continued to manage the 2020, 2021, 2022, 2023 and 2024 free share and performance share plans, and introduced five new plans in 2025. The impact is recognised under personnel expenses, with a corresponding increase in the item "Provisions for risks and liabilities" item. The free share and performance share plans introduced in the 2020, 2021, 2022, 2023, 2024 and 2025 financial years and currently vesting are as follows: Free Share Plan (“FSA Plan”) The table below contains information on the Group’s FSA plans: 2022 Free Share Plan ("2022 FSA Plan") 2023 Free Share Plan (“2023 FSA Plan”) 2024 Free Share Plan (“2024 FSA Plan”) 2025 Free Share Plan (“2025 FSA Plan”) Grant date 24/03/2022 24/03/2023 24/03/2024 24/03/2025 Vesting period 24/03/2024 - 24/03/2025 24/03/2025 - 24/03/2026 24/03/2026 - 24/03/2027 24/03/2027 - 24/03/2028 Maximum number of shares granted 306,148 276,631 381,586 398,080 Fair value of options at the grant date (in €) 21.92 21.42 18.27 17.87 Valuation at the grant date (in €) 6,710,764 5,925,436 6,971,576 7,113,690 Number of shares currently vesting as at 31 December 2024 108,491 223,184 352,459 - Number of shares granted during the period - - - 398,080 Number of shares vested during the period (103,890) (108,766) - Forfeitures of rights (4,601) (17,670) (56,353) (46,730) Number of shares currently vesting as at 31 December 2025 - 96,748 296,106 351,350 The vesting of the shares granted under the FSA Plans is subject to the beneficiary retaining the status of employee within the Company or its related companies or groupings (“presence condition”) and the absence of fraudulent behaviour or serious error in relation to applicable procedures relating to compliance, risk management and environmental, social and governance (“ESG”) criteria during the relevant vesting period. It is not subject to the fulfilment of any performance condition. The shares granted under the FSA Plans are not subject to any retention period. (1) (2) The fair value corresponds to the share price on the grant date, to which a discount is applied to account for the absence of dividend rights during the vesting period. (1) An early allocation was made in October 2025 due to the classification of one of the beneficiaries under a type 2 disability. This concerns a total of 409 shares allocated under the “2023 FSA Plan”. (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 440
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 Performance share plans (“Performance Share Plan”) The table below contains information on the Group’s Performance Share plans 2021 Performance Share Plans 2022 Performance Share Plans 2023 Performance Share Plans 2024 Performance Share Plans 2025 Performance Share Plans Grant date 24/03/2021 24/03/2022 24/03/2023 24/03/2024 24/03/2025 Vesting period 24/03/2023 - 24/03/2026 24/03/2024 - 24/03/2025 24/03/2025 - 24/03/2026 24/03/2026 - 24/03/2027 24/03/2027 - 24/03/2028 Maximum number of shares granted 911,736 565,884 552,877 697,353 604,954 Fair value of options at the grant date (in €) 21.16 22.08 21.58 18.41 18.01 Valuation at the grant date (in €) 19,292,334 12,494,719 11,931,086 12,838,269 10,895,222 Number of shares currently vesting as at 31 December 2024 343,587 149,754 472,690 673,623 - Number of shares granted during the period - - - - 604,954 Number of shares vested during the period (171,736) (149,472) (310,708) (899) (881) Forfeitures of rights (23,489) (282) (27,291) (94,169) (55,809) Number of shares currently vesting as at 31 December 2025 148,362 - 134,691 578,555 548,264 Performance condition Determined using an index representing the performance either (i) of the four business lines of the asset management company Tikehau IM, or (ii) of the strategies of the asset management company Sofidy, or (iii) of the fund families of Tikehau Ace Capital (which merged with Tikehau IM on 1 January 2023). Determined using an index representing the performance either (i) of the four business lines of the asset management company Tikehau IM, or (ii) of the strategies of the asset management company Sofidy. Others Condition of the beneficiary's presence and the absence of fraudulent behaviour or serious misconduct in relation to applicable regulations and internal policies and procedures relating to compliance, risk management and ESG during the relevant vesting period. Validation of conditions Managers Managers Managers Managers Managers (1) (2) (2) The fair value corresponds to the share price on the grant date, to which a discount is applied to account for the absence of dividend rights during the vesting period. It amounts to 14% for the 2021 Performance Share Plan (share price on 24 March 2021: €24.60), 9.33% for the 2022 Performance Share Plan (share price on 24 March 2022: €24.35), 9.33% for the 2023 Performance Share Plan (share price on 24 March 2023: €23.80), 9.33% for the 2024 Performance Share Plan (share price on 25 March 2024: €20.30), and 9.52% for the 2025 Performance Share Plan (share price on 24 March 2025: €19.90). (1) An early allocation was made in October 2025 due to the classification of one of the beneficiaries under a type 2 disability. This concerns a total of 899 shares granted under the 2024 Performance Share Plan and 881 shares granted under the 2025 Performance Share Plan. (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT441
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7. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 Retention plans (the “Retention Plan”) The table below contains information on the Group’s Retention Plans: 2022 Retention Plans 2023 Retention Plans 2024 Retention Plans 2025 Retention Plans Grant date 24/03/2022 24/03/2023 24/03/2024 24/03/2025 Vesting period 24/03/2024 - 24/03/2027 24/03/2025 - 24/03/2028 24/03/2026 - 24/03/2029 24/03/2027 - 24/03/2030 Maximum number of shares granted 430,748 572,851 545,052 680,996 Fair value of options at the grant date (in €) 20.94 20.47 17.46 17.06 Valuation at the grant date (in €) 9,019,863 11,726,260 9,516,608 11,617,792 Number of shares currently vesting as at 31 December 2024 264,699 503,301 521,571 - Number of shares granted during the period - - - 680,996 Number of shares vested during the period (88,182) (123,313) (999) - Forfeitures of rights (19,676) (52,631) (65,697) (52,629) Number of shares currently vesting as at 31 December 2025 156,841 327,357 454,875 628,367 Performance condition Determined using an index representing the performance either (i) of the four business lines of the asset management company Tikehau IM, or (ii) of the strategies of the asset management company Sofidy, or (iii) of the fund families of Tikehau Ace Capital (which merged with Tikehau IM on 1 January 2023). Determined using an index representing the performance either (i) of the four business lines of the asset management company Tikehau IM, or (ii) of the strategies of the asset management company Sofidy. Others Condition of the beneficiary's presence and the absence of fraudulent behaviour or serious misconduct in relation to applicable regulations and internal policies and procedures relating to compliance, risk management and ESG during the relevant vesting period. Validation of conditions Managers Managers Managers Managers (1) (2) The fair value corresponds to the share price on the grant date, to which a discount is applied to account for the absence of dividend rights during the vesting period. It amounts to 14% for the 2022 Retention Plans (share price on 24 March 2022: €24.35), 14% for the 2023 Retention Plans (share price on 24 March 2023: €23.80), and 14% for the 2024 Retention Plans (share price on 25 March 2024: €20.30). (1) An early allocation was made in October 2025 due to the classification of one of the beneficiaries under a type 2 disability. This concerns a total of 999 shares allocated under the 2024 Retention Plan. (2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 442
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 Other plans The other plans correspond to the 7‑year plans awarded in 2020 and 2021. The table below provides details thereof: 2020 7‑year Plans New Chapter 7‑year Plan Grant date 10/03/2020 24/11/2021 Vesting period 10/03/2022 to 10/03/2027 24/03/2023 to 24/03/2029 Maximum number of shares granted 438,434 405,805 Fair value of options at the grant date (in €) 18.81 21.15 Valuation at the grant date (in €) 8,246,944 8,582,776 Number of shares currently vesting as at 31 December 2024 150,593 197,018 Number of shares granted during the period - - Number of shares vested during the period (50,100) (39,386) Forfeitures of rights (6,282) (11,263) Number of shares currently vesting as at 31 December 2025 94,211 146,369 Performance condition Determined using an index representing the performance either (i) of the four business lines of the asset management company Tikehau IM, or (ii) of the strategies of the asset management company Sofidy. Determined using an index representing the performance of the four business lines of the asset management company Tikehau IM. Others Will be conditional upon the beneficiary’s presence within the Group and the absence of fraudulent behaviour in relation to the regulations in force as well as the applicable internal policies and procedures relating to compliance and risk management during the vesting period concerned. Condition of the beneficiary's presence and the absence of fraudulent behaviour or serious misconduct in relation to applicable regulations and internal policies and procedures relating to compliance, risk management and ESG during the relevant vesting period. Validation of conditions Managers Managers (1) The fair value corresponds to the share price on the grant date, to which a discount is applied to account for the absence of dividend rights during the vesting period. It amounts to 10% for the 2020 7‑year Plans (share price on 10 March 2020: €20.90) and 16.57% for the New Chapter 7‑year Plan (share price on 24 November 2021: €25.35). (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT443
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7. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 Tikehau Capital Stock Option Plan The Tikehau Capital Stock Option Plan is a share‑based payment plan for Tikehau Capital shares. The stock option plan grants options entitling beneficiaries to acquire Tikehau Capital shares. This stock option plan includes a 3‑year vesting period for 50% of the stock options granted and a 4‑year vesting period for 50% of the stock options granted. At the end of a 6‑year maturity period, unexercised options will be definitively forfeited. The impact is recorded in payroll expenses and offset by an increase in “Consolidated reserves - Group share”. This corresponds to the fair value of options granted (corresponding to the fair value of services rendered by employees in exchange for options received) over the vesting period. This personnel expense is measured at the date of grant using the Black & Scholes and Monte Carlo models. Characteristics of the 2024 stock option plan (“2024 Stock Options Plan”) Each stock option will entitle the holder to subscribe for one new Tikehau Capital share and will be exercisable until 24 March 2030: The following table provides details on the current plan: 2024 Stock Option Plan Grant date 24/03/2024 Vesting period 24/03/2027 (50%) & 24/03/2028 (50%) Exercise price (in €) 20.845 Number of options as at the grant date 1,826,740 Fair value of options at the grant date (in €) 2.655 Valuation at the grant date (in €) 4,849,995 Weighted average remaining contractual life (in years) 4.2 Number of stock options as at 31 December 2024 1,770,244 Number of stock options granted - Stock options exercised - Forfeitures of rights and expiries (143,126) Number of stock options as at 31 December 2025 1,627,118 Others Condition of the beneficiary's presence and the absence of fraudulent behaviour or serious misconduct in relation to applicable regulations and internal policies and procedures regarding compliance, risk management and environmental, social and governance ("ESG") criteria during the relevant vesting period. As at 31 December 2025, no options were exercisable. To be exercised, the options must meet two conditions: Statutory Auditors’ fees Fees paid to the Statutory Auditors during the year amounted to €854,370 thousand, broken down into €704,370 thousand for the certification of the financial statements and €150,000 thousand for the sustainability audit. Average workforce The Company’s average workforce breaks down as follows: As at 31 December 2025 As at 31 December 2024 Executives, managers and related staff 70 75 Employees 2 2 TOTAL 72 77 24 March 2027 for 50% of the options granted (3 years as from the grant date); P 24 March 2028 for 50% of the options granted (4 years as from the grant date). P (1) (2) As at 31 December 2025, the exercise price is equal to the weighted average exercise price.(1) It corresponds to the average of the valuations according to the Black & Scholes (€2.63) and Monte Carlo (€2.68) models. These two models are based on a 6‑year maturity, vesting conditions, a dividend distribution rate of 3.6%, and a dividend of €0.75. (2) they must be legally exercisable as at 31 December 2025 by normal exercise (three or four years after the plan grant date);P they must be in the money as at 31 December 2025, in other words the exercise price must be less than the closing share price on that date (the last quoted market price for the period), i.e. €15.84. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 444
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 Note 19 Balance sheet and income statement published in the 2024 URD Compared balance sheets ASSETS (in thousands of €) 31 December 2024 31 December 2023 Gross Amortisation and impairment Net Net Intangible assets 1,172,737 (3,575) 1,169,163 1,168,746 Goodwill 1,155,239 - 1,155,239 1,155,239 Other intangible assets 17,498 (3,575) 13,924 13,507 Tangible fixed assets 2,113 (1,603) 510 421 Other tangible fixed assets 2,113 (1,603) 510 421 Financial assets 5,457,146 (140,296) 5,316,850 5,267,150 Equity investments 1,312,750 (33,421) 1,279,329 1,251,011 Receivables from equity investments 1,417,503 (248) 1,417,255 1,470,203 Other non‑current securities 2,612,916 (93,649) 2,519,267 2,444,451 Loans 5,585 - 5,585 212 Other financial assets 108,391 (12,977) 95,414 101,274 SUB‑TOTAL NON‑CURRENT ASSETS 6,631,996 (145,473) 6,486,522 6,436,317 Receivables 28,659 - 28,659 33,347 Trade receivables and related accounts 15,078 - 15,078 7,868 Other receivables 13,581 - 13,581 25,479 Other financial assets - - - - Marketable securities 54,418 (272) 54,146 81,636 Term deposits 22,581 - 22,581 22,900 Cash and cash equivalents 84,478 - 84,478 33,189 Prepaid expenses 1,650 - 1,650 1,366 Translation differences – Assets 23,921 - 23,921 7,140 Deferred expenses 8,252 - 8,252 10,335 SUB‑TOTAL CURRENT ASSETS 223,957 (272) 223,685 189,913 TOTAL ASSETS 6,855,953 (145,745) 6,710,208 6,626,230 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT445
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7. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 LIABILITIES (in thousands of €) 31 December 2024 31 December 2023 before appropriation after appropriation after appropriation Shareholders' equity - - - Share capital 2,102,974 2,102,974 2,102,317 Issuance, merger and in‑kind premiums 1,482,002 1,482,002 1,504,304 Reserves - - - Legal reserve 51,250 57,683 51,250 Regulated reserves - - - Other reserves - - - Retained earnings 106,839 87,597 104,511 Net result for the period 128,677 - Regulated provisions 5,385 5,385 5,033 Total shareholders’ equity 3,877,126 3,735,641 3,767,413 Provisions for risks and liabilities - - - Provisions for risks and liabilities 20,603 20,603 8,901 Liabilities Debts on non‑current assets and related accounts 1,088,635 1,088,635 1,206,335 Borrowings and financial debt 1,649,885 1,649,885 1,479,401 Bank overdrafts - - - Trade payables and related accounts 10,995, 10,995 7,257 Tax and social security payables 13,956 13,956 14,348 Other current liabilities 6,994 6,994 2,905 Dividends payable - 141,485 133,135 SUB‑TOTAL LIABILITIES 2,770,464 2,911,949 2,843,381 Prepaid income - - 1,010 Translation differences – Liabilities 42,014 42,014 5,525 TOTAL LIABILITIES 6,710,208 6,710,208 6,626,230 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 446
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual financial statements as at 31 December 2025 Annual financial statements as at 31 December 2025 Compared income statements INCOME STATEMENT (in thousands of €) 31 December 2024 31 December 2023 France Exports Total Total Change Sold production – Goods - Sold production – Services 15,105 6,284 21,390 16,623 4,767 Net revenue 21,390 16,623 4,767 Operating subsidies 21 86 (65) Reversal of amortisation and impairment, provisions and expense transfers 1,448 4,615 (3,167) Other income 4,246 3,067 1,179 TOTAL OPERATING INCOME (I) 27,105 24,391 2,714 Other purchases and external expenses (43,510) (41,448) (2,062) Taxes, duties and similar payments (1,615) (1,493) (122) Remuneration and other personnel expenses (14,814) (15,301) 486 Amortisation, impairment and provisions (2,854) (2,278) (576) Other expenses (779) (738) (40) TOTAL OPERATING EXPENSES (II) (63,572) (61,258) (2,314) OPERATING INCOME (I - II) (36,467) (36,867) 400 Income from equity investments 177,926 182,016 (4,090) Income from other marketable securities and receivables 53,071 71,460 (18,389) Other interest income and similar income 12,423 13,802 (1,380) Provisions reversals and expense transfers 91,327 52,755 38,572 Positive currency translation differences 17,803 3,611 14,192 Net gain on disposals of marketable securities 32,626 43,492 (10,866) TOTAL FINANCE INCOME (III) 385,176 367,137 18,039 Impairment of financial assets (122,186) (77,052) (45,134) Interest expenses and similar expenses (59,661) (42,868) (16,794) Negative currency translation differences (3,544) (5,695) 2,151 Net loss on disposals of marketable securities (29,549) (42,295) 12,746 TOTAL FINANCIAL EXPENSES (IV) (214,940) (167,909) (47,030) FINANCIAL INCOME (III - IV) 170,236 199,227 (28,992) RECURRING PROFIT (LOSS) BEFORE TAX (I - II + III - IV) 133,769 162,360 (28,592) Non‑recurring income on operating transactions 2,563 (2,563) Non‑recurring income on capital transactions 205,807 39,835 165,972 Provisions reversals and expense transfers 120 (120) TOTAL NON‑RECURRING INCOME (V) 205,807 42,519 163,288 Non‑recurring expenses on operating transactions (2,147) (761) (1,386) Non‑recurring expenses on capital transactions (211,161) (36,772) (174,389) Exceptional amortisation, impairment and provisions (352) (833) 481 TOTAL NON‑RECURRING EXPENSES (VI) (213,660) (38,366) (175,294) NON‑RECURRING INCOME (V - VI) (7,852) 4,153 (12,006) Employee profit‑sharing (VII) (1,613) (618) (995) Corporate income tax (VIII) 4,374 8,153 (3,779) TOTAL INCOME (I + III + V) 618,088 434,047 184,041 TOTAL EXPENSES (II + IV + VI + VII + VIII) (489,411) (259,999) (229,413) NET RESULT 128,677 174,048 (45,371) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT447
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7. – – Annual financial statements as at 31 December 2025 Report of the Statutory Auditors on the annual financial statements 7.2 Report of the Statutory Auditors on the annual financial statements For the financial year ended 31 December 2025 To the General Meeting of the Shareholders of Tikehau Capital, OPINION In compliance with the engagement entrusted to us by the General Meeting of the Shareholders, we have audited the accompanying annual financial statements of Tikehau Capital for the year ended 31 December 2025. We hereby certify that, pursuant to French accounting rules and principles, the annual financial statements give a true and fair view of operations over the past financial year, as well as of the financial position and the assets and liabilities of the Company at the end of said financial year. The audit opinion expressed above is consistent with our report to the Audit and Risk Committee. BASIS FOR OPINION Audit Framework We conducted our audit in accordance with professional standards applicable in France. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Our responsibilities under those standards are further described in the Statutory Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. Independence We conducted our audit engagement in compliance with the independence rules required by the French Commercial Code (Code de commerce) and the French Code of Ethics (Code de déontologie) for Statutory Auditors, for the period from 1 January 2025 to the date of our report and specifically we did not provide any prohibited non‑audit services referred to in Article 5(1) of Regulation (EU) 537/2014. EMPHASIS OF MATTER Without calling into question the opinion expressed above, we draw your attention to note 7.1.5 (Accounting methods and principles), which sets out the impact of the change in accounting policy resulting from the first‑time application of ANC Regulation 2022‑06. JUSTIFICATION OF ASSESSMENTS – KEY AUDIT MATTERS In accordance with the requirements of Articles L.821‑53 and R.821‑180 of the French Commercial Code (Code de commerce) relating to the justification of our assessments, we inform you of the key audit matters relating to risks of material misstatement that, in our professional judgement, were of most significance in our audit of the annual financial statements of the current period, as well as how we addressed those risks. The assessments thus made are part of the audit of the annual financial statements taken as a whole, as approved above, and the formation of our opinion expressed above. We do not express an opinion on these annual financial statements taken in isolation. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 448
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual financial statements as at 31 December 2025 Report of the Statutory Auditors on the annual financial statements Investments portfolio measurement Risk identified Our response The net carrying amount of equity investments and other non‑current securities recorded in the balance sheet as at 31 December 2025 was €3,933 million. As indicated in note 7.1.5 a and b, (Accounting methods and principles / Equity investments), and 3b, (Other non‑current securities), in the notes to the annual financial statements, equity investments and other long‑term investments are recognised at cost and measured at fair value. An impairment loss is recognised when the value in use is lower than the gross carrying amount of equity investments and other non‑current securities. The value in use of equity investments is determined following a review by management of each company’s economic and financial performance, using one or more valuation methods such as the value of the equity of the company being valued, the market or transaction value, discounted cash flow (DCF) projections, the market comparables method, the sector transaction method, the valuation method selected in accordance with the terms of the applicable shareholders’ agreements, the latest known net asset value, the average of quoted prices over the last twenty trading days, or the value derived from a recognised public indicator such as the revalued net assets. The value‑in‑use of the other non‑current securities is determined using the latest valuation components available (latest liquidation value). We considered that the valuation of equity investments and other non‑current securities was a key audit matter, as it requires management to exercise judgement regarding the choice of valuation methods applied and the data used. We reviewed the process and key controls implemented by your Company to value equity investments and other non‑current securities. Notably, for a sample of equity investments, we: SPECIFIC VERIFICATIONS We have also performed, in accordance with professional standards applicable in France, the specific verifications required by laws and regulations. Information given in the management report and in the other documents with respect to the financial position and the annual financial statements provided to the shareholders We have no matters to report as to the fair presentation and the consistency with the annual financial statements of the information given in the management report and in the other documents with respect to the financial position and the financial statements provided to the shareholders. We certify that the information relating to payment terms referred to in Article D.441‑6 of the French Commercial Code (Code de commerce) is accurate and consistent with the annual financial statements. Report on corporate governance We confirm that the Supervisory Board’s report on corporate governance contains the information required by Articles L.225‑37‑4, L.22‑10‑10 and L.22‑10‑9 of the French Commercial Code. As regards the information given in accordance with the requirements of Article L.22‑10‑9 of the French Commercial Code (Code de commerce) relating to remuneration and benefits received by or allocated to the corporate officers and any other commitments made to them, we verified its consistency with the financial statements, or with the underlying information used to prepare the financial statements and, where applicable, with the information obtained by your Company from controlled companies included in the scope of consolidation. Based on these procedures, we attest the accuracy and fair presentation of this information. As regards the information relating to the items that your Company considered likely to have an impact in the event of a takeover bid or tender offer, provided in accordance with the provisions of Article L.22‑10‑11 of the French Commercial Code (Code de commerce), we verified its compliance with the documents from which it was extracted that were provided to us. Based on this work, we have no observations to make on this information. Other information In accordance with the law, we have ensured that the various information relating to the acquisition of shareholdings and control and the identity of the holders of the capital or voting rights has been communicated to you in the management report. examined the assumptions and models adopted by management, as well as the consistency of the value‑in‑use measurement methods applied from one financial year to the next. Where there were changes to these methods, we analysed management’s reasons for making such changes and assessed whether the method chosen was consistent with those generally applied by management; we also assessed the appropriateness of the information provided in the notes to the financial statements regarding the terms of these changes; P analysed the assessments carried out by management and assessed the consistency of the assumptions and key parameters used, cross‑checking them against external sources; P and, in the case of your Company’s investments in investment funds, compared of the value in use used by the management of these funds with their last known net asset values. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT449
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7. – – Annual financial statements as at 31 December 2025 Report of the Statutory Auditors on the annual financial statements OTHER VERIFICATIONS OR INFORMATION REQUIRED BY LAW AND REGULATIONS Format of the annual financial statements to be included in the annual financial report In accordance with the professional standards governing the procedures to be carried out by the Statutory Auditor on annual and consolidated financial statements presented in the European Single Electronic Format, we also checked compliance with this format as defined by Commission Delegated Regulation (EU) 2019/815 of 17 December 2018 in the presentation of the annual financial statements included in the annual financial report mentioned in Article L.451‑1‑2 of the French Monetary and Financial Code (Code monétaire et financier), prepared under the responsibility of the Managers. On the basis of our work, we concluded that the presentation of the annual financial statements included in the annual financial report complies, in all material respects, with the European Single Electronic Format. It is not our responsibility to check that the annual financial statements actually included by your Company in the annual financial report filed with the AMF correspond to those on which we performed our work. Appointment of the Statutory Auditors We were appointed as Statutory Auditors of Tikehau Capital by your General Meeting of the Shareholders held on 1 June 2017 for FORVIS MAZARS and on 7 November 2016 for ERNST & YOUNG et Autres. As at 31 December 2025, FORVIS MAZARS was in its ninth year and ERNST & YOUNG et Autres in its tenth year of total uninterrupted service (of which nine years since the Company's shares were admitted to trading on a regulated financial market). THE MANAGEMENT'S RESPONSIBILITIES AND THE RESPONSIBILITIES OF THOSE CHARGED WITH GOVERNANCE REGARDING THE ANNUAL FINANCIAL STATEMENTS Management is responsible for the preparation and fair presentation of the annual financial statements in accordance with French accounting principles and for such internal control as management determines is necessary to enable the preparation of annual financial statements that are free from material misstatement, whether due to fraud or error. In preparing the annual financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to the going concern and using the going concern basis of accounting unless it is expected that the Company will be liquidated or cease operations. It is the responsibility of the Audit and Risk Committee to oversee the financial reporting process and to monitor the effectiveness of internal control and risk management systems, as well as, where applicable, the internal audit function, with regard to procedures relating to the preparation and processing of accounting and financial information. The annual financial statements were approved by the Managers STATUTORY AUDITORS’ RESPONSIBILITIES FOR THE AUDIT OF THE ANNUAL FINANCIAL STATEMENTS Objectives and audit approach Our role is to issue a report on the financial statements. Our objective is to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with professional standards will always detect a material misstatement when it exists. Discrepancies may arise from fraud or result from errors, and are considered material when it can reasonably be expected that they, individually or in aggregate, could influence the economic decisions that users of the financial statements make on the basis of those statements. As stated in Article L.821‑55 of the French Commercial Code (Code de commerce), our audit engagement does not involve providing assurance as to the viability or quality of your Company’s management. As part of an audit conducted in accordance with professional standards applicable in France, the Statutory Auditor exercises professional judgement throughout the audit. In addition, it: identifies and assesses the risks of material misstatement of the annual financial statements, whether due to fraud or error, designs and performs audit procedures to address those risks, and obtains audit evidence considered to be sufficient and appropriate to provide a basis for its opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control; P obtains an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control; P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 450
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual financial statements as at 31 December 2025 Report of the Statutory Auditors on the annual financial statements Report to the Audit and Risk Committee We submit to the Audit and Risk Committee a report which includes in particular a description of the scope of the audit and the audit programme implemented, as well as the results of our audit. We also report, if any, significant deficiencies in internal control regarding the accounting and financial reporting procedures that we have identified. Our report to the Audit and Risk Committee includes the risks of material misstatement that, in our professional judgement, were of most significance in the audit of the annual financial statements of the current period and which are therefore the key audit matters that we are required to describe in this report. We also provide the Audit and Risk Committee with the declaration provided for in Article 6 of Regulation (EU) 537/2014, confirming our independence within the meaning of the rules applicable in France such as they are set in particular by Articles L.821‑27 to L.821‑34 of the French Commercial Code (Code de commerce) and in the French Code of Ethics (Code de déontologie) for Statutory Auditors. Where appropriate, we discuss with the Audit and Risk Committee the risks that may reasonably be thought to bear on our independence, and the related safeguards. Paris‑La Défense, 18 March 2026 The Statutory Auditors FORVIS MAZARS Gilles Magnan ERNST & YOUNG et Autres Vincent Roty evaluates the appropriateness of accounting methods used and the reasonableness of accounting estimates and related disclosures made by management in the annual financial statements; P assesses the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. This assessment is based on the audit evidence obtained up to the date of his audit report. However, future events or conditions may cause the Company to cease to continue as a going concern. If the Statutory Auditor concludes that a material uncertainty exists, there is a requirement to draw attention in the audit report to the related disclosures in the financial statements or, if such disclosures are not provided or inadequate, to modify the opinion expressed therein; P evaluates the overall presentation of the annual financial statements and assesses whether these annual financial statements represent the underlying transactions and events in a manner that achieves fair presentation. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT451
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7. – – TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 452
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08/ – – Information on ownership structure of the Company’s shares and capital 8.1 INFORMATION ON CONTROL AND MAJOR SHAREHOLDERS 454 8.1.1 Shareholders of the company over the last three years 454 8.1.2 Control of the Group 459 8.1.3 Factors that could have an impact in the event of a tender offer 460 8.1.4 Shares held by corporate officers 460 8.2 THE TIKEHAU CAPITAL SHARE 461 8.2.1 General information 461 8.2.2 Change in the share price and the volume of shares traded 461 8.3 INFORMATION ON THE SHARE CAPITAL 462 8.3.1 Historical information about the share capital over the last three financial years 463 8.3.2 Instruments giving access to equity 466 8.3.3 Summary table of financial delegations 481 8.3.4 Tikehau Capital share buyback programme 485 8.4 DISTRIBUTION POLICY 486 453 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT
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8. – – Information on ownership structure of the Company’s shares and capital Information on control and major shareholders 8.1 Information on control and major shareholders 8.1.1 SHAREHOLDERS OF THE COMPANY OVER THE LAST THREE YEARS 8.1.1.1 Shareholding structure of the Company as at 31 December 2025 The following chart and table show the share capital ownership of the Company as at 31 December 2025 based on the number of issued shares: Other institutional and free float shareholders Fonds Stratégique de Participations(3) Strategic shareholders(2) • Crédit Mutuel Arkea* • MACSF* • Cardif Assurance Vie* • Morgan Stanley Management (1)*26.1 % 6.9 % 11.0 % 56.0 % (1) Including Tikehau Capital Advisors (54.8%), which owns 100% of Tikehau Capital Commandité, general partner of Tikehau Capital. (2) Shareholders of Tikehau Capital Advisors and/or parties to the shareholders’ agreement with the management. (3) The shareholders and directors of the FSP are BNP Paribas Cardif, BPCE Assurances, CNP Assurances, Crédit Agricole Assurances, Groupama, Société Générale Assurances and Suravenir. Each insurer decides how much it wants to invest in each underlying investment with regard to the allocation of its own portfolio. * Shareholders linked by a shareholders’ agreement representing a total of 66.5% of the capital: companies controlled by AF&Co and MCH and the management (56.0%), MACSF (6.2%), Crédit Mutuel Arkéa (3.0%) and Cardif Assurance Vie (1.3%). TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 454
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Information on ownership structure of the Company’s shares and capital Information on control and major shareholders Shareholders Number of shares % of capital and voting rights Tikehau Capital Advisors 96,051,532 54.8% Makemo Capital 1,569,825 0.9% Tikehau Management 433,264 0.2% Tikehau Employee Family 2018 125,000 0.1% TOTAL COMPANIES CONTROLLED BY AF&CO AND MCH AND THE MANAGEMENT 98,179,621 56.0% MACSF Épargne Retraite 10,918,399 6.2% Crédit Mutuel Arkéa 5,176,988 3.0% Cardif Assurance Vie 2,274,836 1.3% North Haven Tactical Value (Morgan Stanley) 909,090 0.5% STRATEGIC SHAREHOLDERS 19,279,313 11.0% Fonds Stratégique de Participations 12,113,782 6.9% Treasury shares 2,993,475 1.7% Other institutional shareholders and free float shareholders 42,681,649 24.4% TOTAL 175,247,840 100% Shareholders’ agreement Number of shares % of capital and voting rights Total companies controlled by AF&Co and MCH and the management 98,179,621 56.0% MACSF Épargne Retraite 10,918,399 6.2% Crédit Mutuel Arkéa 5,176,988 3.0% Cardif Assurance Vie 2,274,836 1.3% TOTAL SHAREHOLDERS’ AGREEMENT 116,549,844 66.5% (1) (2) (2) (2) (2) (3) (4) (5) AF&Co is controlled by Mr Antoine Flamarion and MCH is controlled by Mr Mathieu Chabran.(1) See the table below for the presentation of the shareholders’ agreement and Section 8.1.2 (Control of the Group) of this Universal Registration Document. (2) On 30 November 2025, Neuflize Vie was merged into Cardif Assurance Vie as part of a universal transfer of assets.(3) Shareholders of Tikehau Capital Advisors and/or parties to the shareholders’ agreement with the Group's management.(4) Including Esta Investments (Temasek group) (4.4%), CARAC (2.5%), MACIF (1.9%) and SURAVENIR (1.6%).(5) (1) (2) On 30 November 2025, Neuflize Vie was merged into Cardif Assurance Vie as part of a universal transfer of assets.(1) See Section 8.1.2 (Control of the Group) of this Universal Registration Document for the presentation of the shareholders’ agreement.(2) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT455
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8. – – Information on ownership structure of the Company’s shares and capital Information on control and major shareholders As at 31 December 2025, 66,956,936 Company shares held by Tikehau Capital Advisors are pledged to corporate banks, with a maturity date of 1 July 2029. Tikehau Capital Advisors has provided the Company with the following information relating (i) to the pledge regarding these shares, pursuant to which five statements of pledge were made (No. 2019DD601897 on 5 April 2019, No. 2019DD613021 on 28 June 2019, No. 2021DD764850 on 23 July 2021, No. 2022DD850878 on 6 July 2022 and No. 2024DD1012993 on 30 December 2024), and (ii) upon the release of the pledge, on a portion of those shares, as set out in the statement No. 2026DD1099460 on 9 March 2026. Name of registered shareholder Transaction Beneficiaries Pledged amount / Release of a pledge Start date End date Pledge release terms Number of Tikehau Capital shares pledged concerned % of Tikehau Capital share capital pledged concerned Tikehau Capital Advisors Pledge Corporate banks €634,576,382 4 April 2019 31 December 2026 Maturity of the financing 28,456,340 16.2% Tikehau Capital Advisors Pledge Corporate banks €283,999,980 27 June 2019 31 December 2026 Maturity of the financing 12,909,090 7.4% Tikehau Capital Advisors Pledge Corporate banks €215,864,250 20 July 2021 31 December 2026 Maturity of the financing 8,634,570 4.9% Tikehau Capital Advisors Pledge Corporate banks €294,000,000 1 July 2022 31 December 2027 Maturity of the financing 15,000,000 8.6% Tikehau Capital Advisors Pledge Corporate banks €149,550,000 20 December 2024 1 July 2029 Maturity of the financing 7,500,000 4.3% Tikehau Capital Advisors Release of a pledge - €114,187,118 5 March 2025 - - 5,543,064 3.2% It should be noted that as at 31 December 2025, the Company has not set up any employee shareholding plan either directly or collectively (PEE or FCPE). However, the Company has offered employees who were granted free shares as part of the free share plan of 1 December 2017 to contribute their shares to the company savings plan (PEE). The free share, and performance share plans in force within the Company as of the date of this Universal Registration Document are described under Section 8.3.2.2 (Free share, and performance share plans) of this Universal Registration Document. st (1) Date initially indicated in the declaration filed with the AMF.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 456
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Information on ownership structure of the Company’s shares and capital Information on control and major shareholders 8.1.1.2 Shareholding structure of the Company as at 31 December 2024 The following table shows the shareholding structure of the Company as at 31 December 2024, based on the number of issued shares: Shareholders Number of shares % of capital and voting rights Tikehau Capital Advisors 99,814,870 57.0% Tikehau Management 628,423 0.4% Makemo Capital 1,202,099 0.7% Tikehau Employee Family 2018 125,000 0.1% TOTAL COMPANIES CONTROLLED BY AF&CO AND MCH AND THE MANAGEMENT 101,770,392 58.1% MACSF Épargne Retraite 10,918,399 6.2% Esta Investments (Temasek group) 5,980,042 3.4% Crédit Mutuel Arkéa 5,176,988 3.0% Neuflize Vie 2,274,836 1.3% North Haven Tactical Value (Morgan Stanley) 909,090 0.5% STRATEGIC SHAREHOLDERS 25,259,355 14.4% Fonds Stratégique de Participations 12,113,782 6.9% Treasury shares 3,468,131 2.0% Other institutional shareholders and free float shareholders 32,636,180 18.6% TOTAL 175,247,840 100% Shareholders’ agreement Number of shares % of capital and voting rights Total companies controlled by AF&Co and MCH and the management 101,770,392 58.1% MACSF Épargne Retraite 10,918,399 6.2% Crédit Mutuel Arkéa 5,176,988 3.0% Neuflize Vie 2,274,836 1.3% TOTAL SHAREHOLDERS’ AGREEMENT 120,140,615 68.6% (1) (2) (2) (2) (2) (3) (4) AF&Co is controlled by Mr Antoine Flamarion and MCH is controlled by Mr Mathieu Chabran.(1) See the table below for the presentation of the shareholders’ agreement and Section 8.1.2 (Control of the Group) of this Universal Registration Document. (2) Shareholders of Tikehau Capital Advisors and/or parties to the shareholders’ agreement with the Group's management.(3) Including CARAC (2.5%), MACIF (1.9%) and SURAVENIR (1.6%).(4) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT457
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8. – – Information on ownership structure of the Company’s shares and capital Information on control and major shareholders 8.1.1.3 Shareholding structure of the Company as at 31 December 2023 The following table shows the shareholding structure of the Company as at 31 December 2023, based on the number of issued shares: Shareholders Number of shares % of capital and voting rights Tikehau Capital Advisors 93,348,990 53.3% Tikehau Management 2,443,173 1.4% Makemo Capital 1,168,058 0.7% Tikehau Employee Family 2018 125,000 0.1% TOTAL COMPANIES CONTROLLED BY AF&CO AND MCH AND THE MANAGEMENT 97,085,221 55.4% MACSF Épargne Retraite 12,246,257 7.0% Esta Investments (Temasek group) 7,849,182 4.5% Crédit Mutuel Arkéa 5,176,988 3.0% Neuflize Vie 2,274,836 1.3% North Haven Tactical Value (Morgan Stanley) 909,090 0.5% STRATEGIC SHAREHOLDERS 28,456,353 16.2% Fonds Stratégique de Participations 12,113,782 6.9% Treasury shares 3,709,592 2.1% Other institutional shareholders and free float shareholders 37,537,688 19.3% TOTAL 175,193,044 100% Shareholders’ agreement Number of shares % of capital and voting rights Total companies controlled by AF&Co and MCH and the management 97,085,221 55.4% MACSF Épargne Retraite 12,246,257 7.0% Crédit Mutuel Arkéa 5,176,988 3.0% Neuflize Vie 2,274,836 1.3% TOTAL SHAREHOLDERS’ AGREEMENT 116,783,302 66.7% (1) (2) (2) (2) (2) (3) (4) AF&Co is controlled by Mr Antoine Flamarion and MCH is controlled by Mr Mathieu Chabran.(1) See the table below for the presentation of the shareholders’ agreement and Section 8.1.2 (Control of the Group) of this Universal Registration Document. (2) Shareholders of Tikehau Capital Advisors and/or parties to the shareholders’ agreement with the Group's management.(3) Including CARAC (2.5%), MACIF (1.9%), SURAVENIR (1.6%) and Peugeot Invest Assets (1.6%).(4) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 458
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Information on ownership structure of the Company’s shares and capital Information on control and major shareholders 8.1.2 CONTROL OF THE GROUP 8.1.2.1 8.1.2.2 Control As at 31 December 2025, Tikehau Capital Advisors held 54.81% of the Company’s capital and voting rights and 100% of the capital and voting rights of Tikehau Capital Commandité, the Company’s general partner (see the organisational chart in Section 1.3.1.4 (The legal structure of Tikehau Capital) of this Universal Registration Document). As at 31 December 2025, the Tikehau Capital Advisors' share capital was held by the founders and management of Tikehau Capital, who together held 68.81% of the share capital and voting rights of Tikehau Capital Advisors, and a group of institutional shareholders: SFI (via one of its affiliated companies, Legacy Participations), MACSF Épargne Retraite and North Haven Tactical Value (an investment vehicle managed by Morgan Stanley Investment Management). These institutional investors together hold the remaining 31.19%. Tikehau Capital Advisors acts in concert with MACSF Épargne Retraite, Crédit Mutuel Arkéa, Cardif Assurance Vie, Makemo Capital, Tikehau Employee Family 2018 and Tikehau Management, pursuant to a shareholders’ agreement initially entered into on 23 January 2017 for a period of five years. To enable the inclusion of Makemo Capital and Tikehau Employee Family 2018, the agreement was modified by way of amendment No. 1 on 17 June 2019. On 3 March 2022, the parties signed amendment No. 2 to extend the period of validity of the agreement for a period of five years until 7 March 2027 (inclusive), as well as amendment No. 3 dated 15 March 2024 to allow Tikehau Management to join. An amendment No. 4 was also signed on 1 December 2025 by the parties, notably to acknowledge that on 30 November 2025, Neuflize Vie, a party to the agreement, had been merged into Cardif Assurance Vie as part of a universal transfer of assets and that, following such merger, Cardif Assurance Vie had assumed Neuflize Vie's rights as a party to the agreement. The agreement provides that the parties shall consult with one another prior to any meeting of the Company's Supervisory Board or the General Meeting of the Shareholders of the Company for the purpose of agreeing on a common general policy for the Company. This agreement lays down that the parties shall ensure that one member of the Supervisory Board is appointed on the basis of a proposal from each party to the agreement holding at least 5% of the Company’s share capital. This agreement also provides the conditions under which the parties acting in concert may request the appointment of a representative to the Supervisory Board. Lastly, this agreement provides that each party holding more than 3% of the Company’s shareholders’ equity (on a fully diluted basis) and who wishes to sell all or part of its shares in the Company must grant pre‑emptive rights to the other parties to the shareholders’ agreement, allowing them to acquire the offered shares at the selling price set by the seller. The Company has the legal form of a société en commandite par actions (partnership limited by shares) governed by Articles L.226‑1 et seq. of the French Commercial Code, and has AF&Co Management and MCH Management as its Managers, and Tikehau Capital Commandité as its general partner. Pursuant to Article 11 of the Articles of Association of Tikehau Capital Commandité, prior to approving certain key decisions regarding Tikehau Capital, in the name and on behalf of Tikehau Capital Commandité acting in its capacity as general partner of Tikehau Capital, the Chairman and the Chief Executive Officer of Tikehau Capital Commandité must obtain the prior authorisation of Tikehau Capital Advisors. These decisions are as follows: (i) the appointment (including the term of office or remuneration) or dismissal of any Manager of Tikehau Capital; (ii) the transfer of the general partner shares of Tikehau Capital; (iii) and any amendments to Tikehau Capital's Articles of Association, other than amendments relating to the share capital. Prevention of abusive control Because of the Company’s legal form and the provisions in its Articles of Association, the Company’s Managers have very broad powers in managing the Company’s business. To prevent abusive control over the Company, the Company has implemented governance rules stating, in particular, that at least one third of the members of the Supervisory Board and specialist Committees must be independent (see Section 3.1 (Administrative and management bodies) of this Universal Registration Document), and procedures for internal control and for managing conflicts of interest within the Group (see Section 2.3 (Risk management culture and compliance obligations) of this Universal Registration Document). However, the governance structure and the legal provisions applicable to partnerships limited by shares do not offer Company shareholders rights and powers that are equivalent to those that might be guaranteed to them in a joint‑stock company or a European Company. In particular, it is hereby stipulated that while the Supervisory Board ensures that the Company is being managed properly, it may under no circumstances issue binding orders to or remove the Managers (see Section 2.2.9 (Risks related to the legal form, Articles of Association and organisation of Tikehau Capital) of this Universal Registration Document). TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT459
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8. – – Information on ownership structure of the Company’s shares and capital Information on control and major shareholders 8.1.3 FACTORS THAT COULD HAVE AN IMPACT IN THE EVENT OF A TENDER OFFER The Company is a société en commandite par actions (partnership limited by shares), with the specific characteristics of this legal form, including being subject to legal provisions and clauses in the Articles of Association that could be relevant in the event of a tender offer (see Sections 2.2.9 (Risks related to the legal form, Articles of Association and organisation of Tikehau Capital) and 10.2.4 (General partners (Articles 9 and 11.2 of the Articles of Association)) of this Universal Registration Document). The current distribution of the Company’s share capital (see Sections 8.1.1 (Shareholders of the Company over the last three years) and 8.1.2 (Control of the Group) of this Universal Registration Document) is also likely to have an impact in the event of a tender offer. As at 31 December 2025, Tikehau Capital Advisors held 54.81% of the Company’s share capital and voting rights and 100% of the share capital and voting rights of Tikehau Capital Commandité, the general partner of the Company. Tikehau Capital Advisors acts in concert with MACSF Épargne Retraite, Crédit Mutuel Arkéa, Cardif Assurance Vie, Makemo Capital, Tikehau Employee Family 2018 and Tikehau Management, pursuant to a shareholders’ agreement entered into on 23 January 2017 and amended on 17 June 2019 (Amendment No. 1), on 3 March 2022 (Amendment No. 2), on 15 March 2024 (Amendment No. 3) and on 1 December 2025 (Amendment No. 4). As at 31 December 2025, the parties to this shareholders’ agreement collectively held 66.51% of the Company’s capital and voting rights. Double voting rights as provided in Article L.225‑123 paragraph 3 of the French Commercial Code have been expressly excluded in the Company’s Articles of Association. With regard to the delegations in force at the date of this Universal Registration Document, the Managers may not, without the prior authorisation of the General Meeting of the Shareholders, make use of the financial delegations or the delegation relating to the implementation of the Company’s share buyback programme from the time when a tender offer is launched by a third party for the Company’s securities until the offer period has ended. The Revolving Credit Facility ("RCF") entered into by Tikehau Capital in December 2025, the four agreements relating to the bond issues carried out by the Company in October 2019, March 2021, September 2023 and April 2025, as well as the agreement on the private placement on the US market (USPP) completed in February 2022, contain standard change of control clauses for these types of financing. The RCF provides the option for each lender not to finance its participation in the event of drawdown and to terminate its commitment in the event of a change of control of the Company. The bond issue agreements stipulate that any bondholder may obtain early redemption or repurchase of all or part of the bonds he owns at a price equal to the par value of the bonds (or, where applicable, the redemption price) plus accrued interest. The USPP agreement stipulates that the Company must notify the change of control to holders, offering them early repayment of the entire remaining principal amount plus the accrued interest (see Section 5.2.3 (Liquidity and capital resources) of this Universal Registration Document). 8.1.4 SHARES HELD BY CORPORATE OFFICERS Article 3 of the Supervisory Board’s internal rules requires that members of the Supervisory Board each own at least 200 shares throughout their term of office on the Board. The following table shows the number of Company shares held by each member of the Supervisory Board at the date of this Universal Registration Document: Number of shares held Xavier Musca (Chairman) 400 Roger Caniard 200 Jean‑Louis Charon 11,000 Crédit Mutuel Arkéa 5,176,988 Pierre‑Henri Flamand 25,000 Fonds Stratégique de Participations 12,113,782 Maximilien de Limburg Stirum 200 Fanny Picard 25,866 Constance de Poncins 272 François Pauly 1,200 At the date of this Universal Registration Document, neither the Managers of the Company nor the corporate officers of the Managers hold any Company securities. Other information concerning the Company’s shareholding structure can be found in Sections 3.1.1 (The Managers), 3.4.1 (Supervisory Board), 8.3.1 (Historical information about the share capital over the last three financial years) and 8.1.2 (Control of the Group) of this Universal Registration Document. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 460
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Information on ownership structure of the Company’s shares and capital The Tikehau Capital share 8.2 The Tikehau Capital share 8.2.1 GENERAL INFORMATION ISIN Code FR0013230612 Ticker (Reuters/Bloomberg) TKOO.PA/TKO.FP Compartment A Listing price on 7 March 2017 €21.00 Price as at 31 December 2025 (closing) €15.84 Highest (closing) price in 2025 €22.50 Lowest (closing) price in 2025 €14.62 Average daily volume (in number of shares) in 2025 28,562 Market capitalisation as at 31 December 2025 (in millions of €) 2,776 8.2.2 CHANGE IN THE SHARE PRICE AND THE VOLUME OF SHARES TRADED 200,000 180,000 140,000 120,000 100 000 80 000 60,000 40 000 20,000 0 Daily closing price (Base 100 on 31/12/2025) Volumes (Number of shares) 65 75 85 95 105 115 125 145 135 Volumes Tikehau Capital CAC FinancialsSBF 120 Indice S&P Listed Private Equity -22% -1% +10% +32% dec. 24 janv. 25 feb. 25 march 25 apr. 25 may 25 june 25 july 25 aug 25 sept. 25 oct. 25 nov. 25 dec. 25 Source: Bloomberg/Euronext. The share price may be found on Tikehau Capital’s website at www.tikehaucapital.com and on Euronext’s website at www.euronext.com. Stock indices Tikehau Capital shares are included in the CAC All Shares, CAC Financials and MSCI World Small Cap indices. Institution servicing the securities Société Générale Securities Services 32, rue du Champ‑de‑Tir 44308 Nantes Cedex 03. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT461
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8. – – Information on ownership structure of the Company’s shares and capital Information on the share capital Analyst coverage As a listed company, Tikehau Capital is covered by 12 financial analysts listed below: 8.3 Information on the share capital As of the date of this Universal Registration Document, the Company’s share capital amounts to €2,103,537,708. At the date of this Universal Registration Document, with the exception of the specific provisions stipulated in this Universal Registration Document (see Section 8.3.2 (Instruments giving access to equity) of this Universal Registration Document), the Company had not issued any other securities giving access to the Company’s equity or that are representative of a receivable. Share capital As at the date of this Universal Registration Document, the Company’s share capital is divided into 175,294,809 shares with a par value of €12 each, fully paid up and of the same category. On the date of this Universal Registration Document, theoretical number of voting rights amounted to 175,294,809 voting rights, it being stated that no Company shares have been stripped or deprived of voting rights, with the exception of treasury shares. Each share carries one vote, double voting rights as provided in Article L.225‑123 of the French Commercial Code being expressly excluded in Article 7.5 of the Company’s Articles of Association. Further information on changes to the Company’s shareholding structure is provided in Section 8.1.1 (Shareholders of the Company over the last three years) of this Universal Registration Document. Autonomous: Isobel HettrickP Berenberg: Christoph GreulichP CIC Market Solutions: Arnaud PalliezP Citi: Nicholas HermanP Degroof Petercam: Luuk van Beek, Maxime LejeuneP Deutsche Bank: Sharath KumarP Exane BNP Paribas: Arnaud GiblatP Goldman Sachs: Oliver CarruthersP Jefferies: Tom MillsP Kepler Cheuvreux: Nicolas PayenP ODDO BHF: Julian DobrovolschiP RBC: Mandeep JagpalP TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 462
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Information on ownership structure of the Company’s shares and capital Information on the share capital 8.3.1 HISTORICAL INFORMATION ABOUT THE SHARE CAPITAL OVER THE LAST THREE FINANCIAL YEARS The table below shows the changes in the Company’s share capital between 1 January 2023 and the date of this Universal Registration Document. Date Type of transaction Share capital before transaction (in €) Share premium (in €) Number of ordinary shares before transaction Number of ordinary shares after the transaction Share capital after the transaction (in €) 10/03/2023 Capital increase by incorporation of share premiums 2,102,316,528 - 175,193,044 175,363,805 2,104,365,660 24/03/2023 Capital increase by incorporation of share premiums 2,104,365,660 - 175,363,805 175,673,418 2,108,081,016 10/07/2023 Share capital reduction by cancellation of treasury shares 2,108,081,016 - 175,673,418 175,193,044 2,102,316,528 10/03/2024 Capital increase by incorporation of share premiums 2,102,316,528 - 175,193,044 175,247,840 2,102,974,080 24/03/2024 Capital increase by incorporation of share premiums 2,102,974,080 - 175,247,840 176,192,916 2,114,314,992 31/07/2024 Share capital reduction by cancellation of treasury shares 2,114,314,992 - 176,192,916 175,247,840 2,102,974,080 10/03/2025 Capital increase by incorporation of share premiums 2,102,974,080 - 175,247,840 175,297,940 2,103,575,280 24/03/2025 Capital increase by incorporation of share premiums 2,103,575,280 - 175,297,940 176,392,984 2,116,715,808 31/07/2025 Share capital reduction by cancellation of treasury shares 2,116,715,808 - 176,392,984 175,247,840 2,102,974,080 10/03/2026 Capital increase by incorporation of share premiums 2,102,974,080 - 175,247,840 175,294,809 2,103,537,708 Since 1 January 2023, the following transactions have changed the Company’s share capital: st st six capital increases were carried out on 10 March 2023 by incorporation of share premiums in the total amount of €2,049,132. These capital increases were carried out in order to create the number of new ordinary shares to be allocated to the beneficiaries of various plans: a) a capital increase by incorporation of share premiums in the amount of €1,054,884, resulting in the creation of 87,907 new shares under the second tranche of the 2020 FSA Plan, P a capital increase by incorporation of share premiums in the amount of €252,912, resulting in the creation of 21,076 new shares under the second tranche of the 2020 Performance Share Plan, P a capital increase by incorporation of share premiums in the amount of €39,960 resulting in the creation of 3,330 new shares under the second tranche of the 2020 Sofidy AIFM/UCITS Plan, P a capital increase by incorporation of share premiums in the amount of €591,804 resulting in the creation of 49,317 new shares under the second tranche of the 2020 TIM 7‑year Plan, P a capital increase by incorporation of share premiums in the amount of €93,924 resulting in the creation of 7,827 new shares under the second tranche of the 2020 Sofidy 7‑year Plan, and P a capital increase by incorporation of share premiums in the amount of €15,648 resulting in the creation of 1,304 new shares under the second tranche of the 2020 ACE 7‑year Plan; P four capital increases were carried out on 24 March 2023 by incorporation of share premiums in the total amount of €3,715,356. These capital increases were carried out in order to create the number of new ordinary shares to be allocated to the beneficiaries of various plans: b) a capital increase by incorporation of share premiums in the amount of €1,231,092, resulting in the creation of 102,591 new shares under the first tranche of the 2021 FSA Plan, P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT463
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8. – – Information on ownership structure of the Company’s shares and capital Information on the share capital a capital increase by incorporation of share premiums in the amount of €2,187,336, resulting in the creation of 182,278 new shares under the first tranche of the 2021 TIM Performance Share Plan, P a capital increase by incorporation of share premiums in the amount of €124,632, resulting in the creation of 10,386 new shares under the first tranche of the 2021 Sofidy Performance Share Plan, P a capital increase by incorporation of share premiums in the amount of €172,296, resulting in the creation of 14,358 new shares under the first tranche of the 2021 Ace Performance Share Plan; P a capital reduction was carried out on 10 July 2023 by the cancellation of 480,374 treasury shares for an amount of €5,764,488; c) two capital increases were carried out on 10 March 2024 by incorporation of share premiums in the total amount of €657,552. These capital increases were carried out in order to create the number of new ordinary shares to be allocated to the beneficiaries of various plans: d) a capital increase by incorporation of share premiums in the amount of €563,628 resulting in the creation of 46,969 new shares under the third tranche of the 2020 TIM 7‑year Plan, and P a capital increase by incorporation of share premiums in the amount of €93,924 resulting in the creation of 7,827 new shares under the third tranche of the 2020 Sofidy 7‑year Plan; P twelve capital increases were carried out on 24 March 2024 by incorporation of share premiums in the total amount of €11,340,912. These capital increases were carried out in order to create the number of new ordinary shares to be allocated to the beneficiaries of various plans: e) a capital increase by incorporation of share premiums in the amount of €1,179,288, resulting in the creation of 98,274 new shares under the second tranche of the 2021 FSA Plan, P a capital increase by incorporation of share premiums in the amount of €2,030,916, resulting in the creation of 169,243 new shares under the second tranche of the 2021 TIM Performance Share Plan, P a capital increase by incorporation of share premiums in the amount of €124,632, resulting in the creation of 10,386 new shares under the second tranche of the 2021 Sofidy Performance Share Plan, P a capital increase by incorporation of share premiums in the amount of €128,916, resulting in the creation of 10,743 new shares under the second tranche of the 2021 Ace Performance Share Plan, P a capital increase by incorporation of share premiums in the amount of €1,363,992 resulting in the creation of 113,666 new shares under the first tranche of the New Chapter 7‑year Plan, P a capital increase by incorporation of share premiums in the amount of €1,368,648, resulting in the creation of 114,054 new shares under the first tranche of the 2022 FSA Plan, P a capital increase by incorporation of share premiums in the amount of €3,411,576, resulting in the creation of 284,298 new shares under the first tranche of the 2022 TIM Performance Share Plan, P a capital increase by incorporation of share premiums in the amount of €363,624, resulting in the creation of 30,302 new shares under the first tranche of the 2022 Sofidy Performance Share Plan, P a capital increase by incorporation of share premiums in the amount of €216,528, resulting in the creation of 18,044 new shares under the first tranche of the 2022 Ace Performance Share Plan, P a capital increase by incorporation of share premiums in the amount of €968,916 resulting in the creation of 80,743 new shares under the first tranche of the 2022 TIM Retention Plan, P a capital increase by incorporation of share premiums in the amount of €129,336 resulting in the creation of 10,778 new shares under the first tranche of the 2022 Sofidy Retention Plan, P a capital increase by incorporation of share premiums in the amount of €54,540 resulting in the creation of 4,545 new shares under the first tranche of the 2022 Ace Retention Plan; P a capital reduction was carried out on 31 July 2024 by the cancellation of 945,076 treasury shares for an amount of €11,340,912; f) two capital increases were carried out on 10 March 2025 by incorporation of share premiums in the total amount of €601,200. These capital increases were carried out in order to create the number of new ordinary shares to be allocated to the beneficiaries of various plans: g) a capital increase by incorporation of share premiums in the amount of €507,276 resulting in the creation of 42,273 new shares under the fourth tranche of the 2020 TIM 7‑year Plan, and P a capital increase by incorporation of share premiums in the amount of €93,924 resulting in the creation of 7,827 new shares under the fourth tranche of the 2020 Sofidy 7‑year Plan; P sixteen capital increases were carried out on 24 March 2025 by incorporation of share premiums in the total amount of €13,140,528. These capital increases were carried out in order to create the number of new ordinary shares to be allocated to the beneficiaries of various plans: h) a capital increase by incorporation of share premiums in the amount of €1,831,728, resulting in the creation of 152,644 new shares under the third tranche of the 2021 TIM Performance Share Plan, P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 464
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Information on ownership structure of the Company’s shares and capital Information on the share capital a capital increase by incorporation of share premiums in the amount of €124,632, resulting in the creation of 10,386 new shares under the third tranche of the 2021 Sofidy Performance Share Plan, P a capital increase by incorporation of share premiums in the amount of €104,472, resulting in the creation of 8,706 new shares under the third tranche of the 2021 Ace Performance Share Plan, P a capital increase by incorporation of share premiums in the amount of €472,632, resulting in the creation of 39,386 new shares under the second tranche of the New Chapter 7‑year Plan, P a capital increase by incorporation of share premiums in the amount of €1,246,680, resulting in the creation of 103,890 new shares under the second tranche of the 2022 FSA Plan, P a capital increase by incorporation of share premiums in the amount of €1,532,160, resulting in the creation of 127,680 new shares under the second tranche of the 2022 TIM Performance Share Plan, P a capital increase by incorporation of share premiums in the amount of €178,584, resulting in the creation of 14,882 new shares under the second tranche of the 2022 Sofidy Performance Share Plan, P a capital increase by incorporation of share premiums in the amount of €82,920, resulting in the creation of 6,910 new shares under the second tranche of the 2022 Ace Performance Share Plan, P a capital increase by incorporation of share premiums in the amount of €874,308 resulting in the creation of 72,859 new shares under the second tranche of the 2022 TIM Retention Plan, P a capital increase by incorporation of share premiums in the amount of €129,336 resulting in the creation of 10,778 new shares under the second tranche of the 2022 Sofidy Retention Plan, P a capital increase by incorporation of share premiums in the amount of €54,540 resulting in the creation of P 4,545 new shares under the second tranche of the 2022 Ace Retention Plan, a capital increase by incorporation of share premiums in the amount of €1,300,284, resulting in the creation of 108,357 new shares under the first tranche of the 2023 FSA Plan, P a capital increase by incorporation of share premiums in the amount of €3,132,456, resulting in the creation of 261,038 new shares under the first tranche of the 2023 TIM Performance Share Plan, P a capital increase by incorporation of share premiums in the amount of €596,040, resulting in the creation of 49,670 new shares under the first tranche of the 2023 Sofidy Performance Share Plan, P a capital increase by incorporation of share premiums in the amount of €1,372,464 resulting in the creation of 114,372 new shares under the first tranche of the 2023 TIM Retention Plan, P a capital increase by incorporation of share premiums in the amount of €107,292 resulting in the creation of 8,941 new shares under the first tranche of the 2023 Sofidy Retention Plan; P a capital reduction was carried out on 31 July 2025 by the cancellation of 1,145,144 treasury shares for an amount of €13,741,728; i) two capital increases were carried out on 10 March 2026 by incorporation of share premiums in the total amount of €563,628. These capital increases were carried out in order to create the number of new ordinary shares to be allocated to the beneficiaries of various plans: j) a capital increase by incorporation of share premiums in the amount of €469,704, resulting in the creation of 39,142 new shares under the fourth tranche of the 2020 TIM 7‑year Plan, and P a capital increase by incorporation of share premiums in the amount of €93,924, resulting in the creation of 7,827 new shares under the fourth tranche of the 2020 Sofidy 7‑year Plan. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT465
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8. – – Information on ownership structure of the Company’s shares and capital Information on the share capital 8.3.2 INSTRUMENTS GIVING ACCESS TO EQUITY 8.3.2.1 8.3.2.2 (a) Equity warrants The General Meeting of the Shareholders of the Company of 21 December 2016 authorised the issue of 1,244,781 equity warrants (bons de souscription d'actions) reserved to Tikehau Management, Tikehau Employee Family 2008 and TCA Partnership, each for one third of the issue, representing respectively 414,927 equity warrants for each company. These equity warrants were subscribed on 22 December 2016 at a price of €2.20 per equity warrant, a price that was calculated by an independent appraiser appointed by the Company. These three vehicles are held by partners and employees of the Group and Tikehau Capital Advisors. The purpose of this reserved issue was to strengthen the personal interest of employees in the Group (particularly when exercising these equity warrants), to reinforce the alignment of interests between the Group and its employees, and to encourage them with the Group’s future performance. These equity warrants may be exercised at any time in one or several stages, five years after issue. Equity warrants that have not been exercised within ten years of issue shall become null and void by right, as of that date. Upon issue, each equity warrant entitles its holder to subscribe to one new Company share. As a result of the capital increases with preferential subscription rights carried out on 6 January 2017 at a price of €21 per new share and on 26 July 2017 at a price of €22 per new share, the distribution in cash deducted from the "Issue, merger and contribution premiums" item for a total amount of €68,096,522 decided by the Company’s Ordinary General Meeting of the Shareholders of 19 May 2021 and the legal and contractual provisions provided for in order to preserve the rights of the holders of the equity warrants in the event of a transaction on the share capital, these equity warrants now give the right to subscribe to 1,445,190 new shares. The strike price of the new shares underlying the equity warrants is €21 per new share actually subscribed payable in cash upon exercise, barring an adjustment in accordance with legal and regulatory provisions and with the terms and conditions of the equity warrants provided to preserve the rights of equity warrant holders. This issue price corresponds to the issue price used for the purposes of the Company’s capital increases carried out in December 2016 and January 2017. These equity warrants are tradable and may be freely divested. However, at the date of this Universal Registration Document, they are held by the original subscribers. Free share and performance share plans As of the date of this Universal Registration Document, three free share plans and 21 performance share plans are currently being vested, pursuant to Articles L.225‑197‑1 et seq. of the French Commercial Code. No corporate officer of the Company is a beneficiary under these free share and performance share plans. It should also be noted that Mr Antoine Flamarion and Mr Mathieu Chabran did not receive any free shares in respect of these free share and performance share plans. The free share and performance share plans presented below are plans which were being acquired as of the date of this Universal Registration Document. Free share plans granted as part of variable remuneration 1. The 2023 FSA Plan, the 2024 FSA Plan and the 2025 FSA Plan In accordance with its remuneration policy, the Group has granted free shares to employees of the Company and of related companies or corporate groups every year since 2018, as part of awarding variable remuneration for the previous financial year. For beneficiaries with the rank of Associate, Vice‑President or Director and who are not Relevant Employees and who are not employees covered by the requirements relating to the remuneration of employees identified under the AIFM and UCITS V Directives (the “relevant employees”), these grants took the form of a free share allocation plan: (1) the free share allocation plan, known as the “2023 FSA Plan”, adopted by a Manager on 24 March 2023 and covering a maximum total of 276,631 shares allocated to certain employees of the Company or related companies or corporate groups; P the free share allocation plan, known as the “2024 FSA Plan”, adopted by a Manager on 24 March 2024 and covering a maximum total of 381,586 shares allocated to certain employees of the Company or related companies or corporate groups; and P The “identified staff” within the meaning of the AIFM and UCITS V directives, which is composed of each relevant asset management company's senior management, risk takers (i.e. portfolio managers), controlling supervisors, managers of the support functions as well as any employee who, in view of their overall compensation, is in the same salary bracket as the senior management and the risk‑takers, and whose professional activities have a significant impact on the risk profile of the asset management company or the risk profile of the AIFs or UCITS managed by the asset management company in question. Only “identified staff” receiving high variable remuneration and having an influence on the risk profile of the asset management company in question or on the risk profile of the AIFs or UCITS managed by the asset management company in question are subject to the requirements relating to the structure and the terms of vesting and payment of the variable remuneration arising from the AIFM and UCITS V directives (see Section 1.4.3.4 (Other regulations) of this Universal Registration Document). (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 466
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Information on ownership structure of the Company’s shares and capital Information on the share capital The vesting of the shares granted under the 2023 FSA Plan, the 2024 FSA Plan and the 2025 FSA Plan is subject to a condition of presence in the Company or related companies or corporate groups at the vesting date (the “condition of presence”) and a condition related to the absence of misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG, but is not subject to any performance conditions. The free shares will be definitively vested to the beneficiaries of the 2023 FSA Plan, 2024 FSA Plan and 2025 FSA Plan after a period of two years for 50% of the granted shares and three years for the remaining 50%, and will not be subject to any retention period. In 2025, the beneficiaries of the 2023 FSA Plan meeting the condition of presence at the end of the vesting period of its first tranche representing 50% of the shares granted definitively acquired 108,766 shares under this plan. 2023 FSA Plan 2024 FSA Plan 2025 FSA Plan Date of General Meeting 18/05/2022 18/05/2022 06/05/2024 Grant date by a Manager 24/03/2023 24/03/2024 24/03/2025 Maximum number of granted shares 276,631 381,586 398,080 Number of initial beneficiaries 359 387 421 Number of shares granted to Company corporate officers – – – Number of shares awarded to the top 10 employees who are not corporate officers 35,878 58,350 38,921 Vesting date of the shares 24/03/2025 for 50% of the granted shares 24/03/2026 for 50% of the granted shares 24/03/2026 for 50% of the granted shares 24/03/2027 for 50% of the granted shares 24/03/2027 for 50% of the granted shares 24/03/2028 for 50% of the granted shares Vesting condition of the shares Condition of presence Condition of absence of misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG No performance condition Duration of retention period – – – Number of shares vested as at 31 December 2025 108,766 – – Number of shares cancelled or lapsed as at 31 December 2025 71,117 85,480 46,730 Number of shares granted and yet to be vested as at 31 December 2025 96,748 296,106 351,350 the free share allocation plan, known as the “2025 FSA Plan”, adopted by a Manager on 24 March 2025 and covering a maximum total of 398,080 shares allocated to certain employees of the Company or related companies or corporate groups. P (1) (1) (2) This number corresponds to the number of free shares allocated to the ten employees who are not corporate officers of the Company or employees of companies included in the scope of allocation of free shares, for which the number of free shares thus allocated is the highest. (1) An early allocation was made in October 2025 due to the classification of one of the beneficiaries under a type 2 disability. This concerns a total of 409 shares allocated under the 2023 FSA Plan. (2) An early allocation was made in October 2025 due to the classification of one of the beneficiaries under a type 2 disability. This concerns a total of 409 shares allocated under the 2023 FSA Plan. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT467
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8. – – Information on ownership structure of the Company’s shares and capital Information on the share capital (b) Performance share plans granted as part of variable remuneration In accordance with its remuneration policy, the Group has granted performance shares every year since 2018 to the relevant employees in the context of awarding variable remuneration for the previous financial year. When all or most beneficiaries were relevant employees, these grants took the form of performance share plans structured to meet the requirements of the AIFM and UCITS V directives. 1. The 2023 TIM Performance Share Plan and the 2023 Sofidy Performance Share Plan The Group decided to grant performance shares to employees of the Company and of related companies or corporate groups as part of awarding variable remuneration for 2022. As the vast majority of the beneficiaries are relevant employees, these two plans are structured in such a way that the granted shares can be classified as eligible instruments within the meaning of the remuneration policies of the asset management companies in question. This grant took the form of two performance share plans adopted by a Manager on 24 March 2023 that provide for, respectively: The vesting period for the first tranches representing 2/3 of the shares granted under the 2023 TIM Performance Share Plan and the 2023 Sofidy Performance Share Plan ended on 24 March 2025. At the end of this vesting period: The vesting of the shares granted under the 2023 TIM Performance Share Plan and the 2023 Sofidy Performance Share Plan will take place, for 1/3 of the shares granted, at the end of a three‑year vesting period and is subject to a performance condition based on the performance index at the end of the three‑year period. The shares granted under the 2023 TIM Performance Share Plan and the 2023 Sofidy Performance Share Plan are not subject to any retention period. The vesting of each of these three tranches will be conditional upon the beneficiary working at the Company or related companies or corporate groups on the vesting date and the absence of misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG. 2. The 2024 TIM Performance Share Plan and the 2024 Sofidy Performance Share Plan The Group decided to grant performance shares to employees of the Company and of related companies or corporate groups as part of awarding variable remuneration for 2023. As the vast majority of the beneficiaries are relevant employees, these two plans are structured in such a way that the granted shares can be classified as eligible instruments within the meaning of the remuneration policies of the asset management companies in question. This grant took the form of two performance share plans adopted by a Manager on 24 March 2024 that provide for, respectively: for the “2023 TIM Performance Share Plan”, the grant of a maximum total number of 476,783 shares; and P for the “2023 Sofidy Performance Share Plan”, the grant of a maximum total number of 76,094 shares. P the performance condition determined on the basis of an index representative of the performance of Tikehau IM's various business lines having been met as at 31 December 2024 and as at 31 December 2025, the beneficiaries of the 2023 TIM Performance Share Plan meeting the condition of presence and of not having committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 261,038 shares; and P the performance condition determined on the basis of an index representative of the performance of Sofidy's strategies as at 31 December 2024 and as at 31 December 2025 having been met, the beneficiaries of the 2023 Sofidy Performance Share Plan meeting the condition of presence and of not having committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 49,670 shares. P for the “2024 TIM Performance Share Plan”, the grant of a maximum total number of 617,322 shares; and P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 468
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Information on ownership structure of the Company’s shares and capital Information on the share capital The vesting of the shares granted under the 2024 TIM Performance Share Plan and the 2024 Sofidy Performance Share Plan will occur: The shares granted under the 2024 TIM Performance Share Plan and the 2024 Sofidy Performance Share Plan are not subject to any retention period. The vesting of each of these three plans will be conditional upon the beneficiary working at the Company or related companies or corporate groups on the vesting date and the absence of misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG. 3. The 2025 TIM Performance Share Plan and the 2025 Sofidy Performance Share Plan The Group decided to grant performance shares to employees of the Company and of related companies or corporate groups as part of awarding variable remuneration for 2024. As the vast majority of the beneficiaries are relevant employees, these two plans are structured in such a way that the granted shares can be classified as eligible instruments within the meaning of the remuneration policies of the asset management companies in question. This grant took the form of two performance share plans adopted by a Manager on 24 March 2025 that provide for, respectively: The vesting of the shares granted under the 2025 TIM Performance Share Plan and the 2025 Sofidy Performance Share Plan will occur: The shares granted under the 2025 TIM Performance Share Plan and the 2025 Sofidy Performance Share Plan are not subject to any retention period. The vesting of each of these three plans will be conditional upon the beneficiary working at the Company or related companies or corporate groups on the vesting date and the absence of misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG. for the “2024 Sofidy Performance Share Plan”, the grant of a maximum total number of 80,031 shares. P at the end of a two‑year vesting period, for 2/3 of the granted shares, subject to: P at the end of a one‑year period, for 1/3 of the granted shares, a performance condition assessed on the basis of an index representative of the performance as defined by the management company of each beneficiary, with the Tikehau IM performance index being used for beneficiaries of other Group entities, (the “Performance Index”), P at the end of a two‑year period, for 1/3 of the granted shares, a performance condition based on the Performance Index; P at the end of a three‑year vesting period, subject to a performance condition based on the Performance Index at the end of the three‑year period, for 1/3 of the granted shares. P for the “2025 TIM Performance Share Plan”, the grant of a maximum total number of 544,055 shares; and P for the “2025 Sofidy Performance Share Plan”, the grant of a maximum total number of 60,899 shares. P at the end of a two‑year vesting period, for 2/3 of the granted shares, subject to: P at the end of a one‑year period, for 1/3 of the granted shares, a performance condition assessed on the basis of an index representative of the performance as defined by the management company of each beneficiary, with the Tikehau IM performance index being used for beneficiaries of other Group entities, (the “Performance Index”), P at the end of a two‑year period, for 1/3 of the granted shares, a performance condition based on the Performance Index; P at the end of a three‑year vesting period, subject to a performance condition based on the Performance Index at the end of the three‑year period, for 1/3 of the granted shares. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT469
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8. – – Information on ownership structure of the Company’s shares and capital Information on the share capital 2023 TIM Performance Share Plan 2023 Sofidy Performance Share Plan 2024 TIM Performance Share Plan 2024 Sofidy Performance Share Plan 2025 TIM Performance Share Plan 2025 Sofidy Performance Share Plan Date of General Meeting 18/05/2022 18/05/2022 18/05/2022 18/05/2022 06/05/2024 06/05/2024 Grant date by a Manager 24/03/2023 24/03/2023 24/03/2024 24/03/2024 24/03/2025 24/03/2025 Maximum number of granted shares 476,783 76,094 617,322 80,031 544,055 60,899 Number of initial beneficiaries 132 29 137 30 127 31 Number of shares granted to Company corporate officers – – – – – – Number of shares awarded to the top 10 employees who are not corporate officers 87,958 43,163 98,412 52,205 93,015 31,087 Vesting date of the shares 24/03/2025 for 2/3 of the granted shares 24/03/2026 for 1/3 of the granted shares 24/03/2026 for 2/3 of the granted shares 24/03/2027 for 1/3 of the granted shares 24/03/2027 for 2/3 of the granted shares 24/03/2028 for 1/3 of the granted shares Vesting condition of the shares Condition of presence Condition of absence of misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG Performance condition assessed on the basis of a performance index Duration of retention period – – – – – – Number of shares vested as at 31 December 2025 261,038 49,670 – 899 – 881 Number of shares cancelled or lapsed as at 31 December 2025 104,456 3,022 111,404 6,495 52,383 3,426 Number of shares granted and yet to be vested as at 31 December 2025 111,289 23,402 505,918 72,637 491,672 56,592 (1) (2) (3) (3) This number corresponds to the number of performance shares granted to the ten employees who are not corporate officers of the Company or employees of companies included in the scope of performance shares, for which the number of performance shares thus granted is the highest. (1) Performance condition based on a benchmark deemed representative of the performance of various business lines or strategies of the relevant asset management company, Tikehau IM for the 2022 TIM Performance Share Plan, the 2023 TIM Performance Share Plan and the 2024 TIM Performance Share Plan, and Sofidy for the 2022 Sofidy Performance Share Plan, the 2023 Sofidy Performance Share Plan and the 2024 Sofidy Performance Share Plan. The Tikehau IM performance index is used for beneficiaries of other Group entities. The performance of this benchmark is calculated by measuring the change in the net asset value per unit or share of the concerned funds. (2) An early allocation was made in October 2025 due to the classification of one of the beneficiaries under a type 2 disability. This concerns a total of 899 shares granted under the 2024 Sofidy Performance Share Plan and 881 shares granted under the 2025 Sofidy Performance Share Plan. (3) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 470
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Information on ownership structure of the Company’s shares and capital Information on the share capital (c) Performance share plans granted as part of variable remuneration and the implementation of a retention mechanism 1. The 2020 TIM 7‑year Plan and the 2020 Sofidy 7‑year Plan Two performance share plans were adopted by the Manager on 10 March 2020 as part of awarding variable remuneration for 2019 and the implementation of a mechanism to retain certain managing directors, head of business line, head of country/region and managers of the Group’s key support functions who are employees or managing directors of Tikehau IM, Sofidy, or Tikehau Capital Advisors transferred to the Company as a result of the Reorganisation. As the vast majority of the beneficiaries are relevant employees, these two plans are structured in such a way that the granted shares can be classified as eligible instruments within the meaning of each of the remuneration policies of the asset management companies in question. These plans provide for, respectively: The vesting period for the first tranches representing 2/7 of the shares granted under the 2020 TIM 7‑year Plan and the 2020 Sofidy 7‑year Plan ended on 10 March 2022. At the end of this vesting period: The vesting period for the second tranches representing 1/7 of the shares granted under the 2020 TIM 7‑year Plan and the 2020 Sofidy 7‑year Plan ended on 10 March 2023. At the end of this vesting period: The vesting period for the third tranches representing 1/7 of the shares granted under the 2020 TIM 7‑year Plan and the 2020 Sofidy 7‑year Plan ended on 10 March 2024. At the end of this vesting period: for the “2020 TIM 7‑year Plan” free share plan, the grant of a maximum total of 383,629 shares; and P for the “2020 Sofidy 7‑year Plan” free share plan, the grant of a maximum total of 54,805 shares. P the performance condition determined on the basis of an index representative of the performance of Tikehau IM’s various business lines having been partially met as at 31 December 2020 and met as at 31 December 2021, the beneficiaries of the 2020 TIM 7‑year Plan meeting the condition of presence and of not having committed a serious breach of the regulations in force as well as of the applicable internal rules and procedures relating to compliance and appropriate risk management during the vesting period in question were granted 102,840 shares; and P the performance condition determined on the basis of an index representative of the performance of Sofidy’s strategies as at 31 December 2020 and as at 31 December 2021 having been met, the beneficiaries of the 2020 Sofidy 7‑year Plan meeting the condition of presence and of not having committed a serious breach of the regulations in force as well as of the applicable internal rules and procedures relating to compliance and appropriate risk management during the vesting period in question were granted 15,617 shares. P the performance condition determined on the basis of an index representative of the performance of Tikehau IM’s various business lines having been met as at 31 December 2022, the beneficiaries of the 2020 TIM 7‑year Plan meeting the condition of presence and of not having committed a serious breach of the regulations in force as well as of the applicable internal rules and procedures relating to compliance and appropriate risk management during the vesting period in question were granted 49,317 shares; and P the performance condition determined on the basis of an index representative of the performance of Sofidy’s strategies as at 31 December 2022 having been met, the beneficiaries of the 2020 Sofidy 7‑year Plan meeting the condition of presence and of not having committed a serious breach of the regulations in force as well as of the applicable internal rules and procedures relating to compliance and appropriate risk management during the vesting period in question were granted 7,827 shares. P the performance condition determined on the basis of an index representative of the performance of Tikehau IM’s various business lines having been met as at 31 December 2023, the beneficiaries of the 2020 TIM 7‑year Plan meeting the condition of presence and of not having committed a serious breach of the regulations in force as well as of the applicable internal rules and procedures relating to compliance and appropriate risk management during the vesting period in question were granted 46,969 shares; and P the performance condition determined on the basis of an index representative of the performance of Sofidy’s strategies as at 31 December 2023 having been met, the beneficiaries of the 2020 Sofidy 7‑year Plan meeting the condition of presence and of not having committed a serious breach of the regulations in force as well as of the applicable internal rules and procedures relating to compliance and appropriate risk management during the vesting period in question were granted 7,827 shares. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT471
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8. – – Information on ownership structure of the Company’s shares and capital Information on the share capital The vesting period for the fourth tranches representing 1/7 of the shares granted under the 2020 TIM 7‑year Plan and the 2020 Sofidy 7‑year Plan ended on 10 March 2025. At the end of this vesting period: The vesting period for the fifth tranches representing 1/7 of the shares granted under the 2020 TIM 7‑year Plan and the 2020 Sofidy 7‑year Plan ended on 10 March 2026. At the end of this vesting period: The vesting of the shares granted under the remaining tranche of the 2020 TIM 7‑year Plan and the 2020 Sofidy 7‑year Plan will take place, for 1/7 of the shares granted, at the end of a seven‑year vesting period and is subject to a performance condition based on the performance index at the end of the seven‑year period. Shares granted under the 2020 TIM 7‑year Plan and the 2020 Sofidy 7‑year Plan are not subject to any retention period. The vesting of each tranche under each of these two plans will be conditional upon the presence condition of the beneficiary at the Company or related companies or corporate groups on the vesting date and the absence of any serious breach of applicable regulations or internal rules and procedures concerning compliance and the appropriate management of risks. 2. The 2021 TIM Performance Share Plan, the 2021 Sofidy Performance Share Plan and the 2021 Ace Performance Share Plan The Group decided to grant free shares to employees of the Company and of related companies or corporate groups as part of awarding variable remuneration for 2020 and the implementation of a retention mechanism. As the vast majority of the beneficiaries are relevant employees, these three plans are structured in such a way that the granted shares can be classified as eligible instruments within the meaning of the remuneration policies of the asset management companies in question. This grant took the form of three performance share plans adopted by the Manager on 24 March 2021 that provide for, respectively: The vesting period for the first tranches representing 1/4 of the shares granted under the 2021 TIM Performance Share Plan, the 2021 Sofidy Performance Share Plan and the 2021 Ace Performance Share Plan ended on 24 March 2023. At the end of this vesting period: the performance condition determined on the basis of an index representative of the performance of Tikehau IM’s various business lines having been met as at 31 December 2024, the beneficiaries of the 2020 TIM 7‑year Plan meeting the condition of presence and of not having committed a serious breach of the regulations in force as well as of the applicable internal rules and procedures relating to compliance and appropriate risk management during the vesting period in question were granted 42,273 shares; and P the performance condition determined on the basis of an index representative of the performance of Sofidy’s strategies as at 31 December 2024 having been met, the beneficiaries of the 2020 Sofidy 7‑year Plan meeting the condition of presence and of not having committed a serious breach of the regulations in force as well as of the applicable internal rules and procedures relating to compliance and appropriate risk management during the vesting period in question were granted 7,827 shares. P the performance condition determined on the basis of an index representative of the performance of Tikehau IM’s various business lines having been met as at 31 December 2025, the beneficiaries of the 2020 TIM 7‑year Plan meeting the condition of presence and of not having committed a serious breach of the regulations in force as well as of the applicable internal rules and procedures relating to compliance and appropriate risk management during the vesting period in question were granted 39,142 shares; and P the performance condition determined on the basis of an index representative of the performance of Sofidy’s strategies as at 31 December 2025 having been met, the beneficiaries of the 2020 Sofidy 7‑year Plan meeting the condition of presence and of not having committed a serious breach of the regulations in force as well as of the applicable internal rules and procedures relating to compliance and appropriate risk management during the vesting period in question were granted 7,827 shares. P for the “2021 TIM Performance Share Plan”, the grant of a maximum total number of 812,741 shares; P for the “2021 Sofidy Performance Share Plan”, the grant of a maximum total number of 41,553 shares; and P for the “2021 Ace Performance Share Plan”, the grant of a maximum total number of 57,442 shares. P the performance condition determined on the basis of an index representative of the performance of Tikehau IM's various business lines having been met as at 31 December 2022, the beneficiaries of the 2021 TIM Performance Share Plan meeting the condition of presence and of not having committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 182,278 shares; P the performance condition determined on the basis of an index representative of the performance of Sofidy's strategies as at 31 December 2022 having been met, the beneficiaries of the 2021 Sofidy Performance Share Plan meeting the condition of presence and of not having committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 10,386 shares; and P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 472
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Information on ownership structure of the Company’s shares and capital Information on the share capital The vesting period for the second tranches representing 1/4 of the shares granted under the 2021 TIM Performance Share Plan, the 2021 Sofidy Performance Share Plan and the 2021 Ace Performance Share Plan ended on 24 March 2024. At the end of this vesting period: The vesting period for the third tranches representing 1/4 of the shares granted under the 2021 TIM Performance Share Plan, the 2021 Sofidy Performance Share Plan and the 2021 Ace Performance Share Plan ended on 24 March 2025. At the end of this vesting period: The vesting of the shares granted under the four remaining tranches of the 2021 TIM Performance Share Plan, the 2021 Sofidy Performance Share Plan and the 2021 Ace Performance Share Plan will take place, for 1/4 of the shares granted, at the end of a five‑year vesting period and is subject to a performance condition based on the performance index at the end of a five‑year period. The shares granted under the 2021 TIM Performance Share Plan, the 2021 Sofidy Performance Share Plan and the 2021 Ace Performance Share Plan are not subject to any retention period. The vesting of each of the tranches under each of these three plans will be conditional upon the presence condition of the beneficiary at the Company or related companies or corporate groups on the vesting date and the absence of misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG. the performance condition determined on the basis of an index representative of the performance of Tikehau Ace Capital’s (merged into Tikehau IM on 1 January 2023) fund families as at 31 December 2022 having been met, the beneficiaries of the 2021 Ace Performance Share Plan meeting the condition of presence and of not having committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 14,358 shares. P the performance condition determined on the basis of an index representative of the performance of Tikehau IM's various business lines having been met as at 31 December 2023, the beneficiaries of the 2021 TIM Performance Share Plan meeting the condition of presence and of not having committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 169,243 shares; P the performance condition determined on the basis of an index representative of the performance of Sofidy's strategies as at 31 December 2023 having been met, the beneficiaries of the 2021 Sofidy Performance Share Plan meeting the condition of presence and of not having committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 10,386 shares; and P the performance condition determined on the basis of an index representative of the performance of Tikehau Ace Capital’s (merged into Tikehau IM on 1 January 2023) fund families as at 31 December 2023 having been met, the beneficiaries of the 2021 Ace Performance Share Plan meeting the condition of presence and of not having committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 10,743 shares. P the performance condition determined on the basis of an index representative of the performance of Tikehau IM's various business lines having been met as at 31 December 2024, the beneficiaries of the 2021 TIM Performance Share Plan meeting the condition of presence and of not having committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 152,644 shares; P the performance condition determined on the basis of an index representative of the performance of Sofidy's strategies as at 31 December 2024 having been met, the beneficiaries of the 2021 Sofidy Performance Share Plan meeting the condition of presence and of not having committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 10,386 shares; and P the performance condition determined on the basis of an index representative of the performance of Tikehau Ace Capital’s (merged into Tikehau IM on 1 January 2023) fund families as at 31 December 2024 having been met, the beneficiaries of the 2021 Ace Performance Share Plan meeting the condition of presence and of not having committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 8,706 shares. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT473
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8. – – Information on ownership structure of the Company’s shares and capital Information on the share capital 2020 TIM 7‑year Plan 2020 Sofidy 7‑year Plan 2021 TIM Performance Share Plan 2021 Sofidy Performance Share Plan 2021 Ace Performance Share Plan Date of General Meeting 25/05/2018 25/05/2018 19/05/2020 19/05/2020 19/05/2020 Grant date by the Manager 10/03/2020 10/03/2020 24/03/2021 24/03/2021 24/03/2021 Maximum number of granted shares 383,629 54,805 812,741 41,553 57,442 Number of initial beneficiaries 15 3 86 6 7 Number of shares granted to Company corporate officers – – – – – Number of shares awarded to the top 10 employees who are not corporate officers 312,385 54,805 153,584 41,553 42,980 Vesting date of the shares 10/03/2022 for 2/7 of the granted shares 10/03/2023 for 1/7 of the granted shares 10/03/2024 for 1/7 of the granted shares 10/03/2025 for 1/7 of the granted shares 10/03/2026 for 1/7 of the granted shares 10/03/2027 for 1/7 of the granted shares 24/03/2023 for 1/4 of the granted shares 24/03/2024 for 1/4 of the granted shares 24/03/2025 for 1/4 of the granted shares 24/03/2026 for 1/4 of the granted shares Vesting condition of the shares Condition of presence Condition of absence of any serious breach of applicable regulations or internal rules and procedures concerning compliance and the appropriate management of risks Performance condition assessed on the basis of a performance index Condition of presence Condition of absence of misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG Performance condition assessed on the basis of a performance index Duration of retention period – – – – – Number of shares vested as at 31 December 2025 241,399 39,098 504,165 31,158 33,807 Number of shares cancelled or lapsed as at 31 December 2025 63,726 – 179,323 – 14,921 Number of shares granted and yet to be vested as at 31 December 2025 78,504 15,707 129,253 10,395 8,714 (1) (2) (2) (3) (4) This number corresponds to the number of performance shares granted to the ten employees who are not corporate officers of the Company or employees of companies included in the scope of performance shares, for which the number of performance shares thus granted is the highest. (1) Performance condition based on a benchmark deemed representative of the performance of various business lines or strategies of the relevant asset management company, Tikehau IM for the 2020 TIM 7‑year Plan and the 2021 TIM Performance Share Plan, Sofidy for the 2020 Sofidy 7‑year Plan and the 2021 Sofidy Performance Share Plan and Tikehau Ace Capital for the 2020 ACE 7‑year Plan and the 2021 Ace Performance Share Plan. The Tikehau IM performance index is used for beneficiaries of other Group entities. The performance of this benchmark is calculated by measuring the change in the net asset value per unit or share of the concerned funds. (2) An early grant of 11,756 shares was carried out in April 2022 due to the death of one of the beneficiaries of the 2020 TIM 7‑year Plan.(3) An early grant of 8,148 shares was carried out in April 2022 due to the death of one of the beneficiaries of the 2021 TIM Performance Share Plan.(4) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 474
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Information on ownership structure of the Company’s shares and capital Information on the share capital (d) Performance share plans granted as part of the implementation of a retention mechanism 1. The New Chapter 7‑year Plan A performance share allocation plan was adopted by a Manager on 24 November 2021 with a view to retaining Company employees and Tikehau IM employees and corporate officers holding positions deemed essential in the central functions to support the Group in its new phase of growth and development. As the vast majority of the beneficiaries are relevant employees, this plan is structured in such a way that the granted shares can be classified as eligible instruments within the meaning of remuneration policy of Tikehau IM. This “New Chapter 7‑year Plan” share allocation plan provides for the allocation of a maximum total number of 405,805 shares. The vesting period for the first tranche representing 2/7 of the shares granted under the New Chapter 7‑year Plan ended on 24 March 2024. At the end of this vesting period, the performance condition determined on the basis of an index representative of the performance of Tikehau IM's various business lines having been met as at 31 December 2022 and as at 31 December 2023, the beneficiaries of the New Chapter 7‑year Plan who meet the condition of presence and who have not committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 113,666 shares. The vesting period for the second tranche representing 1/7 of the shares granted under the New Chapter 7‑year Plan ended on 24 March 2025. At the end of this vesting period, the performance condition determined on the basis of an index representative of the performance of Tikehau IM's various business lines having been met as at 31 December 2024, the beneficiaries of the New Chapter 7‑year Plan who meet the condition of presence and who have not committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 39,386 shares. The vesting of shares granted under the New Chapter 7‑year Plan will take place: The shares granted under the New Chapter 7‑year Plan are not subject to any retention period. The vesting of each of the tranches of said plan will be conditional upon the presence condition of the beneficiary at the Company or related companies or corporate groups on the vesting date and the absence of misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG. 2. The 2022 TIM Retention Plan, the 2022 Sofidy Retention Plan and the 2022 Ace Retention Plan The Group decided to grant free shares to employees of the Company and of related companies or corporate groups as part of a retention mechanism. As the vast majority of the beneficiaries are relevant employees, these three plans are structured in such a way that the granted shares can be classified as eligible instruments within the meaning of the remuneration policies of the asset management companies in question. This grant took the form of three performance share plans adopted by a Manager on 24 March 2022 that provide for, respectively: The vesting period for the first tranches representing 1/4 of the shares granted under the 2022 TIM Retention Plan, the 2022 Sofidy Retention Plan and the 2022 Ace Retention Plan ended on 24 March 2024. At the end of this vesting period: for 1/7 of the granted shares, at the end of a vesting period of four years and four months and is subject to a performance condition determined on the basis of the performance index assessed at 31 December 2025; P for 1/7 of the granted shares, at the end of a vesting period of five years and four months and is subject to a performance condition determined on the basis of the performance index assessed at 31 December 2026; P for 1/7 of the granted shares, at the end of a vesting period of six years and four months and is subject to a performance condition determined on the basis of the performance index assessed at 31 December 2027; and P for 1/7 of the granted shares, at the end of a vesting period of seven years and four months and is subject to a performance condition determined on the basis of the performance index assessed at 31 December 2028. P for the “2022 TIM Retention Plan” free share plan, the grant of a maximum total number of 358,847 shares; P for the “2022 Sofidy Retention Plan” free share plan, the grant of a maximum total number of 43,141 shares; and P for the “2022 Ace Retention Plan” free share plan, the grant of a maximum total number of 28,760 shares. P the performance condition determined on the basis of an index representative of the performance of Tikehau IM's various business lines having been met as at 31 December 2023, the beneficiaries of the 2022 TIM Retention Plan meeting the condition of presence and of not having committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 80,743 shares; P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT475
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8. – – Information on ownership structure of the Company’s shares and capital Information on the share capital The vesting period for the second tranches representing 1/4 of the shares granted under the 2022 TIM Retention Plan, the 2022 Sofidy Retention Plan and the 2022 Ace Retention Plan ended on 24 March 2025. At the end of this vesting period: The vesting of shares granted under the 2022 TIM Retention Plan, the 2022 Sofidy Retention Plan and the 2022 Ace Retention Plan will occur: The shares granted under the 2022 TIM Retention Plan, the 2022 Sofidy Retention Plan and the 2022 Ace Retention Plan are not subject to any retention period. The vesting of each of the tranches under each of these three plans will be conditional upon the presence condition of the beneficiary at the Company or related companies or corporate groups on the vesting date and the absence of misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG. 3. The 2023 TIM Retention Plan and the 2023 Sofidy Retention Plan The Group decided to grant free shares to employees of the Company and of related companies or corporate groups as part of a retention mechanism. As the vast majority of the beneficiaries are relevant employees, these two plans are structured in such a way that the granted shares can be classified as eligible instruments within the meaning of the remuneration policies of the asset management companies in question. This grant took the form of three performance share plans adopted by a Manager on 24 March 2023 that provide for, respectively: the performance condition determined on the basis of an index representative of the performance of Sofidy's strategies as at 31 December 2023 having been met, the beneficiaries of the 2022 Sofidy Retention Plan meeting the condition of presence and of not having committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 10,778 shares; and P the performance condition determined on the basis of an index representative of the performance of Tikehau Ace Capital’s (merged into Tikehau IM on 1 January 2023) fund families as at 31 December 2023 having been met, the beneficiaries of the 2022 Ace Retention Plan meeting the condition of presence and of not having committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 4,545 shares. P the performance condition determined on the basis of an index representative of the performance of Tikehau IM's various business lines having been met as at 31 December 2024, the beneficiaries of the 2022 TIM Retention Plan meeting the condition of presence and of not having committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 72,859 shares; P the performance condition determined on the basis of an index representative of the performance of Sofidy's strategies as at 31 December 2024 having been met, the beneficiaries of the 2022 Sofidy Retention Plan meeting the condition of presence and of not having committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 10,778 shares; and P the performance condition determined on the basis of an index representative of the performance of Tikehau Ace Capital’s (merged into Tikehau IM on 1 January 2023) fund families as at 31 December 2024 having been met, the P beneficiaries of the 2022 Ace Retention Plan meeting the condition of presence and of not having committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 4,545 shares. for 1/4 of the granted shares, at the end of a four‑year vesting period and subject to a performance condition based on the performance index at the end of a four‑year period; and P for 1/4 of the granted shares, at the end of a five‑year vesting period and subject to a performance condition based on the performance index at the end of a five‑year period. P for the “2023 TIM Retention Plan” free share plan, the grant of a maximum total number of 535,828 shares; and P for the “2023 Sofidy Retention Plan” free share plan, the grant of a maximum total number of 37,023 shares. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 476
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Information on ownership structure of the Company’s shares and capital Information on the share capital The vesting period for the first tranches representing 1/4 of the shares granted under the 2023 TIM Retention Plan and the 2023 Sofidy Retention Plan ended on 24 March 2025. At the end of this vesting period: The vesting of shares granted under the 2023 TIM Retention Plan and the 2023 Sofidy Retention Plan will occur: The shares granted under the 2023 TIM Retention Plan and the 2023 Sofidy Retention Plan are not subject to any retention period. The vesting of each of the four tranches under each of these three plans will be conditional upon the presence condition of the beneficiary at the Company or related companies or corporate groups on the vesting date and the absence of misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG. 4. The 2024 TIM Retention Plan and the 2024 Sofidy Retention Plan The Group decided to grant free shares to employees of the Company and of related companies or corporate groups as part of a retention mechanism. As the vast majority of the beneficiaries are relevant employees, these two plans are structured in such a way that the granted shares can be classified as eligible instruments within the meaning of the remuneration policies of the asset management companies in question. This grant took the form of two performance share plans adopted by a Manager on 24 March 2024 that provide for, respectively: the performance condition determined on the basis of an index representative of the performance of Tikehau IM's various business lines having been met as at 31 December 2024, the beneficiaries of the 2023 TIM Retention Plan meeting the condition of presence and of not having committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 114,372 shares; and P the performance condition determined on the basis of an index representative of the performance of Sofidy's strategies as at 31 December 2024 and as at 31 December 2024 having been met, the beneficiaries of the 2023 Sofidy Retention Plan meeting the condition of presence and of not having committed any misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG during the vesting period concerned were granted 8,941 shares. P for 1/4 of the granted shares, at the end of a three‑year vesting period and subject to a performance condition based on the performance index at the end of a three‑year period; P for 1/4 of the granted shares, at the end of a four‑year vesting period and subject to a performance condition based on the performance index at the end of a four‑year period; and P for 1/4 of the granted shares, at the end of a five‑year vesting period and subject to a performance condition based on the performance index at the end of a five‑year period. P for the “2024 TIM Retention Plan” free share plan, the grant of a maximum total number of 493,847 shares; and P for the “2024 Sofidy Retention Plan” free share plan, the grant of a maximum total number of 51,205 shares. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT477
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8. – – Information on ownership structure of the Company’s shares and capital Information on the share capital The vesting of shares granted under the 2024 TIM Retention Plan and the 2024 Sofidy Retention Plan will occur: The shares granted under the 2024 TIM Retention Plan and the 2024 Sofidy Retention Plan are not subject to any retention period. The vesting of each of the four tranches under each of these three plans will be conditional upon the presence condition of the beneficiary at the Company or related companies or corporate groups on the vesting date and the absence of misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG. 5. The 2025 TIM Retention Plan and the 2025 Sofidy Retention Plan The Group decided to grant free shares to employees of the Company and of related companies or corporate groups as part of a retention mechanism. As the vast majority of the beneficiaries are relevant employees, these two plans are structured in such a way that the granted shares can be classified as eligible instruments within the meaning of the remuneration policies of the asset management companies in question. This grant took the form of two performance share plans adopted by a Manager on 24 March 2025 that provide for, respectively: The vesting of shares granted under the 2025 TIM Retention Plan and the 2025 Sofidy Retention Plan will occur: The shares granted under the 2025 TIM Retention Plan and the 2025 Sofidy Retention Plan are not subject to any retention period. The vesting of each of the four tranches under each of these three plans will be conditional upon the presence condition of the beneficiary at the Company or related companies or corporate groups on the vesting date and the absence of misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG. for 1/4 of the granted shares, at the end of a two‑year vesting period and subject to a performance condition determined using an index representative of the performance of the various business lines or strategies of the relevant management company, with the Tikehau IM performance index being used for beneficiaries of other Group entities, (the “performance index”); P for 1/4 of the granted shares, at the end of a three‑year vesting period and subject to a performance condition based on the performance index at the end of a three‑year period; P for 1/4 of the granted shares, at the end of a four‑year vesting period and subject to a performance condition based on the performance index at the end of a four‑year period; and P for 1/4 of the granted shares, at the end of a five‑year vesting period and subject to a performance condition based on the performance index at the end of a five‑year period. P for the “2025 TIM Retention Plan” free share plan, the grant of a maximum total number of 615,640 shares; and P for the “2025 Sofidy Retention Plan” free share plan, the grant of a maximum total number of 65,356 shares. P for 1/4 of the granted shares, at the end of a two‑year vesting period and subject to a performance condition determined using an index representative of the performance of the various business lines or strategies of the relevant management company, with the Tikehau IM performance index being used for beneficiaries of other Group entities, (the “performance index”); P for 1/4 of the granted shares, at the end of a three‑year vesting period and subject to a performance condition based on the performance index at the end of a three‑year period; P for 1/4 of the granted shares, at the end of a four‑year vesting period and subject to a performance condition based on the performance index at the end of a four‑year period; and P for 1/4 of the granted shares, at the end of a five‑year vesting period and subject to a performance condition based on the performance index at the end of a five‑year period. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 478
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Information on ownership structure of the Company’s shares and capital Information on the share capital New Chapter 7‑year Plan 2022 TIM Retention Plan 2022 Sofidy Retention Plan 2022 Ace Retention Plan 2023 TIM Retention Plan 2023 Sofidy Retention Plan 2024 TIM Retention Plan 2024 Sofidy Retention Plan 2025 TIM Retention Plan 2025 Sofidy Retention Plan Date of General Meeting 19/05/2020 19/05/2020 19/05/2020 19/05/2020 18/05/2022 18/05/2022 18/05/2022 18/05/2022 06/05/2024 06/05/2024 Grant date by a Manager 24/11/2021 24/03/2022 24/03/2022 24/03/2022 24/03/2023 24/03/2023 24/03/2024 24/03/2024 24/03/2025 24/03/2025 Maximum number of granted shares 405,805 358,847 43,141 28,760 535,828 37,023 493,847 51,205 615,640 65,356 Number of initial beneficiaries 22 88 22 4 134 24 122 31 137 31 Number of shares granted to Company corporate officers – – – – – – – – – – Number of shares awarded to the top 10 employees who are not corporate officers 358,525 82,475 29,397 18,186 100,322 20,864 79,434 23,977 101,827 31,579 Vesting date of the shares 24/03/2024 for 2/7 of the granted shares 24/03/2025 for 1/7 of the granted shares 24/03/2026 for 1/7 of the granted shares 24/03/2027 for 1/7 of the granted shares 24/03/2028 for 1/7 of the granted shares 24/03/2029 for 1/7 of the granted shares 24/03/2024 for 1/4 of the granted shares 24/03/2025 for 1/4 of the granted shares 24/03/2026 for 1/4 of the granted shares 24/03/2027 for 1/4 of the granted shares 24/03/2025 for 1/4 of the granted shares 24/03/2026 for 1/4 of the granted shares 24/03/2027 for 1/4 of the granted shares 24/03/2028 for 1/4 of the granted shares 24/03/2026 for 1/4 of the granted shares 24/03/2027 for 1/4 of the granted shares 24/03/2028 for 1/4 of the granted shares 24/03/2029 for 1/4 of the granted shares 24/03/2027 for 1/4 of the granted shares 24/03/2028 for 1/4 of the granted shares 24/03/2029 for 1/4 of the granted shares 24/03/2030 for 1/4 of the granted shares Vesting condition of the shares Condition of presence Condition of absence of misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG Performance condition assessed on the basis of a performance index Duration of retention period – – – – – – – – – – Number of shares vested as at 31 December 2025 153,052 153,602 21,556 9,090 114,372 8,941 – 999 – – Number of shares cancelled or lapsed as at 31 December 2025 106,384 78,345 740 10,574 119,880 2,301 81,934 7,244 50,916 1,713 Number of shares granted and yet to be vested as at 31 December 2025 146,369 126,900 20,845 9,096 301,576 25,781 411,913 42,962 564,724 63,643 (1) (2) (3) This number corresponds to the number of performance shares granted to the ten employees who are not corporate officers of the Company or employees of companies included in the scope of performance shares, for which the number of performance shares thus granted is the highest. (1) Performance condition based on a benchmark index deemed representative of the performance of various business lines or strategies of the relevant asset management company, Tikehau IM for the New Chapter 7‑year Plan, the 2022 TIM Retention Plan, the 2023 TIM Retention Plan and the 2024 TIM Retention Plan, Sofidy for the 2022 Sofidy Retention Plan, the 2023 Sofidy Retention Plan and the 2024 Sofidy Retention Plan, and Tikehau Ace Capital for the 2022 Ace Retention Plan. The Tikehau IM performance index is used for beneficiaries of other Group entities. The performance of this benchmark is calculated by measuring the change in the net asset value per unit or share of the concerned funds. (2) An early allocation was made in October 2025 due to the classification of one of the beneficiaries under a type 2 disability. This concerns a total of 999 shares allocated under the 2024 Sofidy Retention Plan. (3) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT479
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8. – – Information on ownership structure of the Company’s shares and capital Information on the share capital 8.3.2.3 Stock option plans Authorisation granted by the General Meeting of the Shareholders A stock option plan was adopted by a Manager on 24 March 2024 on the basis of the authorisation voted at the General Meeting of the Shareholders of 18 May 2022. Condition of presence Stock options may only be vested by the beneficiaries if they remain employees or corporate officers of the Company or a Group company throughout the vesting period concerned, up to and including the vesting date of the stock options. The beneficiary’s presence in the Company or a Group company must be continuous and uninterrupted. Condition of conduct Stock options will vest on each vesting date and will be exercisable subject to the condition of absence of misbehaviour or serious error relating to the applicable regulations as well as policies and internal procedures applicable in terms of compliance, risk management and ESG. Vesting schedule and dates Subject to compliance with the presence condition and the conduct condition, stock options be vested by the beneficiaries: Stock options are not transferable and do not grant beneficiaries any rights attached to the Company’s shares, including voting rights or dividends. The beneficiaries will only become owners and holders of the rights attached to the Company’s shares after exercising their stock options. Terms and conditions of exercise Once vested, the stock options may be exercised, on one or more occasions at the discretion of the beneficiaries, at any time between their vesting date (inclusive) and the sixth anniversary of the grant date (inclusive), i.e. 24 March 2030, at midnight, Paris time. At the end of the exercise period, stock options not exercised will automatically lapse. Characteristics of the shares resulting from the exercise of stock options The shares resulting from the exercise of stock options will be existing or new ordinary shares to be issued by the Company, as chosen by a Manager. Plan name Number of stock options Plan date Number of beneficiaries Vesting period Max. number of shares that may be subscribed upon exercise of stock options % of the corresponding capital Exercise price Valuation 2024 Stock Option Plan 1,627,118 24/03/2024 47 1,627,118 0.93% €20,845 M€4.3 for 50% of the stock options, at the end of a three‑year period, which begins as of the date of the grant decision; and P for 50% of the stock options, at the end of a four‑year vesting period, which begins as of the date of the grant decision. P (1) (2) (3) (4) For 50% of the stock options: from 24/03/2027 to 24/03/2030 P For 50% of the stock options: from 24/03/2028 to 24/03/2030 P As at 31 December 2025. Initially, 1,826,740 stock options were granted.(1) Beneficiaries among the Group’s employees as at 31 December 2025.(2) Based on the share capital as at 31 December 2025.(3) The valuation, as at 31 December 2025, indicated is based on the valuation work carried out by an independent expert prior to the stock options being issued.(4) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 480
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Information on ownership structure of the Company’s shares and capital Information on the share capital 8.3.3 SUMMARY TABLE OF FINANCIAL DELEGATIONS 8.3.3.1 Financial delegations and their use as at 31 December 2025 As at the date of this Universal Registration Document, the financial delegations granted to the Managers to increase the Company's share capital and currently in force were approved by the Combined General Meeting of the Shareholders of 6 May 2024. These delegations and their use as at 31 December 2025 are set out in the table below: Purpose of the resolution Resolution number Maximum amount (as par value amount or % of capital) Duration of the authorisation in force Usage as at 31 December 2025 (par value amount) Procedures for setting the issue price Capital increase by incorporation of reserves, profits or premiums 24 resolution €2 billion 26 months - N/A Issue with preferential subscription right to shares and/or securities giving access to equity 19 resolution €1,050 million 26 months - N/A Issue without preferential subscription right to ordinary shares and/or securities giving access to equity through public offerings 20 resolution €800 million 26 months - See note below Issue without preferential subscription right to shares and/or securities giving access to equity through private investments referred to in Article L.411‑2 paragraph I of the French Monetary and Financial Code 21 resolution €800 million and legal limit (currently 30% of the share capital) 26 months - See note below Issue of shares and/or securities giving access to equity without preferential subscription rights in return for contributions in kind consisting of shares or securities giving access to equity 22 resolution €320 million and legal limit (currently 20% of the share capital) 26 months - See note below Authorisation granted to the Managers, if issued without preferential subscription right, to fix the issue price within 10% of the capital 23 resolution 10% of the share capital 26 months - See note below Increase in the number of shares to be issued in the event of a capital increase with or without preferential subscription rights 25 resolution Legal limit (currently 15% of the initial issue) 26 months - N/A Capital increase through the issue of shares and/or securities giving access to equity with cancellation of preferential subscription rights, reserved for members of company savings plans 26 resolution €50 million 26 months - See note below Capital increase through the allocation of stock options for employees and corporate officers of the Company or related companies or corporate groups 27 resolution Capped at 3% of the share capital 26 months A maximum of 1,684,030 shares, representing 0.96% of the share capital See note below Capital increase through the grant of free shares existing or to be issued for employees and corporate officers of the Company or related companies or corporate groups 28 resolution Capped at 3% of the share capital 26 months - N/A (a) Amount allocated to the total cap provided under the 19 resolution of the General Meeting of the Shareholders of 6 May 2024. (b) Amount allocated to the total cap provided under the 20 resolution of the General Meeting of the Shareholders of 6 May 2024. (c) Common cap with the 27 and 28 resolutions of the General Meeting of the Shareholders of 6 May 2024. th th th (a) (1) st (a) (b) (1) nd (a) (b) (2) rd (a) (b) (3) th (a) th (a) (4) th (a) (c) (5) th (a) (c) th th th th TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT481
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8. – – Information on ownership structure of the Company’s shares and capital Information on the share capital Note (1) – Pursuant to Article L.22‑10‑52 of the French Commercial Code, the Managers shall freely set the issue price of shares; it being specified that the issue price of securities giving access to equity and the number of shares to which the conversion, redemption or, generally speaking, the transformation of each security giving access to equity could entitle their holders, shall be the sum immediately paid to the Company, plus, where applicable, the sum that may be paid later to it, for each ordinary share issued as a result of the issue of these securities, and at least equal to the price freely set by the Managers. Note (2) – In accordance with Article L.22‑10‑53 of the French Commercial Code, the Managers shall rule on the valuations of contributions, based on the report of one or more contributions appraisers appointed unanimously by the shareholders or, failing that, by a court order. Note (3) – Pursuant to Article 29 I of law No. 2024‑537 of 13 June 2024 intended to increase the financing of businesses and the attractiveness of France and to the text of the relevant resolution, (i) the issue price of the shares shall be at least equal to the weighted average of the Company’s shares on Euronext Paris in the last 20 trading sessions prior to the date on which it is set, or if it is lower, to the latest closing rate preceding the setting of the price less a maximum discount of 10%; and (ii) the issue price of securities providing immediate or future access to share capital shall be the sum paid immediately to the Company plus, where applicable, the sum that the Company may later receive, i.e. for each share issued corresponding to the issue of securities and at least equal to the amount stated above, after adjustment of this amount, if necessary, to reflect the difference in the effective date. Note (4) – The issue price of new shares or securities giving access to equity shall be determined under the conditions provided in Articles L.3332‑18 et seq. of the French Labour Code and shall be equal to at least 80% of the Reference Price (as defined below) or to 70% of the Reference Price when the lock‑up period in accordance with Articles L.3332‑25 and L.3332‑26 of the French Labour Code is equal to, or greater than ten years; for the purpose of this paragraph, the Reference Price is (i) the average of the Company’s initial quoted price on the Euronext Paris regulated market during the 20 trading sessions preceding the date on which the opening subscription is set for members of a company or group savings plan (or similar); or (ii) when the capital increase occurs simultaneously with an initial offering on a regulated market, the Company’s admission price on said market, on the condition that the decision setting the subscription opening period is made no later than ten trading days after the share’s initial trading date. Note (5) – The strike price of stock options shall be set on the day on which the stock options are granted and (i) in the case of stock‑option rights, this price may be no lower than 80% of the average of the initial quoted prices of the Company’s shares on the Euronext Paris regulated market during the 20 trading sessions preceding the date on which the stock‑option rights are granted; and (ii) in the case of stock‑option purchase plans, this price may be no lower than either the value stated in (i) above, nor 80% of the average purchase price of shares held by the Company under Articles L.22‑10‑62 of the French Commercial Code. If the Company undertakes one of the transactions specified by Article L.225‑181 of the French Commercial Code or by Article R.22‑10‑37 of the French Commercial Code, the Company shall, under the conditions specified by current regulations, take the measures necessary to protect the interests of the beneficiaries, including, where applicable, by adjusting the number of shares that may be obtained through the exercise of options granted to beneficiaries to reflect the impact of this transaction. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 482
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Information on ownership structure of the Company’s shares and capital Information on the share capital 8.3.3.2 Financial delegations presented to the General Meeting of the Shareholders of 30 April 2026 The financial delegations for capital increases presented to the Company's General Meeting of the Shareholders of 30 April 2026 (see Section 9.3 (Resolutions to be subject to the vote of the Combined General Meeting of the Shareholders to be held on 30 April 2026) of this Universal Registration Document) are presented in the table below: Purpose of the resolution Resolution number Maximum amount (as par value amount or % of capital) Duration of the authorisation in force Procedures for setting the issue price Capital increase by incorporation of premiums, reserves, profits or any other amounts 25 resolution €2 billion 26 months N/A Issue with preferential subscription right to shares and/or securities giving access to equity 20 resolution €1,050 million 26 months N/A Issue without preferential subscription right to ordinary shares and/or securities giving access to equity through public offerings 21 resolution €800 million 26 months See note below Issue without preferential subscription right to shares and/or securities giving access to equity through private investments referred to in Article L.411‑2 paragraph I of the French Monetary and Financial Code 22 resolution €800 million and legal limit (currently 30% of the share capital) 26 months See note below Issue without preferential subscription rights of shares and/or securities giving immediate or future access to equity, for the benefit of one or more named persons 23 resolution €800 million and legal limit (currently 30% of the share capital) 18 months See note below Issue without preferential subscription rights of shares and/or securities giving access to equity in return for contributions in kind consisting of shares or securities giving access to equity 24 resolution €500 million and legal limit (currently 20% of the share capital) 26 months See note below Increase in the number of shares to be issued in the event of a capital increase with or without preferential subscription rights 26 resolution Legal limit (currently 15% of the initial issue) 26 months N/A Capital increase through the issue of shares and/ or securities giving access to equity with cancellation of preferential subscription rights, reserved for members of company savings plans 27 resolution €50 million 26 months See note below Capital increase through the allocation of stock options for employees and corporate officers of the Company or related companies or corporate groups 28 resolution Capped at 3% of the share capital 26 months See note below Capital increase through the grant of free shares existing or to be issued for employees and corporate officers of the Group, or to some of them 29 resolution Capped at 3% of the share capital 26 months N/A (a) Amount allocated to the total cap provided under the 20 resolution of the General Meeting of the Shareholders of 30 April 2026. (b) Amount allocated to the total cap provided under the 21 resolution of the General Meeting of the Shareholders of 30 April 2026. (c) Common cap with the 28 and 29 resolutions of the General Meeting of the Shareholders of 30 April 2026. th th st (a) (1) nd (a) (b) (1) rd (a) (b) (2) th (a) (b) (3) th (a) th (a) (4) th (a) (c) (5) th (a) (c) th st th th TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT483
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8. – – Information on ownership structure of the Company’s shares and capital Information on the share capital Note (1) – Pursuant to Article L.22‑10‑52 of the French Commercial Code, the Managers shall freely set the issue price of shares; it being specified that the issue price of securities giving access to equity and the number of shares to which the conversion, redemption or, generally speaking, the transformation of each security giving access to equity could entitle their holders, shall be the sum immediately paid to the Company, plus, where applicable, the sum that may be paid later to it, for each ordinary share issued as a result of the issue of these securities, and at least equal to the price freely set by the Managers. Note (2) – Pursuant to Article L.22‑10‑52 para. 3 of the French Commercial Code supplemented by Article R.22‑10‑32 of the Commercial Code, (i) the issue price of shares issued directly will be set by the Managers in accordance with the regulations in force on the date on which this delegation is exercised, namely a minimum issue price at least equal to the closing price on the last trading day preceding the Managers’ decision to exercise the delegation, subject to a maximum discount of 10%; and (ii) the issue price of securities giving access to the capital and the number of shares to which the conversion, the redemption or, generally, the transformation of each security giving access to the capital will be such that the amount immediately received by the Company, plus, where applicable, any amount that may be received by it at a later date, will be, for each share issued as a result of the issue of such securities, at least equal to the minimum subscription price defined in (i) above. Note (3) – In accordance with Article L.22‑10‑53 of the French Commercial Code, the Managers shall rule on the valuations of contributions, based on the report of one or more contributions appraisers appointed unanimously by the shareholders or, failing that, by a court order. Note (4) – The issue price of new shares or securities giving access to equity shall be determined under the conditions provided in Articles L.3332‑18 et seq. of the French Labour Code and shall be equal to at least 80% of the Reference Price (as defined below) or to 70% of the Reference Price when the lock‑up period in accordance with Articles L.3332‑25 and L.3332‑26 of the French Labour Code is equal to, or greater than ten years; for the purpose of this paragraph, the Reference Price is (i) the average of the Company’s initial quoted price on the Euronext Paris regulated market during the 20 trading sessions preceding the date on which the opening subscription is set for members of a company or group savings plan (or similar); or (ii) when the capital increase occurs simultaneously with an initial offering on a regulated market, the Company’s admission price on said market, on the condition that the decision setting the subscription opening period is made no later than ten trading days after the share’s initial trading date. Note (5) – The strike price of stock options shall be set on the day on which the stock options are granted and (i) in the case of stock‑option rights, this price may be no lower than 80% of the average of the initial quoted prices of the Company’s shares on the Euronext Paris regulated market during the 20 trading sessions preceding the date on which the stock‑option rights are granted; and (ii) in the case of stock‑option purchase plans, this price may be no lower than either the value stated in (i) above, nor 80% of the average purchase price of shares held by the Company under Articles L.22‑10‑62 of the French Commercial Code. If the Company undertakes one of the transactions specified by Article L.225‑181 of the French Commercial Code or by Article R.22‑10‑37 of the French Commercial Code, the Company shall, under the conditions specified by current regulations, take the measures necessary to protect the interests of the beneficiaries, including, where applicable, by adjusting the number of shares that may be obtained through the exercise of options granted to beneficiaries to reflect the impact of this transaction. TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 484
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Information on ownership structure of the Company’s shares and capital Information on the share capital 8.3.4 TIKEHAU CAPITAL SHARE BUYBACK PROGRAMME Authorisation granted by the General Meeting of the Shareholders The General Meeting of the Shareholders of 30 April 2025 authorised the Managers, for a period of 18 months from the said General Meeting of the Shareholders, with the option of sub‑delegation, and in accordance with the provisions of Articles L.225‑210 et seq. and L.22‑10‑62 et seq. of the French Commercial Code, the General Regulations of the AMF and the market practice accepted by the latter, to purchase or arrange for the purchase of shares in the Company, notably with a view to: The Company may also use this authorisation for the purpose of holding or subsequently delivering shares in exchange or as payment in connection with any acquisition, merger, spin‑off or contribution transactions. This programme is also intended to allow the implementation of any market practice that might be authorised by the AMF and, more generally, the undertaking of any transaction in accordance with applicable regulations. In this event, the Company will inform its shareholders accordingly in a written statement. Company shares may be repurchased in a number such that, on the date of each purchase, the total number of shares repurchased by the Company since the start of the buyback programme (including those that are subject to said programme) shall not exceed 10% of the Company’s share capital on this date (including transactions affecting it after this General Meeting of the Shareholders), on the understanding that (i) the number of shares acquired for retention and subsequent delivery as part of a merger, spin‑off or contribution transaction cannot exceed 5% of its share capital, (ii) when the shares are repurchased to promote liquidity under the conditions defined by the AMF General Regulation, the number of shares used to calculate the aforementioned 10% limit is equal to the number of shares purchased, less the number of shares sold during the period authorised, and (iii) the number of shares that the Company will hold at any time whatsoever does not exceed 10% of the shares constituting the Company’s share capital on the same date. Shares may be acquired, divested or transferred at any time within the limits authorised by current legal and regulatory provisions except during a tender offer period, and through any means, including on the regulated markets, multilateral trading facilities, with systematic internalisers or over the counter, including through off‑market acquisitions or divestments, through a tender offer of purchase or exchange, or through the use of options or other forward financial instruments traded on regulated markets, multilateral trading facilities, with systematic internalisers or over the counter, or when handing over shares after the issue of securities giving access to the Company’s equity through conversion, exchange, redemption or exercise of a warrant, either directly or indirectly through an investment services provider or in any other manner (without limiting the portion of the buyback program that may be undertaken by any one of these means). The maximum share purchase price under this resolution will be forty euros (€40) per share (or the equivalent of this amount on the same date in any other currency or monetary unit established by reference to several currencies). In the event of a change in the share’s nominal value, a capital increase through the incorporation of reserves, the award of free shares, the splitting or reverse‑splitting of shares, the distribution of reserves or any other assets, redemption of capital, or any other operation involving the share capital or shareholders’ equity, the General Meeting of the Shareholders has granted the Managers the power to adjust the aforementioned maximum purchase price to reflect the impact such operations on the share’s value. The total amount allocated to the share buyback programme may not exceed four hundred and fifty million euros (€450,000,000). The General Meeting of the Shareholders grants the Managers, with the power of sub‑delegation under the conditions provided by law, broad powers to decide and implement this authorisation, to specify, if necessary, its terms, and the procedures for carrying out the share buyback programme and, in particular, to place any market order, enter into any agreement, allocate or reallocate the acquired shares to purposes allowed under applicable law and regulations, set the procedures for ensuring, where applicable, the rights of holders of securities giving access to share capital or other rights giving access to share capital in accordance with legal and regulatory provisions and, where applicable, enforce contractual clauses providing for other cases of adjustment, to make any disclosures to the AMF or any other competent authority and any other formalities and, generally speaking, to undertake any necessary actions. implementing any Company share purchase or subscription options plan under the provisions of Articles L.225‑177 et seq. and L.22‑10‑56 et seq. of the French Commercial Code or any similar plan; or P the grant or transfer of shares to the employees to compensate them for their participation in the Company’s growth or to implement any company or group savings plan (or similar) under the conditions provided by law, particularly Articles L.3332‑1 et seq. of the French Labour Code; or P granting free shares under the provisions of Articles L.225‑197‑1 et seq. and L.22‑10‑59 and L.22‑10‑60 of the French Commercial Code; or P generally speaking, honouring obligations arising from stock‑option programmes or other allocations of shares to employees or corporate officers of the issuer or an affiliated company; or P the delivery of shares upon the exercise of rights attached to securities giving access to share capital through redemption, conversion, exchange, presentation of a warrant or in any other manner; or P cancelling all or part of shares thus repurchased; orP stimulating the market of the Tikehau Capital shares through an investment services provider within the framework of the market practice accepted by the AMF. P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT485
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8. – – Information on ownership structure of the Company’s shares and capital Distribution policy The General Meeting of the Shareholders to be held on 30 April 2026 will be asked to renew this authorisation, maintaining a maximum total amount allocated to the share buyback programme of €450 million but reducing the maximum purchase price of shares from €40 to €30. Liquidity contract On 24 January 2022 and for an initial period of one year renewable by tacit agreement, the Company entrusted Rothschild Martin Maurel with the implementation of a liquidity contract for the purpose of managing Tikehau Capital shares on Euronext Paris. For the implementation of this contract, €1,646,000 in cash and 15,000 Company shares were allocated to the liquidity account. This contract will be suspended in the cases provided for in Article 5 of AMF Decision No. 2021‑01 of 22 June 2021 renewing the introduction of liquidity contracts for equity securities under accepted market practice or at the request of the Company for technical reasons (for example to count shares with voting rights before a general meeting or to count shares conferring a right to dividends before the coupon’s ex‑date) for a period set by the Company. This contract may be terminated at any time by the Company without notice, or by Rothschild Martin Maurel with a one‑month notice. As at 31 December 2025, the resources allocated to the implementation of the liquidity contract amounted to €583,283 and 64,000 Company shares. Share buyback program On 19 March 2020, the Company signed a share repurchase mandate with an investment services provider for a maximum amount of €75 million, with price and volume conditions complying with those set by the General Meeting of the Shareholders of 22 May 2019 and, subsequently, by the General Meeting of the Shareholders of 19 May 2020. The shares thus repurchased were initially intended to be cancelled and/or to cover the Company’s free share and performance share plans. Since 31 July 2024 (inclusive), the shares repurchased in this way are intended to be delivered as part of external growth transactions, mergers, spin offs or contributions, within the limit of 5% of the share capital in accordance with applicable law. This mandate was extended by several amendments, the last of which was concluded on 19 February 2026 or an extension of the mandate until 23 April 2026 (inclusive). The maximum amount of buybacks was increased by an amendment dated 16 November 2020 to €90 million, then by an amendment dated 21 April 2022 to €100 million, then by an amendment dated 20 October 2022 to €120 million, then by an amendment dated 20 April 2023 to €140 million, then by an amendment dated 30 July 2024 to €150 million, then by an amendment dated 20 February 2025 to €175 million. As at 18 February 2026, the day before the publication of the 2025 annual results, the Company had repurchased a total of 6,579,645 shares under this mandate. Breakdown of shares held by objective As at 31 December 2025, the Company held 2,993,475 ordinary shares (for a market value of €15.84 based on the last closing rate on 31 December 2025). 64,000 shares were held under the liquidity contract entered into with Rothschild Martin Maurel and 2,929,475 shares were held under the share buybacks mandates, all allocated to external growth. No Company shares are held by its subsidiaries or by a third party on its behalf. Since its first listing, the Company has never used derivatives on its own shares. 8.4 Distribution policy The Company’s objective is to continue maximising value creation for its shareholders over the long‑term by allocating capital to optimise revenues and return on equity (see Section 1.2 (Strategy of Tikehau Capital) of this Universal Registration Document). Aware of the importance for shareholders of the predictability of dividend distributions and given the strong profitability of its Asset Management activity, the Company adapted, in 2021, its distribution policy by indexing it to the performance of this fast‑growing and increasingly profitable business. Tikehau Capital aims to distribute more than 80% of the Asset Management EBIT (defined as the sum of Fee‑Related Earnings (FRE) and Performance‑Related Earnings (PRE)). The Company’s distribution history is as follows: For FY 2025 For FY 2024 For FY 2023 For FY 2022 Distribution per share 0.80 0.80 0.75 €0.70 In this respect, a dividend payment of €0.80 per share is proposed to the General Meeting of the Shareholders of 30 April 2026. Subject to the approval of the General Meeting of the Shareholders of the Company, this distribution will be paid out from 6 May 2026. (1) Subject to the approval of the General Meeting of the Shareholders of 30 April 2026.(1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 486
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09/ – – Annual General Meeting of the Shareholders of 30 April 2026 9.1 REPORT OF THE MANAGERS TO THE COMBINED GENERAL MEETING OF THE SHAREHOLDERS OF 30 APRIL 2026 488 9.2 REPORT OF THE SUPERVISORY BOARD (ARTICLE L.226‑9 OF THE FRENCH COMMERCIAL CODE) 497 9.3 RESOLUTIONS TO BE SUBJECT TO THE VOTE OF THE COMBINED GENERAL MEETING OF THE SHAREHOLDERS TO BE HELD ON 30 APRIL 2026 498 9.4 REPORTS OF THE STATUTORY AUDITORS 522 9.4.1 Report of the Statutory Auditors on the issue of shares and various other securities with and/or without preferential subscription rights 522 9.4.2 Report of the Statutory Auditors on the issue of ordinary shares and/ or other equity securities reserved for the members of a company savings plan 523 9.4.3 Report of the Statutory Auditors on the authorisation to grant share subscription or purchase options 524 9.4.4 Report of the Statutory Auditors on the authorisation to grant existing or future free shares 525 9.4.5 Report of the Statutory Auditors on the share capital reduction 526 487 TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT
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9. – – Annual General Meeting of the Shareholders of 30 April 2026 Report of the Managers to the Combined General Meeting of the Shareholders of 30 April 2026 9.1 Report of the Managers to the Combined General Meeting of the Shareholders of 30 April 2026 Dear shareholders, In accordance with the legal and statutory provisions in force, this report has been prepared by the Managers in order to submit for your approval draft resolutions on the following agenda: First resolution – Approval of the annual financial statements for the financial year ended 31 December 2025 P Second resolution – Approval of the consolidated financial statements for the financial year ended 31 December 2025 P Third resolution – Allocation of result for the financial year ended 31 December 2025 P Fourth resolution – Review and authorisation of agreements governed by Article L.226‑10 of the French Commercial Code P Fifth resolution – Ratification of the co‑opting of Mr Xavier Musca as member of the Supervisory Board P Sixth resolution – Renewal of the term of office of Mr Xavier Musca as member of the Supervisory Board P Seventh resolution – Renewal of the term of office of Mr Roger Caniard as member of the Supervisory Board P Eighth resolution – Renewal of the term of office of Ms Fanny Picard as member of the Supervisory Board P Ninth resolution – Renewal of the term of office of Ms Constance de Poncins as member of the Supervisory Board P Tenth resolution – Appointment of Mr Jean‑Pierre Denis as member of the Supervisory Board to replace Mr François Pauly P Eleventh resolution – Approval of the components of the remuneration policy applicable to the Managers P Twelfth resolution – Approval of the amendment of the components of the remuneration policy applicable to the Supervisory Board for the 2025 financial year, for the period from 15 May to 31 December P Thirteenth resolution – Approval of the components of the remuneration policy applicable to the Supervisory Board P Fourteenth resolution – Approval of information referred to in Article L.22‑10‑9, I of the French Commercial Code and presented in the corporate governance report P Fifteenth resolution – Approval of the components of remuneration paid to AF&Co Management, Manager, during the 2025 financial year or awarded in respect of the 2025 financial year P Sixteenth resolution – Approval of the components of remuneration paid to MCH Management, Manager, during the 2025 financial year or awarded in respect of the 2025 financial year P Seventeenth resolution – Approval of the components of remuneration paid to Mr Christian de Labriffe as Chairman of the Supervisory Board from 1 January to 15 May 2025, during the 2025 financial year or awarded in respect of the 2025 financial year P Eighteenth resolution – Approval of the components of remuneration paid to Mr Xavier Musca as Chairman of the Supervisory Board from 15 May 2025, during the 2025 financial year or awarded in respect of the 2025 financial year P Nineteenth resolution – Authorisation to be given to the Managers to trade in the Company’s shares P Twentieth resolution – Delegation of authority to be given to the Managers to decide to increase the share capital of the Company or of another company through the issue of shares and/or securities giving immediate or future access to the share capital, with preferential subscription rights P Twenty‑first resolution – Delegation of authority to be given to the Managers to decide to increase the share capital of the Company or another company through the issue of shares and/or securities giving immediate or future access to the share capital, without preferential subscription rights, by a public offering (other than a public offering as defined by the first paragraph of Article L.411‑2 of the French Monetary and Financial Code) P Twenty‑second resolution – Delegation of authority to be given to the Managers to decide to increase the share capital of the Company or another company through the issue of shares and/or securities giving immediate or future access to the share capital, without preferential subscription rights, by public offering as defined by the first paragraph of Article L.411‑2 of the French Monetary and Financial Code P Twenty‑third resolution – Delegation of authority to be given to the Managers to decide to increase the share capital of the Company or another company through the issue of shares and/or securities giving immediate or future access to the share capital, without preferential subscription rights, for the benefit of one or more named persons P Twenty‑fourth resolution – Authorisation to be granted to the Managers to issue shares and/or securities giving immediate or future access to shares to be issued by the Company as compensation for contributions in kind consisting in equity securities or securities giving access to the share capital P Twenty‑fifth resolution – Delegation of authority to be given to the Managers to decide to increase the share capital by incorporation of premiums, reserves, profits or any other amounts P Twenty‑sixth resolution – Delegation of authority to be given to the Managers to increase the number of shares to be issued in the event of a share capital increase with or without preferential subscription rights P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 488
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual General Meeting of the Shareholders of 30 April 2026 Report of the Managers to the Combined General Meeting of the Shareholders of 30 April 2026 The purpose of this report is to present the draft resolutions that are submitted to the meeting of the shareholders by the Managers. It comprises this introduction, a memorandum on the motives behind the resolutions, an overview table for the financial resolutions and a glossary, and is intended to present to you the important points of the draft resolutions, in accordance with the regulations in force and recommendations for listed companies. Consequently, it does not intend to be exhaustive; it is therefore essential that you read the text of the draft resolutions carefully before deciding on your vote. I. Approval of the 2025 financial statements (1 and 2 resolutions) The first item on the agenda is the approval of the annual financial statements for Tikehau Capital (1 resolution). Tikehau Capital’s financial statements for the financial year ended 31 December 2025, as approved by a Manager, show a net profit of €62,677,367 compared with a net profit of €128,676,860.28 for the previous financial year. Detailed comments on the annual financial statements can be found in Section 5.3 (Annual results of the Company) of this 2025 Universal Registration Document. The purpose of the 2 resolution is to approve the consolidated financial statements of Tikehau Capital. Tikehau Capital’s consolidated financial statements for the financial year ended 31 December 2025, as approved by a Manager, show net income of €42,727 thousand. II. Allocation of net results (3 resolution) In the 3 resolution, the General Meeting of the Shareholders is requested to acknowledge that the reported net result for the financial year is a net profit of €62,677,367 for the financial year ended 31 December 2025. Tikehau Capital Commandité, as general partner and in accordance with Article 14.1 of the Company’s Articles of Association, is entitled to a remuneration equal to 1% of the Company’s net results as shown in the annual financial statements at the end of the financial year, as a preferred dividend (préciput) and subject to there being distributable income. The General Meeting is asked to acknowledge that, in application of the Company’s Articles of Association, the preferred dividend (préciput) due to the general partner for the financial year ended 31 December 2025 amounts to €626,774. The Managers, in agreement with the Supervisory Board, propose to allocate the result for the financial year as follows, including the proposal to pay a dividend of €0.80 per share: Reported net result for the 2025 financial year (+) €62,677,367 Retained earnings from prior years (+) €89,731,277 Allocation to the legal reserve (–) €3,133,868 Distributable income (=) €149,274,776 Distributions Preferred dividend (préciput) of the General Partner (–) €626,774 Cash dividend of €0.80 per share (–) €140,198,272 Allocation to retained earnings account Remaining balance in retained earnings (=) €8,449,731 Pursuant to Article 243 bis of the French General Tax Code, please note below the amount of dividends paid out for the past three years: Financial years 2022 2023 2024 Paid dividend per share €0.70 €0.75 €0.80 For individuals treated as French residents for tax purposes, please note that paid dividends were eligible for the 40% flat‑rate reduction under Article 158, 3, 2° of the French General Tax Code. Twenty‑seventh resolution – Delegation of authority to be given to the Managers to decide to increase the share capital of the Company through the issue of shares and/or securities giving immediate or future access to the share capital, without preferential subscription rights, reserved for members of the company savings plans P Twenty‑eighth resolution – Delegation of authority to be given to the Managers to grant share subscription or purchase options to some or all of the group’s salaried employees and corporate officers P Twenty‑ninth resolution – Delegation of authority to be given to the Managers to grant existing free shares or shares to be issued to some or all of the group’s salaried employees and corporate officers P Thirtieth resolution – Authorisation to be given to the Managers to reduce the share capital by cancelling treasury shares P Thirty‑first resolution – Amendment of Article 11.1 of the Articles of Association P Thirty‑second resolution – Powers to carry out legal formalities P st nd st nd rd rd (1) The total amount of the dividend is calculated based on the theoretical number of shares carrying dividend rights as of 31 December 2025, and may vary based on the number of shares which actually carry dividend rights on the ex‑dividend date, in particular due to the number of treasury shares held on that date. Earnings from any unpaid dividends (due to the existence of treasury shares held on the dividend payment date) may be allocated to the retained earnings account. (1) TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT489
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9. – – Annual General Meeting of the Shareholders of 30 April 2026 Report of the Managers to the Combined General Meeting of the Shareholders of 30 April 2026 III. Review and authorisation of agreements governed by Article L.226‑10 of the French Commercial Code (4 resolution) Having reviewed the Managers’ report and the special report of the Statutory Auditors on the agreements governed by Article L.226‑10 of the French Commercial Code (see Section 3.5.4 (Special report of the Statutory Auditors on regulated agreements) of the 2025 Universal Registration Document), you will be asked to acknowledge that the Statutory Auditors were not made aware of any new agreement authorised by the Supervisory Board and entered into during the financial year ended 31 December 2025, or any other agreement already approved by the General Meeting of the Shareholders which continued in effect during the financial year ended on 31 December 2025, and to approve the conclusions of this report. IV. Ratification of the co‑opting of a member of the Supervisory Board (5 resolution) Mr Xavier Musca was co‑opted by the Supervisory Board at its meeting of 15 May 2025 to replace Mr Christian de Labriffe, who resigned from his position as of 15 May 2025. A presentation of Mr Xavier Musca can be found in Section 3.1.2 (Presentation of the Supervisory Board) of this 2025 Universal Registration Document. Having reviewed the Managers’ report and the report of the Supervisory Board, you will be asked to ratify the co‑opting by the Supervisory Board, at its meeting of 15 May 2025, of Mr Xavier Musca as a member of the Supervisory Board to replace Mr Christian de Labriffe, for the remainder of the latter's term of office, i.e. until the end of the General Meeting of the Shareholders called to approve the financial statements for the year ending 31 December 2025. V. Renewal of the term of office of four members of the Supervisory Board (6 to 9 resolutions) The terms of office as Supervisory Board members of Mr Xavier Musca, Mr Roger Caniard, Ms Fanny Picard and Ms Constance de Poncins expire at the end of the General Meeting of the Shareholders called to approve the financial statements for the year ending on 31 December 2025. A presentation of Mr Xavier Musca, Mr Roger Caniard, Ms Fanny Picard and Ms Constance de Poncins can be found in Section 3.1.2 (Presentation of the Supervisory Board) of this 2025 Universal Registration Document. Having reviewed the Managers’ report and the report of the Supervisory Board, you will be asked to decide on the renewal of the terms of office of Mr Xavier Musca and Mr Roger Caniard, each for a term of four years, i.e. until the end of the General Meeting of the Shareholders called to approve the financial statements for the year ending 31 December 2029. The renewal of the terms of office of Ms Fanny Picard and Ms Constance de Poncins is proposed for a period of two years that will expire at the end of the General Meeting of the Shareholders called to approve the financial statements for the financial year ending 31 December 2027, in order to allow for a staggered renewal of the terms of office of the members of the Board and pursuant to Article 10.1 of the Company's Articles of Association, as well as to ensure that the end of their term of office is prior to the loss of their status as independent members at the end of a period of 12 years from their first appointment as a member of the Board on 28 February 2017. VI. Appointment of a new member of the Supervisory Board (10 resolution) Mr François Pauly announced in advance that he would resign from his position as a member of the Supervisory Board with effect from 29 April 2026. Having reviewed the Managers’ report and the report of the Supervisory Board, you will be asked to decide on the appointment of Mr Jean‑Pierre Denis as a member of the Supervisory Board, for a period of four years, which will conclude at the end of the Ordinary General Meeting of the Shareholders called to approve the financial statements for the year ending 31 December 2029, to replace Mr François Pauly. A presentation of Mr Jean‑Pierre Denis, a non‑voting member as of the date of this 2025 Universal Registration Document, can be found in Section 3.1.2 (Presentation of the Supervisory Board) of this 2025 Universal Registration Document. VII. Components of the remuneration policy applicable to the Managers and the Supervisory Board (11 to 13 resolutions) Pursuant to the provisions of Articles L.225‑37 and L.22‑10‑76, II of the French Commercial Code, the remuneration of the Managers and the remuneration of the Supervisory Board are determined in accordance with remuneration policies that are in line with the Company’s corporate interest, contribute to its continuity and are in line with its business strategy. These remuneration policies are presented and described in the corporate governance report prepared by the Supervisory Board. Having reviewed the Managers' report and the remuneration policies presented in the corporate governance report and set forth in Section 3.3.1.1 of the 2025 Universal Registration Document with respect to the components applicable to the Managers and in Section 3.3.2.1 of the 2025 Universal Registration Document with respect to the components applicable to the members of the Supervisory Board, you will be asked to approve (i) the components applicable to the Managers in the context of the 11 resolution, (ii) the amendment to the Supervisory Board's remuneration policy applicable for the 2025 financial year, from 15 May to 31 December, as part of the 12 resolution, and (iii) the Supervisory Board's remuneration policy as part of the 13 resolution. th th th th th th th th th th TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 490
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual General Meeting of the Shareholders of 30 April 2026 Report of the Managers to the Combined General Meeting of the Shareholders of 30 April 2026 VIII. Information regarding the remuneration of corporate officers (14 resolution) Pursuant to the provisions of Article L.22‑10‑9, I of the French Commercial Code, the corporate governance report prepared by the Supervisory Board presents information relating to the total remuneration and any benefits in kind paid during the past financial year by your Company (or any company included in its scope of consolidation) as well as the commitments of any kind made by your Company (or any company included in its scope of consolidation) in favour of its corporate officers. Having reviewed the Managers’ report as well as the information mentioned in Article L.22‑10‑9, I of the French Commercial Code, presented in the corporate governance report and set forth in Section 3.3.3 of the 2025 Universal Registration Document, you will be asked to approve this information in the 14 resolution. IX. Remuneration paid during the 2025 financial year or awarded in respect of the 2025 financial year to each of the Managers, AF&Co Management and MCH Management, to Mr Christian de Labriffe as Chairman of the Supervisory Board from 1 January to 15 May 2025 and to Mr Xavier Musca as Chairman of the Supervisory Board from 15 May 2025 (15 to 18 resolutions) Pursuant to the provisions of Articles L.225‑37 and L.22‑10‑77, II of the French Commercial Code, the corporate governance report prepared by the Supervisory Board presents information on the fixed, variable and exceptional components forming the total remuneration and any benefits in kind paid during the past financial year or awarded in respect of the same financial year, and submitted as separate resolutions for each of the Managers, AF&Co Management and MCH Management, for Mr Christian de Labriffe as Chairman of the Supervisory Board from 1 January to 15 May 2025 and for Mr Xavier Musca as Chairman of the Supervisory Board as of 15 May 2025, and will be submitted for the approval of the General Meeting of the Shareholders. The information relating to each of the Managers, AF&Co Management and MCH Management, is found in Section 3.3.1.2 of the 2025 Universal Registration Document, and the information relating to Mr Christian de Labriffe as Chairman of the Supervisory Board from 1 January to 15 May 2025 and Mr Xavier Musca as Chairman of the Supervisory Board as of 15 May 2025 onwards in Section 3.3.2.2 of the 2025 Universal Registration Document. Having reviewed the Managers' report and the information presented in the corporate governance report and included in Sections 3.3.1.2 and 3.3.2.2 of the 2025 Universal Registration Document, the components of remuneration due or awarded in respect of the 2025 financial year to each of the Managers, AF&Co Management and MCH Management, to Mr Christian de Labriffe as Chairman of the Supervisory Board from 1 January to 15 May 2025, and to Mr Xavier Musca as Chairman of the Supervisory Board as of 15 May 2025, are submitted to your approval in the 15 to 18 resolutions. X. Financial delegations (19 and 20 to 30 resolutions) a) Share buyback and cancellation programme We first propose to authorise the Managers to repurchase shares in your Company (19 resolution) for the reasons and under the terms presented in the overview table below. The 30 resolution is intended to allow the cancellation of treasury shares held by your Company, mainly as a result of such buybacks. b) Other financial authorisations The 20 to 29 resolutions are all intended to entrust the financial management of your Company to your Managers, in particular by authorising them to increase the Company’s share capital, according to various methods and for various reasons a set out in the overview table below. Each resolution relates to a specific objective for which your Managers would be authorised to increase the share capital, with the exception of the 20 , 21 and 22 resolutions, which delegate a general authority to respectively maintain or remove preferential subscription rights. The purpose of these financial authorisations is to give your Managers flexibility in the choice of potential issues and, when the time comes, to adapt the nature of the financial instruments to be issued according to the situation and possibilities on the French or international financial markets. These resolutions can be divided into two broad categories: those giving rise to capital increases with preferential subscription rights and those giving rise to capital increases without preferential subscription rights. Any capital increase in cash gives shareholders a “preferential subscription right”, which is detachable and tradable during the subscription period: each shareholder has the right, for a period of at least five trading days from the opening of the subscription period, to subscribe to a number of new shares in proportion to their existing share in the capital. The Managers request that you consent, in the case of some of these resolutions, to the possibility of cancelling this preferential subscription right. Depending on market conditions, the nature of the investors involved in the issue and the type of securities issued, it may be preferable, even necessary, to cancel preferential subscription rights in order to achieve a securities investment under the best conditions, especially when the speed of the transactions is an essential condition for their success, or when the issues are made in foreign financial markets. The cancellation of these rights may lead to raising more funds due to more favourable issue conditions. Finally, such cancellation is sometimes required by law: in particular, voting for the delegations allowing your Managers to award share subscription options (28 resolution), or free or performance shares (29 resolution) would, by law, result in the express waiver by the shareholders of their preferential subscription rights in favour of the beneficiaries of such issues or grants. th th th th th th th th th th th th th th st nd th th TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT491
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9. – – Annual General Meeting of the Shareholders of 30 April 2026 Report of the Managers to the Combined General Meeting of the Shareholders of 30 April 2026 Each of these authorisations would only be given for a limited time. Furthermore, the Managers may only exercise this option to increase the share capital within strict caps above which the Managers may no longer increase the share capital without convening a new General Meeting of the Shareholders. These caps are included in the table below. In addition, the 19 and 20 to 26 resolutions may not be used by the Managers following the launch of a tender offer for the securities of your Company by a third party until the end of the offer period (unless given prior authorisation by the General Meeting of the Shareholders). The 28 and 29 resolutions provide for two mechanisms aimed at involving the Group’s employees in its performance and enabling them to become shareholders of the Company, directly or indirectly. Delegations to award stock options (28 resolution) and the allocation of free and performance shares (29 resolution) are subject to a shared cap of 3% of the share capital. Should the Managers make use of a delegation of authority granted by the General Meeting of the Shareholders, it would at the time of its decision, where applicable and in accordance with the law and regulations, prepare a supplementary report describing the final terms and conditions of the transaction and indicate its impact on the situation of the holders of equity securities or securities giving access to share capital, in particular with regard to their proportion of shareholders’ equity. Such report and, if applicable, the report of the Statutory Auditors would be made available to the holders of equity securities or securities giving access to share capital and subsequently brought to their attention at the next General Meeting of the Shareholders. No. Purpose Duration Reason for possible uses of delegations or authorisations Specific cap Price or price calculation methods Other information and comments 19 Authorisation to trade in the Company shares 18 months Possible objectives of share buyback by your Company: - Implementation of Company stock option or similar plans - Grant or transfer of shares to employees - Grant of free shares to employees or corporate officers - Delivery of shares upon exercise of rights attached to securities giving access to share capital* (including as part of stock option programmes or other grants of shares to employees or corporate officers) - Cancellation of all or part of the bought‑back shares - Market‑making for the Company’s shares through an investment services provider, in the context of a liquidity contract in compliance with AMF decision 2021‑01 - Delivery in external growth transactions - Purchases are limited to a number of shares such that, on the date of each purchase, the total number of shares purchased by the Company since the beginning of the buyback programme does not exceed 10% of the share capital at that date (taking into account transactions subsequently affecting the share capital) - For external growth transactions, a cap of 5% of the share capital - For liquidity contracts, the cap of 10% is calculated net of the number of shares sold during the term of the authorisation - The number of shares held by the Company may not exceed, at any time, 10% of the shares making up the share capital - Overall amount allocated to the buyback programme: €450,000,000 Maximum purchase price per share: €30 Delegation may not be used during a tender offer period th th th th th th th TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 492
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual General Meeting of the Shareholders of 30 April 2026 Report of the Managers to the Combined General Meeting of the Shareholders of 30 April 2026 No. Purpose Duration Reason for possible uses of delegations or authorisations Specific cap Price or price calculation methods Other information and comments 20 Increase of the share capital of the Company or of another company through the issue of shares and/or securities giving access to share capital* with PSR* 26 months - Possible use by the Managers to decide such issues, on one or several occasions - €1,050,000,000 - Total Cap* - Caps are set excluding any additional amount that may be issued to preserve the rights of holders of securities giving access to share capital* or other rights giving access to share capital - Issue of debt securities capped at €4,000,000,000 Price set by the Managers - Possibility of a reducible subscription right* - Possibility of authorising the issue of securities giving access to the share capital of your Company’s Subsidiaries* and theet of the company of which your Company is a Subsidiary* - Delegation may not be used during a tender offer period 21 Increase of the share capital of the Company or that of another company through the issue of shares and/or securities giving access to share capital*, without PSR*, by means of a public offering (other than a public offering as defined by Article L.411‑2, 1° of the French Monetary and Financial Code) 26 months - Possible use by the Managers to decide on and proceed with issues without PSR in favour of shareholders, in France or abroad, by means of a public offering other than a public offering as defined by Article L.411‑2, 1° of the French Monetary and Financial Code - Possible use to issue shares or securities giving access to share capital* in remuneration of securities meeting the criteria set out in Article L.22‑10‑54 of the French Commercial Code as part of a public exchange offer initiated by your Company, in France or abroad, according to local rules, in which case the Managers would be free to set the exchange ratio, as the price rules described below do not apply - €800,000,000 - Cap included in the Total Cap* - Caps are set excluding any additional amount that may be issued to preserve the rights of holders of securities giving access to share capital* or other rights giving access to share capital - Issue of debt securities capped at €3,000,000,000 Shares: - Price freely set by the Managers Securities giving immediate or future access to share capital*: - Price set by the Managers so that, for any shares issued as securities giving access to share capital*, the total amount received by the Company in respect of such securities giving access to share capital* is at least equal to the price freely set by the Managers - Possibility of authorising the issue of shares or securities giving access to share capital* to be issued following the issue of securities giving access to share capital of your Company by Subsidiaries* of your Company - Possibility of authorising the issue of securities giving access to the share capital of your Company’s Subsidiaries* and of the company of which your Company is a Subsidiary* - Possibility of establishing, on the French market and if circumstances permit, a priority subscription right*, if necessary to excess shares*, for which the Managers will set the exercise terms - Delegation may not be used during a tender offer period 22 Increase of the share capital of the Company or of another company through the issue of shares and/or securities giving access to share capital*, without PSR*, by way of a public offering as defined by Article L.411‑2, 1° of the French Monetary and Financial Code* 26 months - Possible use by the Managers to decide on and proceed with issues without PSR* by way of a public offering as defined by Article L.411‑2, 1° of the French Monetary and Financial Code* - €800,000,000. - Cannot in any case exceed the legal cap set for this type of offer (currently 30% of the share capital per year) - Included in the cap of the 21 resolution and in the Total Cap* - Caps are set excluding any additional amount that may be issued to preserve the rights of holders of securities giving access to share capital* or other rights giving access to share capital - Issue of debt securities capped at €3,000,000,000 Price of shares and securities giving access to share capital* determined in the same way as for the 21 resolution - Possibility of authorising the issue of shares or securities giving access to share capital* to be issued following the issue of securities giving access to share capital of your Company by Subsidiaries* (cancellation of PSR* is then required by law) - Delegation may not be used during a tender offer period st st TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT493
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9. – – Annual General Meeting of the Shareholders of 30 April 2026 Report of the Managers to the Combined General Meeting of the Shareholders of 30 April 2026 No. Purpose Duration Reason for possible uses of delegations or authorisations Specific cap Price or price calculation methods Other information and comments 23 Increase of the share capital of the Company or another company by issuing shares and/or securities giving access to share capital* immediately or in the future, with cancellation of the PSR*, for the benefit of one or more named persons 18 months - Possible use by the Managers to decide on and proceed with issues without PSR for the benefit of one or more persons who will be named by the Managers - €800,000,000. - Cannot in any case exceed the legal cap set for this type of offer (currently 30% of the share capital per year) - Included in the cap of the 21 resolution and in the Total Cap* - Caps are set excluding any additional amount that may be issued to preserve the rights of holders of securities giving access to share capital* or other rights giving access to share capital - Issue of debt securities capped at €3,000,000,000 Shares: - Price set by the Managers in accordance with the regulations in force on the date on which this delegation is used. Currently, the minimum issue price is equal to the closing rates of the last trading session preceding the Managers' decision to use the delegation, possibly reduced by a maximum discount of 10%. Securities giving immediate or future access to share capital*: - Price set by the Managers so that, for any shares issued as securities giving access to share capital*, the total amount received by the Company in respect of such securities giving access to share capital* is at least equal to the price set by the Managers pursuant to the regulations in force on the date on which this delegation will be used - Possibility of authorising the issue of shares or securities giving access to share capital* to be issued following the issue of securities giving access to share capital of your Company by Subsidiaries (cancellation of PSR* is then required by law) - Delegation may not be used during a tender offer period 24 Increase of the share capital through the issue of shares and/or securities giving access to share capital* in remuneration for contributions in kind consisting in equity securities or securities giving access to share capital* 26 months Possible use to carry out potential external growth transactions - €500,000,000 - Cannot in any case exceed the legal cap set for this type of offer (currently 20% of the share capital per year) - Included in the cap of the 21 resolution and in the Total Cap* - Caps are set excluding any additional amount that may be issued to preserve the rights of holders of securities giving access to share capital* or other rights giving access to share capital - Issuance of debt securities capped at €1,500,000,000 The Managers will approve the report of the contribution auditors, particularly on the value of contributions - As provided by law, delegation not applicable to compensate a contribution as part of a public exchange offer initiated by your Company - Delegation may not be used during a tender offer period 25 Increase of the share capital by incorporation of premiums, reserves, profits or all other sums 26 months Possible use to capitalise reserves, profits or other, to increase the share capital without any “fresh money” being brought in - €2,000,000,000 - Caps are set excluding any additional amount that may be issued to preserve the rights of holders of securities giving access to share capital* or other rights giving access to share capital Determination by the Managers of the amount to be capitalised and the number of new equity securities and/or the new par value amount of the existing equity securities Delegation may not be used during a tender offer period st st TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 494
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual General Meeting of the Shareholders of 30 April 2026 Report of the Managers to the Combined General Meeting of the Shareholders of 30 April 2026 No. Purpose Duration Reason for possible uses of delegations or authorisations Specific cap Price or price calculation methods Other information and comments 26 Increase in the number of securities to be issued in the event of a share capital increase with or without PSR* 26 months Possible use to reopen a share capital increase at the same price as the transaction initially planned in the event of oversubscription (known as the “greenshoe” clause) - For each issue, cap equal to the limit provided for by the rules applicable on issue date (at present, 15% of initial issue) - Cap included in the cap for the initial issue and in the Total Cap* Price identical to that of the initial transaction Delegation may not be used during a tender offer period 27 Increase of the share capital through the issue of shares and/or securities giving access to share capital*, without PSR*, reserved for members of company savings plans 26 months - Possible use to increase employee share ownership, in France or abroad - Possible use for the purpose of implementing leveraged formulas - €50,000,000 - Cap included in the Total Cap* - Caps are set excluding any additional amount that may be issued to preserve the rights of holders of securities giving access to share capital* or other rights giving access to share capital - Issuance of debt securities capped at €50,000,000 - Price set by the Managers within the limit of a minimum issue price for the shares or securities conferring access to the share capital* equal to: o 70% of the Reference Price*; o 60% of the Reference Price* when the lock‑up period established for by the plan is greater than or equal to ten years - 28 Grant of share subscription or purchase options to all or some of the salaried employees and corporate officers of the group 26 months Possible use to provide beneficiaries of these options with an incentive in the growth of their enterprise - 3% of the share capital at the date of the decision of the Managers to use this delegation - Cap shared by the 28 and 29 resolutions - Cap included in the Total Cap* - Specific limit applicable to executive corporate officers - Caps are set excluding any additional amount that may be issued to preserve the rights of holders of securities giving access to share capital* or other rights giving access to share capital - Price set by the Managers in accordance with applicable law on the day the options are granted, within the limit of a minimum issue price equal to: o For share subscription options, at 80% of the Reference Price* o For share purchase options, at the higher of the Reference Price* and 80% of the average purchase price of all the treasury shares held by the Company - th th TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT495
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9. – – Annual General Meeting of the Shareholders of 30 April 2026 Report of the Managers to the Combined General Meeting of the Shareholders of 30 April 2026 No. Purpose Duration Reason for possible uses of delegations or authorisations Specific cap Price or price calculation methods Other information and comments 29 Grant of free shares to all or some of the salaried employees and corporate officers of the group 26 months Possible use to put in place a mechanism encouraging employee share ownership and/or incentives for corporate officers, in addition to current employee savings and share subscription or purchase options - 3% of the share capital at the date of the decision of the Managers to use this delegation - Cap shared by the 28 and 29 resolutions - Cap included in the Total Cap* - Specific cap of 1% of the free shares granted during the financial year applicable to executive corporate officers - Caps are set excluding any additional amount that may be issued to preserve the rights of holders of securities giving access to share capital* or other rights giving access to share capital - - 30 Share capital reduction by cancellation of treasury shares 26 months Possible use to reduce the share capital of your Company - No cancellation of more than 10% of the share capital per 24‑month period - - Term Definition/Characteristics Priority subscription right In return for cancellation of the PSR*, the Managers may institute a reducible priority subscription right*, where applicable. When provided, this right allows shareholders to subscribe to the proposed issue in proportion to the number of existing shares they hold. However, unlike PSR*, this priority subscription right may be exercised during a priority subscription period, currently set at a minimum of three trading days (shorter than the time allowed for the PSR*), and cannot be traded. This priority subscription period cannot be made available for all issues: in the same way as for the PSR*, it may be more appropriate, if not necessary, not to offer this priority subscription period, in order to achieve a securities placement under the best conditions, especially when the speed of transactions is essential to their success, or where the issues are made in foreign financial markets. PSR Acronym for “preferential subscription right”. For a description of the preferential subscription right and an explanation of the reasons for requests to cancel the preferential subscription right, see above. Subsidiaries Companies in which your Company owns, directly or indirectly, more than 50% of the share capital. Public offer defined by Article L.411‑2 of the French Monetary and Financial Code (formerly the "private placement") The law allows for share capital increases without preferential subscription rights, up to a limit of 30% of the share capital per year, by offers intended exclusively for (i) persons providing third‑party investment management services or (ii) qualified investors or a limited circle of investors, provided that these investors act on their own behalf. The aim is to optimise access to capital for the Company and to benefit from the best market conditions, as this financing method is faster and simpler than a capital increase by public offering. Total Cap General cap on capital increases carried out pursuant to the 21 , 22 , 23 , 24 , 26 , 27 , 28 and 29 resolutions, subject to the adoption of the 20 resolution where it is provided for, and equal to €1,050,000,000 (nominal amount). Reference Price Average of the opening prices of the Company’s share on the Euronext Paris regulated market during the 20 trading sessions preceding the day of the Managers’ decision: - in the case of the 27 delegation, setting the opening date of subscription by members of the savings plan; and - in the case of the 28 delegation, granting share subscription or purchase options. Reducible subscription right In certain circumstances, the Managers may give shareholders a reducible subscription right. If this right were instituted, in the event that the subscriptions on the basis of an application for exact rights (i.e. by exercise of the preferential subscription right) prove insufficient, the unsubscribed shares would be granted to the shareholders who subscribed for a reducible number of shares greater than those to which they are entitled on a preferential basis, in proportion to the subscription rights they have and in any event within the limits of the number they request. th th st nd rd th th th th th th th th TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 496
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10. 9. 8. 7. 6. 5. 4. 3. 1. 2. – – Annual General Meeting of the Shareholders of 30 April 2026 Report of the Supervisory Board (Article L.226‑9 of the French Commercial Code) Term Definition/Characteristics Securities giving access to share capital The securities giving immediate or future access to share capital that may be issued are: - in accordance with the provisions of Article L.228‑92 paragraph 1 of the French Commercial Code, securities that are equity securities of the Company giving access to other equity securities (issued or to be issued) or to debt securities, or debt securities giving access to equity securities of the Company. These may include shares with equity warrants or convertible bonds, exchangeable or redeemable for shares to be issued such as “OCEANEs” (bonds convertible into shares to be issued or exchangeable into existing shares) or equity warrant bonds; - in accordance with the provisions of Article L.228‑93 paragraphs 1 and 3 of the French Commercial Code, securities that are equity securities of the Company giving access to other equity securities (existing or to be issued) or giving entitlement to the grant of debt securities of the company which directly or indirectly owns more than half the share capital of the Company or of the company of which it directly or indirectly owns more than half the share capital. These may also be debt securities giving access to equity securities to be issued of the company which directly or indirectly owns more than half the share capital of the Company or of the company of which it directly or indirectly owns more than half the share capital; and - in accordance with the provisions of Article L.228‑94 paragraph 2 of the French Commercial Code, securities that are equity securities of the Company giving access to other existing equity securities or giving the right to the grant of debt securities of another company of which the Company does not directly or indirectly own more than half the share capital or of which more than half the share capital is not directly or indirectly owned by this other company. Securities taking the form of debt securities (for example, convertible bonds or bonds redeemable for shares to be issued or equity warrant bonds) may give access, either at any time, or for specified periods of time, or on fixed dates, to the grant of new shares. This grant could be made by conversion (for example bonds convertible into new shares), redemption (for example bonds redeemable for new shares) or presentation of a bond (for example equity warrant bonds) or in any other way, during the term of the loans. XI. Amendment of Article 11.1 of the Articles of Association (31 resolution) It should be noted that the provisions of Decree No. 2026‑94 of 13 February 2026 change the date on which shares are recorded in the accounts to the fifth business day preceding the meeting. Having reviewed the Managers’ report, you will be asked, under the 31 resolution, to amend the Article 11.1 of the Company’s Articles of Association in order to incorporate therein the provisions of Decree No. 2026‑94 of 13 February 2026. XII. Powers to carry out legal formalities (32 resolution) Finally, you are requested to give full powers to the holder of an original copy, a copy or an excerpt of the minutes of this Combined General Meeting of the Shareholders to carry out any formalities required for filing, announcements and any others as may be appropriate. We hope that these proposals will meet with your approval and that you will adopt their corresponding resolutions. The Managers 9.2 Report of the Supervisory Board (Article L.226‑9 of the French Commercial Code) In accordance with the applicable legal and statutory provisions, we hereby report on the accomplishment of our duties for the financial year ended 31 December 2025, and on our observations on the statutory and consolidated financial statements for the same year. Since the beginning of the 2025 financial year, the Managers have kept the Supervisory Board regularly informed of the Company’s activities and that the annual and consolidated financial statements were provided to us as required by law. The Board has no specific comments to make on the activities or the statutory and consolidated financial statements for the financial year ended 31 December 2025 and, accordingly, we invite you to approve the same financial statements as well as the proposed resolutions. st st nd TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT497
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9. – – Annual General Meeting of the Shareholders of 30 April 2026 Resolutions to be subject to the vote of the Combined General Meeting of the Shareholders to be held on 30 April 2026 9.3 Resolutions to be subject to the vote of the Combined General Meeting of the Shareholders to be held on 30 April 2026 AGENDA First resolution – Approval of the annual financial statements for the financial year ended 31 December 2025 P Second resolution – Approval of the consolidated financial statements for the financial year ended 31 December 2025 P Third resolution – Allocation of result for the financial year ended 31 December 2025 P Fourth resolution – Review and authorisation of agreements governed by Article L.226‑10 of the French Commercial Code P Fifth resolution – Ratification of the co‑opting of Mr Xavier Musca as member of the Supervisory Board P Sixth resolution – Renewal of the term of office of Mr Xavier Musca as member of the Supervisory Board P Seventh resolution – Renewal of the term of office of Mr Roger Caniard as member of the Supervisory Board P Eighth resolution – Renewal of the term of office of Ms Fanny Picard as member of the Supervisory Board P Ninth resolution – Renewal of the term of office of Ms Constance de Poncins as member of the Supervisory Board P Tenth resolution – Appointment of Mr Jean‑Pierre Denis as member of the Supervisory Board to replace Mr François Pauly P Eleventh resolution – Approval of the components of the remuneration policy applicable to the Managers P Twelfth resolution – Approval of the amendment of the components of the remuneration policy applicable to the Supervisory Board for the 2025 financial year, for the period from 15 May to 31 December P Thirteenth resolution – Approval of the components of the remuneration policy applicable to the Supervisory Board P Fourteenth resolution – Approval of information referred to in Article L.22‑10‑9, I of the French Commercial Code and presented in the corporate governance report P Fifteenth resolution – Approval of the components of remuneration paid to AF&Co Management, Manager, during the 2025 financial year or awarded in respect of the 2025 financial year P Sixteenth resolution – Approval of the components of remuneration paid to MCH Management, Manager, during the 2025 financial year or awarded in respect of the 2025 financial year P Seventeenth resolution – Approval of the components of remuneration paid to Mr Christian de Labriffe as Chairman of the Supervisory Board from 1 January to 15 May 2025, during the 2025 financial year or awarded in respect of the 2025 financial year P Eighteenth resolution – Approval of the components of remuneration paid to Mr Xavier Musca as Chairman of the Supervisory Board from 15 May 2025, during the 2025 financial year or awarded in respect of the 2025 financial year P Nineteenth resolution – Authorisation to be given to the Managers to trade in the Company’s shares P Twentieth resolution – Delegation of authority to be given to the Managers to decide to increase the share capital of the Company or of another company through the issue of shares and/or securities giving immediate or future access to the share capital, with preferential subscription rights P Twenty‑first resolution – Delegation of authority to be given to the Managers to decide to increase the share capital of the Company or another company through the issue of shares and/or securities giving immediate or future access to the share capital, without preferential subscription rights, by a public offering (other than a public offering as defined by the first paragraph of Article L.411‑2 of the French Monetary and Financial Code) P Twenty‑second resolution – Delegation of authority to be given to the Managers to decide to increase the share capital of the Company or another company through the issue of shares and/or securities giving immediate or future access to the share capital, without preferential subscription rights, by public offering as defined by the first paragraph of Article L.411‑2 of the French Monetary and Financial Code P Twenty‑third resolution – Delegation of authority to be given to the Managers to decide to increase the share capital of the Company or another company through the issue of shares and/or securities giving immediate or future access to the share capital, without preferential subscription rights, for the benefit of one or more named persons P Twenty‑fourth resolution – Authorisation to be granted to the Managers to issue shares and/or securities giving immediate or future access to shares to be issued by the Company as compensation for contributions in kind consisting in equity securities or securities giving access to the share capital P Twenty‑fifth resolution – Delegation of authority to be given to the Managers to decide to increase the share capital by incorporation of premiums, reserves, profits or any other amounts P Twenty‑sixth resolution – Delegation of authority to be given to the Managers to increase the number of shares to be issued in the event of a share capital increase with or without preferential subscription rights P TIKEHAU CAPITAL / 2025 UNIVERSAL REGISTRATION DOCUMENT 498