UNIVERSAL REGISTRATION DOCUMENT AND ANNUAL FINANCIAL REPORT

SUMMARY

Message from the Chairman Message from the CEO Our business

Business model

Corporate Social Responsibility Board of Directors

Key figures

1 Introduction to the Group

  1. Business sector
  2. Groupe SEB objectives and value creation model
  3. Organization and internal control
  4. Risk factors and management

2 Corporate governance

  1. Implementation framework for corporate governance principles
  2. Management structure
  3. Composition, organization and operation of the Board of Directors
  4. Group management bodies
  5. Remuneration policy

3 Corporate Social Responsibility

  1. Strategy, results and governance
  2. Non-financialperformance statement DPEF ,

Duty of vigilance and vigilance plan DV

  1. People matter
  2. Sustainable Innovation and respect for consumers
  3. Circular revolution
  4. Climate action
  5. Reporting process
  6. Applying the EU taxonomy regulation to Groupe SEB
  7. Report buy the independent third-party organization on the verification of the non- financial statement included in the group management report

4 Commentary

on the financial year

  1. Highlights
  2. Commentary on consolidated sales
  3. Commentary on consolidated results
  4. Commentary on SEB S.A.'s results
  5. Outlook
  6. Post-balancesheet events

2

5 Consolidated financial

3

273

4

statements

6

5.1

Financial statements

274

8

5.2

Notes to the Consolidated Financial

10

Statements

279

5.3

Statutory auditors' report on the

12

consolidated financial statements

340

5.4

History of significant consolidated items

and ratios

345

17

6 Company financial statements

347

18

23

6.1

Financial statements

348

6.2

Notes to the SEB S.A. financial statements

350

42

6.3

Five-year financial summary

365

51

6.4

Statutory auditors' report on the financial

statements

366

67

7 Information concerning the company

68

371

68

and its share capital

7.1

Information concerning the company

372

70

7.2

Information on the share capital

375

105

7.3

Financial authorizations

381

107

7.4

Employee shareholding

383

7.5

Securities market, dividend

386

135

8 Annual General Meeting

389

136

8.1

Agenda for the Combined Annual General

149

Meeting of 23 May 2024

390

1588.2 Draft resolutions and Board of Directors' report to the Combined Annual General

193

Meeting of 23 May 2024

391

208

8.3

Statutory auditors' report on regulated

216

agreements

408

238

9 Additional information

240

409

9.1

Glossary

410

246

9.2

Declaration by the person responsible for the

Universal Registration Document containing

the annual report

413

9.3

Statutory auditors and audit fees

414

9.4

Cross-reference table for the Annual

251

Financial Report, management report and

corporate governance report

415

252

9.5

Cross-reference table for the Universal

262

Registration Document

417

9.6

Cross-reference table, Grenelle II,

268

GRI and global compact

420

270

272

272 Information required for Annual financial report, pursuant to Article L. 451-1-2 of the Monetary and Financial Code are identified in the correspondence table in Chapter 9.4.

  1. GROUPE SEB - UNIVERSAL REGISTRATION DOCUMENT AND ANNUAL FINANCIAL REPORT 2023

€8,006M

2023 SALES

+5.3%

ORGANIC SALES GROWTH

Universal

Registration

Document 2023

& Annual Financial Report

SEB Group's mission is to

"Make consumers' everyday lives easier and more enjoyable and contributing to better living all around the world".

To achieve this, the Group's vision is based on two strategic objectives:

  • strengthen its leading positions in the Consumer segment through a policy of continuous innovation and the ongoing expansion of its category coverage, and thereby outperform its market;
  • become a global standard in the Professional segment by capitalizing on the success of its Coffee business to broaden its scope of activity: enter new market segments and integrate new business lines.

€386M

2023 NET PROFIT

> 31,000

EMPLOYEES WORLDWIDE

This Universal Registration Document has been fi led on 4 April 2024 with the AMF, as competent authority under Regulation (EU) 2017/1129, without prior approval pursuant to Article 9 of the said regulation.

The Universal Registration Document may be used for the purposes of an offer to the public of securities or admission of securities to trading on a regulated market if completed by a securities note and, if applicable, a summary and any amendments to the Universal Registration Document. The whole is approved by the AMF in accordance with Regulation (EU) 2017/1129.

This Universal Registration Document is a reproduction of the official version of the Universal Registration Document including the 2023 annual fi nancial report, which has been prepared in XHTML and is available on the websites of the AMF (www.amf-france.org) and Groupe SEB (www.groupeseb.com).

GROUPE SEB - UNIVERSAL REGISTRATION DOCUMENT AND ANNUAL FINANCIAL REPORT 2023

1

Message from

the Chairman

Performance in 2023 was solid and we returned to dynamic growth trends, much more in line with our historical standards, after three very turbulent years.

Navigating this period did not occur without challenges, but, thanks to our good agility, we managed to weather the particularly volatile environment.

Beyond this immediate adaptability, we always maintained our long-term strategic focus. We continued to invest in innovation, to build new categories and open up new horizons. This unique combination of agility and forward planning has a name: resilience.

2023 confi rmed the relevance of our profitable growth model, which leverages the expansion of the middle classes, the emergence of new needs and consumer aspirations for more sustainable products. Our markets, enjoying structural growth, offer a myriad of opportunities.

Furthermore, our expansion in the professional segment opens up new perspectives for the Group. The acquisitions of Pacojet, La San Marco, and more recently Sofi lac, with its emblematic brands, Charvet and Lacanche, confirm the Group's ambition in the professional and semi-professional culinary markets.

Our talented and diversifi ed teams, our fundamental values and our commitment to solid corporate governance are at the heart of the deployment of our strategy. Together, we are therefore determined to continue to pursue our purpose: to make everyday life easier and more enjoyable for our consumers and contribute to better living around the world.

THIERRY DE LA TOUR D'ARTAISE

Chairman

  • GROUPE SEB - UNIVERSAL REGISTRATION DOCUMENT AND ANNUAL FINANCIAL REPORT 2023

Message from

the CEO

Groupe SEB performed well in 2023, against a backdrop of diffi cult economic conditions. As anticipated, we regained good momentum in Consumer and reaffirmed our global leadership through an intensive

product innovation strategy, deployed effectively.

In Professional, we continued our progress and consolidated our position as a world leader in coffee machines with strong growth in China and the United States in particular. At the same time, we broadened our scope of action by means of targeted acquisitions, which further enhance our ambition to become a leading player in Professional Equipment.

The dynamic sales, the continuous improvement of gross profi t and disciplined management of all costs allowed the Group to exceed its initial target for growth in operating income. We end the fi nancial year with a stronger balance sheet and financial structure.

We reaffirm our medium-term ambitions of average annual organic growth in revenue of at least 5% and an operating margin of around 11%. For 2024, we confirm our objective to deliver an operating margin close to 10%.

I would like to thank all employees for their commitment and contribution to these fine achievements.

Stanislas DE GRAMONT

Chief Executive Officer

GROUPE SEB - UNIVERSAL REGISTRATION DOCUMENT AND ANNUAL FINANCIAL REPORT 2023

3

Our business

OUR CONSUMER MARKET*

Estimated at

€75 billion

  • €50bn Small Electrical Appliances
  • €25bn Cookware

Structural growth (>3%per year)

Multi-channel distribution

Fragmented market

Geographic business distribution

34%

28%

11%

15%

7%

5%

Western

China

North

Other EMEA

Other Asian

South

Europe

America

countries

countries

America

Electrical cooking

Food and beverage preparation

Cookware

OUR PROFESSIONAL MARKET*

Estimated at

Hot and cold beverages

€15 billion

Rapid growth (5-10%per year)

High barriers to entry

Recurring revenue

Diverse customer base

*potential market (see Chapter 1)

  • GROUPE SEB - UNIVERSAL REGISTRATION DOCUMENT AND ANNUAL FINANCIAL REPORT 2023

Our business

88%

€8,006M

12%

2023 sales

Consumer

Professional

Home care

Home comfort

Consumer brands Core brands

Global

Linen care

Personal care

Regional

Premium

Cookware

Professional brands Hot and cold beverages

Cookware

GROUPE SEB - UNIVERSAL REGISTRATION DOCUMENT AND ANNUAL FINANCIAL REPORT 2023

5

Business model

OUR RESOURCES

COMMITTED

STAFF

  • >31,000 employees
  • 115 nationalities
  • Managers: average of 14 years of service; 42% women
  • 6,500 employees
    in sales and marketing

INNOVATION AT THE HEART OF THE GROUP

  • ~3,000 employees
  • 6 centers of excellence
  • 6 regional hubs
  • ~€300 million invested
  • >10,000 active patents (439 fi led in 2023)

MANUFACTURING

BASE

  • 41 production sites, including 6 dedicated to professional products
  • ~240 million products manufactured/year
  • All sites
    ISO 14001 certified

STRONG

BRANDS

  • 35 brands
    in 150 countries
  • Tefal, 15th favorite brand of the French (out of 1,300)

A SOLID

FINANCIAL BASE

  • Shareholder stability
  • Shareholders' equity of €3.5bn
  • Available liquidity of €2.5bn*

OUR VALUE

OUR STRATEGIC AMBITION

STRENGTHEN OUR POSITION AS WORLD LEADER IN SMALL DOMESTIC EQUIPMENT

OUR KEY SUCCESS FACTORS

STRONG

GLOBAL

CONTINUOUS

BRANDS

PRESENCE

INNOVATION

> Robust portfolio

> Presence in

> Dynamism fueled

of global and local

150 countries,

by continuous,

complementary

evenly balanced

disruptive

brands.

between mature and

innovation.

> 2 brands

emerging markets.

> A fundamentally

>2bn in sales.

> Geographic expansion

consumer-centric

through organic and

approach.

external growth.

&

PROVEN EXPERTISE IN EXTERNAL GROWTH

Structuring or targeted acquisitions

that have contributed to the Group's development

A PIONEER IN SOCIAL AND ENVIRONMENTAL RESPONSIBILITY

CSR at the heart of the Group's strategy

GROUP VALUES

ENTREPRENEURIAL

DRIVE

RESPECT FOR PEOPLE

*including undrawn credit lines

  • GROUPE SEB - UNIVERSAL REGISTRATION DOCUMENT AND ANNUAL FINANCIAL REPORT 2023

Business model

OUR MISSION

Making consumers' everyday lives easier and more enjoyable and contributing to better living all around the world.

CREATION FORMULA

BECOME A BENCHMARK PLAYER IN IN THE PROFESSIONAL SECTOR

VALUE CREATED AND SHARED

FOR

EMPLOYEES

  • 18 hours of training
    on average per employee per year since 3 years
  • 5th best employer in France (electrical equipment category)
  • 66% of work-study students or interns hired (executives)

BROAD

PRODUCT

PORTFOLIO

  • 50 consumer product categories.
  • Synergies between different product families.

POWERFUL

COMMERCIAL

EXECUTION

  • Multi-channeldistribution:
    60% offline
    40% online.
  • DTC: 1,200 physical outlets and 100 online outlets (outside China).

COMPETITIVE

INDUSTRY

  • 60% of production carried out in- house: agility and flexibility.
  • Specific technological expertise and know-how.

FOR

CUSTOMERS

  • >350M products sold per year (5 years average)**
  • €2.5bn in sales from products launched since 2021
  • >75% of sales generated in markets where the Group is a leader

FOR THE PLANET

AND SOCIETY

Ecovadis platinum (2023)

  • Synergies in terms of geographic areas, products and business sectors.
  • Ability to mobilize the necessary financial and human resources.
  • Integration expertise.
  • A pioneer in repairability since 2008.
  • Ecodesign at the heart of product development
  • The Group's commitment to its local communities is deeply rooted in its DNA.
  • Aiming at contributing to global carbon neutrality achievement by 2050.

PASSION FOR

GROUP

INNOVATION

PROFESSIONALISM

SPIRIT

  • 48% recycled materials in our manufactured products in 2023
  • -40%reduction in CO2 eq. emissions by product since 2016 (scopes 1 and 2)
  • 91% of our consumer products are repairable for 15 years

FOR

SUPPLIERS

  • ~74% of purchases covered by the Responsible Purchasing Charter
  • 36 suppliers AA label from Intertek

FOR FINANCIAL

PARTNERS

  • ORfA: €726m
  • Profi t attributable to owners of the parent: €386m
  • Free cash-flow:€805m
  • 2023 dividend: €2.62*
    (+8% a year for 15 years)

*proposed at the 2024 AGM. **excluding Professional & accesories.

GROUPE SEB - UNIVERSAL REGISTRATION DOCUMENT AND ANNUAL FINANCIAL REPORT 2023

7

Corporate Social

Responsibility

A committed Group

Driven by the humanist values passed on by its founders, Groupe SEB has always pursued a corporate culture that is based on a sense of responsibility, solidarity and commitment. Convinced that sustainable development is a driver for creating value for its employees consumers, customers, shareholders and in the countries in which it operates, the Group has been committed for many years to an approach that is ethical, economically successful, socially equitable and environmentally friendly.

Building on the progress made in these various areas, in 2018 the Group went a step further, defining a strategy that took into account environmental and societal challenges and setting goals for its activities and business lines to act in a responsible and ethical manner throughout the value chain. This ambition, expressed in the signature "Act for sustainable livings", has been based on 4 four pillars that related to the quantitative objectives set by the Group for 2023.

Through this ambition, the Group has contributed to 10 of the 17 Sustainable Development Goals set by the United Nations.

By the end of 2023, the Group had achieved or exceeded the vast majority of the goals it had set for itself across the four pillars of its ambition (People Matter, Sustainable Innovation, Circular Revolution, Climate Action) thus demonstrating its ability to integrate environmental, social, and societal dimensions into its activities. By capitalizing on its values, historical strengths, and pioneering actions, the Group has shown the capacity of its organization to experiment, innovate, operationalize, scale up, and enhance skills.

This positive assessment constitutes a particularly solid foundation upon which to build the next ambition for 2024-2030, which will enable even further integration of CSR into the Group's activities and professions to reconcile economic performance and sustainable development.

The four pillars of the "Act for Sustainable livings" ambition, as well as the associated objectives, policies, and assessments, are detailed in Chapter 3 of this document (p.135).

  • GROUPE SEB - UNIVERSAL REGISTRATION DOCUMENT AND ANNUAL FINANCIAL REPORT 2023

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SEB SA published this content on 03 April 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 13 April 2024 22:07:02 UTC.