1
Investor Presentation
Equity Story & Fact Book
May 2026
2
1EQUITY
STORY
•Business M odel •Why F errovial?
•Looking ah ead
3 One of North America’s leading road and airport infrastructure companies (1) Total Shareholder Return (TSR) :calculated considering dividends received and change inshare price .Bloomberg data asofDecember 31,2025 .
(2)Parent company .Fitch and S&P ratings .
(3)Analysts’ consensus asofDecember 2025 .Valuations are based onexternal assumptions and expectations .13% Total Shareholder Return1(10yr CAGR)
$47B
Market Cap
As of Dec. 31, 2025 BBB Investment grade 2
Stable outlook
86% equity value in North America 3
22,609 employees
As of Dec. 31, 2025 Included in the NASDAQ -100 Index® 3
4 Ferrovial’s stock price has outperformed most major indices over the last 10 years
TOTAL SHAREHOLDER RETURN1
(1) Total Shareholder Return (TSR): calculated considering dividends received and change in share price. Bloomberg data as of December 31, 2025.FERROVIAL; 255% S&P Global Infra ; 147% DJ Brookfield Infra ; 112% MSCI World Infra ; 56%IBEX 35 ; 167%S&P 500; 298% MSCI World Index ; 158% Dec-15 Dec-16 Dec-17 Dec-18 Dec-19 Dec-20 Dec-21 Dec-22 Dec-23 Dec-24 Dec-25
5
DEC'16 DEC'17 DEC'18 DEC'19 DEC'20 DEC'21 DEC'22 DEC'23 DEC'24 DEC'254x
Equity value of
infrastructure assets
89%2
Contribution from
infrastructure assets’
valuation
(70% in Dec’16)Airports
Other Highways
I-77
I-66
DFW Express Lanes 407 ETRFerrovial’s Total
Equity Value1
(Analysts )
5
€15.2BFERROVIAL’S EQUITY VALUE FROM INFRASTRUCTURE ASSETS1Key Highlights
as of Dec . 20251Long -term value creation underpinned by a growing portfolio of infrastructure assets (1) Analysts’ consensus as of December 2025. Valuations are based on external assumptions and expectations.
(2) Calculated as the total analysts’ consensus valuation from infrastructure assets divided by the total analysts’ consensus val u ation.TRANSFORMATION INTO A LEADING INFRASTRUCTURE DEVELOPER
€43.3B
6
INTEGRATED PLATFORM TO DEVELOP INFRASTRUCTURE PROJECTS WITH HIGH VALUE CREATION
(1) Business unit valuation breakdown (%) based on analysts’ consensus as of December 2025. Valuations are based on external assum ptions and expectations.
Construction represents 7% of Analysts’ equity value, Airports 4% and the remaining 3% corresponds mainly to the valuation that analysts give to the corporate cash, as well as the valuation of the energy business and other adjustments.HIGHWAYS
Develop congestion
relief solutions in North
AmericaAIRPORTS
Facilitate air transport
growth improving
people connectivityENERGY
Develop projects for the energy transition
CONSTRUCTION
Support concession business with best- in-class engineering capabilities to design and build infrastructure for communities
Business model
Develop and operate innovative, efficient and sustainable infrastructure projects with high value creation for stakeholders 86%
CONTRIBUTION FROM
HIGHWAYS TO ANALYST’S
TOTAL EQUITY
VALUATION (1)
7 Why
Unique infrastructure
assets in North America Growth in new greenfield projects in North America Value creation in selected projects in other countries Solid cash flow generation and financial discipline
8 Unique infrastructure assets in North America (1) Refers to growth for the Greater Toronto Area (GTA). O ntario population projections | ontario.ca (2) Charlotte Regional Transportation Planning Organization (CRTPO). Refers to growth for the Charlotte region. The Charlotte Region 2025 -2050 Growth Projections (3) Economy in Brief: Indicators for the Dallas Region (January 27, 2026) (4) External consensus (5) City of New York (6) Average time to maturity calculated as weighted value, based on analyst ´s consensus as of December 2024. Valuations are based on external (analysts) assumptions and expectationsUNIQUE INFRASTRUCTURE
ASSETS IN NORTH AMERICAVALUE CREATION IN SELECTED
PROJECTS IN OTHER COUNTRIESSOLID CASH FLOW GENERATION
& FINANCIAL DISCIPLINEGROWTH IN NEW GREENFIELD
PROJECTS IN NORTH AMERICAWhy
Top performing regions Top performing regions Metros expected to exceed national average (US/Canada average) 1 Pricing flexibility Ability to set toll rates above inflation 2 Long duration assets Average time to maturity of portfolio assets of 55 years63Toronto 22% population growth from 2024 to 20511 Charlotte, NC 50% population growth expected from 2025 to 20502 Dallas -Fort Worth, TX To become 3rdlargest metro by 2050 49% population growth expected from 2024 to 20503 Freedom to set toll rates with no cap Dynamic pricing with soft cap pegged to inflation Unregulated aeronautical charges
72 years
to maturity43 years to maturity40 years to maturity35 years to maturity34 years to maturityNew York City Largest US metropolitan area with 24M residents5Northern Virginia Share of households with income over $100,000 above US average4
9 High degree of freedom to set prices (1) This percentage reflects the agreement announced on March 13, 2025, by Ferrovial to acquire up to a 5.06% stake from AtkinsRéalis , considering the exercised put -call option (2) CPI growth calculated as the average yearly growth of the consumer price index in Canada (2014 -2 025) and United States (2019 -2025), respectively (3) Total dividends distributed to Ferrovial by 407 ETR: C$714M (€444M), T exas Managed Lanes: $318M, I-77: $37M, and I -66: $92M.
(4) Non -IFR S financial measure. For the definition and reconciliation to the most comparable IFRS measure, see Alternative Performance Measures in the 2024 Integrated Annual Report, available at www.ferrovial.comUNIQUE INFRASTRUCTURE
ASSETS IN NORTH AMERICAVALUE CREATION IN SELECTED
PROJECTS IN OTHER COUNTRIESSOLID CASH FLOW GENERATION
& FINANCIAL DISCIPLINEGROWTH IN NEW GREENFIELD
PROJECTS IN NORTH AMERICAWhy
407 ETR DFW Express Lanes I-77 Express Lanes I-66 Express Lanes
48.29%1
stakeequity
consolidated72.24%
stakeglobally
consolidated
C2$B
2025 Revenue C$1.7B
2025 EBITDA
C$1.5B
2025 Dividends3 NTE 62.97% stake LBJ 54.60% stake NTE 35W 53.67% stakeglobally
consolidated55.70%
stakeglobally
consolidated
5.6%
Revenue per trip
5 yr CAGR (2020 -2025)2.5%2
CPI (Canada)
$935 M
2025 Revenue $776M
2025 Adj. EBITDA4
$553 M
2025 Dividends3 NTE 12.0%
LBJ 8.9%
NTE 35W 15.1%
Revenue per transaction
5yr CAGR (2020 -2025)3.6%2
CPI (U.S.)
$130 M
2025 Revenue $81M
2025 Adj. EBITDA4
$52M
2025 Dividends3 29.6 %
Rev /transaction
5 yr CAGR (2020 -2025)3.6%2
CPI (U.S.)
$303 M
2025 Revenue $246 M
2025 Adj. EBITDA4
$165 M
2025 Dividends3 8.1%
Rev /transaction
5 yr CAGR (2022- 2025)3.6%2
CPI (U.S.)
Revenue per transaction growth has significantly outpaced inflation, driving strong financial performance
10 1.5%7. 2 %12.6% 1 0. 7%9. 8 % 9 .3%1 0. 6%14.2%17 .3%
12.1%9. 7%8.1%
-43.5%16.1%32.6%
12.7%15.1%14.2%
1.1%
-1.7%5.5% 4.6% 3.1%2.3%4.4% 4.6% 4.0% 4.3% 4.3%3.9% -2.1%11.0%9. 8 %6.9%5.1% 3.2% 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 EBITDA growth (annual %) Ontario nominal GDP growth (annual %)36.5%
-16.6%48.3%
24.6%26.6%
1 7. 7 %
8.3%5.7%
0. 5%12.2% 13.3%
8.9%5.5% 5.5%
2019 2020 2021 2022 2023 2024 2025 EBITDA annual growth (%) DFW GDP growth (%)Main highways have shown resilient performance in uncertain scenarios
407 ETR DFW EXPRESS LANESWhy
UNIQUE INFRASTRUCTURE
ASSETS IN NORTH AMERICAVALUE CREATION IN SELECTED
PROJECTS IN OTHER COUNTRIESSOLID CASH FLOW GENERATION
& FINANCIAL DISCIPLINEGROWTH IN NEW GREENFIELD
PROJECTS IN NORTH AMERICA
Global Financial crisis (1) Joint Data for NTE, LBJ & NTE 35W (2) Segment 3 (NTE35W) opened to traffic in June 2023 Source : U.S. Bureau of Economic Analysis (Dallas –Fort Worth –Arlington nominal GDP Growth ) External source for 2025 EstimateNeeded assets Growing areas Pricing flexibility Covid -19 outbreak Source : Statistics Canada (Ontario nominal GDP Growth ) for 2007 -2024. Ontario Ministry of Finance for 2025 Estimate.Excluding the pandemic year in 2020, EBITDA has always increased YoY.
Fast recovery after COVID -19 severe mobility restrictions were liftedSolid performance during 2008 -2010 recession , even with GDP drop Covid -19 outbreak 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 20 18 2019 2020 2021 2022 2023 2024 2025 0.0% -1.7% 5.5% -0.5% 0.6% 0.7% 3.4% 3.3% 4.9% 2.6% 1.4% -0.2% -45.3% 13.1% 30.5% 14.6% 4.8% 5.7%Traffic growth (annual %)2019 2020 2021 2022 2023 2024 2025 23.8% - 27.6% 27.2% 4.7% 12.5% 9.3% -0.3%Traffic growth (annual %)
12
Atlanta, GA
I-285 E
I-285 W
Charlotte, NC
I-77S
Nashville,TN
I-24 | I -65Pipeline
6 PROJECTS
Alexandria, VA
I-495 SWPRIVATE SECTOR KEY TO NARROW THE FUNDING GAP
Population growth in cities &
increased congestion
leads to new infrastructure project needs US
airport traffic
expected to
grow +43% by
20402UNIQUE INFRASTRUCTURE
ASSETS IN NORTH AMERICAVALUE CREATION IN SELECTED
PROJECTS IN OTHER COUNTRIESSOLID CASH FLOW GENERATION
& FINANCIAL DISCIPLINEGROWTH IN NEW GREENFIELD
PROJECTS IN NORTH AMERICAWhy
Robust pipeline and increased P3 interest in the US (1) Source: Center for Sustainable Systems, University of Michigan. 2025. “U.S. Cities Factsheet.” Pub. No. CSS09 -06 (2) Compared against 2025 figures, source: U.S. AIRPORT INFRASTRUCTURE NEEDS 2025 -2 029 (Airport Council
International)
(3) Global Infrastructure Outlook (4T funding gap for US infra investment by 2040 /The American Society of Civil E ngineers (ASCE) »I-495 SW, 2+2 Express Lanes, 11 mi »I-77 South, 2+2 Express Lanes, 11mi»I-24, 2+2 Choice Lanes, 26 mi »I-65, 2+2 Choice Lanes, up to 20 mi »I-285 East 2+2 Express Lanes, 34 mi »I-285 West 2+2 Express Lanes, 12 miHigh deficit levels & budgetary constraints provide an opportunity for the private sector to support infrastructure development, freeing up for
other uses
PPPs provide a way to mobilize long -term private investment for infrastructure projects, alleviating the need for immediate, large -scale public
investment.$3.7 trillion3
gap in U.S.
infrastructure
investment for
next 10yFER -led consortium is shortlisted
2026
I-24 & I -285E expected to be awarded 2027
I-77S expected
to be awarded
13
UNIQUE INFRASTRUCTURE
ASSETS IN NORTH AMERICAVALUE CREATION IN SELECTED
PROJECTS IN OTHER COUNTRIESSOLID CASH FLOW GENERATION
& FINANCIAL DISCIPLINEGROWTH IN NEW GREENFIELD
PROJECTS IN NORTH AMERICAWhy
13 Selective investments in high-growth sectors & geographies
Ferrovial’s approach:
Leveraging our core engineering & construction capabilities to target selective, disciplined investments in high-growth sectors and geographiesLimited capital exposure Balanced risk -reward Determine maximum size of exposure based on careful a nalysis of unique dynamics of sector or geography Target projects with attractive risk- a djusted returns Target fast rotation to maximize value creation Timely asset rotationKey Investment Criteria
IRB &
IRB Private
InvitSelective Investment Example
Texas
photovoltaic
plant in Milam
County (USA)
14
DIVIDENDS FROM HIGHWAYS PROJECTS
€ M
14UNIQUE INFRASTRUCTURE
ASSETS IN NORTH AMERICAVALUE CREATION IN SELECTED
PROJECTS IN OTHER COUNTRIESSOLID CASH FLOW GENERATION
& FINANCIAL DISCIPLINEGROWTH IN NEW GREENFIELD
PROJECTS IN NORTH AMERICAWhy
Highways’ growing dividend trend: a strong foundation for future CF generation
DIVIDENDS (M EUR) 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025
TOTAL PROJECTS 477 553 623 729 458 550 475 741 947 968
HIGHWAYS 290 277 296 494 340 469 388 704 895 880NTE
in 2019
LBJ
in 2020
NTE35W
in 2023
I-77
& I-66
in 20242016 2017 2018 2019 2020 2021 2022 2023 2024 2025
407 ETR NTE LBJ NTE35W I-77 I-66 Other HighwaysFIRST DIVIDEND
DISTRIBUTION
Covid -19
outbreak
•Local GDP + traffic growth
•Pricing (inflation+)
•Operating leverage
•Financial leverageOrganic growth of
current portfolio
15
CAPITAL ALLOCATION CRITERIA
Investing for growth while keeping sound shareholder distributions1.
The latter would be expected to increase if capital is not deployed.New equity investments - Top priority: MLs projects in the USCommitted to BBB ratingExecute committed investments in ongoing projectsCash flow growth to fund investments and shareholder distributions1 (1) Cash dividends and buybacks.
(2) Equity and dividend figures include highways and airport infrastructure assets only.
(3) Multiple of money (MoM) is measured as the total equity v alue as of the end of the period (2025) divided by the total amount of equity invested in the US Express Lanes during the relevant period (2016 -2025). Analysts’ consensus as of De cember 2025. Valuations are based on external assumptions and expectations. OVER THE PAST 10 YEARS2:
€6.5B
Dividends from
infrastructure assets€5.3B
Treasury shares +
cash dividends
€5.3B
Equity invested in
infrastructure assets
c.30 %
of equity invested in US Express Lanes€4.7B
Infrastructure
assets rotation
11x Mo M3 on equity deployed in
US Express Lanes(2016 -2025)UNIQUE INFRASTRUCTURE
ASSETS IN NORTH AMERICAVALUE CREATION IN SELECTED
PROJECTS IN OTHER COUNTRIESSOLID CASH FLOW GENERATION
& FINANCIAL DISCIPLINEGROWTH IN NEW GREENFIELD
PROJECTS IN NORTH AMERICA
INVEST
FOR
GROWTHCOMMITMENT
TO
SHAREHOLDERSWhy
16 16
Looking aheadUNIQUE INFRASTRUCTURE
ASSETS IN NORTH AMERICAVALUE CREATION IN SELECTED
PROJECTS IN OTHER COUNTRIESSOLID CASH FLOW GENERATION
& FINANCIAL DISCIPLINEGROWTH IN NEW GREENFIELD
PROJECTS IN NORTH AMERICAWhy
UNIQUE POSITION TO
CAPTURE GROWTH FROM
VALUE -ACCRETIVE
PIPELINEGROWTH SUPPORTED BY
BEST -IN-CLASS ASSETS
IN PRIME LOCATIONS
17 WHICH APPROACH BEST CAPTURES FERROVIAL’S REAL VALUE?
18 How to assess Ferrovial’s assets value?Valuation Multiples don’t adequately reflect Ferrovial's valuation, as they are limited in capturing… GROWTH
POTENTIALDURATIONRISK
PROFILECAPITAL
STRUCTURE
Some key infra -assets consolidated under equity method are not included in adj. EBITDA…although represent a significant part of Equity Value
49% 20%
24% STAKE:
Equity analysts’ valuation methodology: SUM OF THE PARTS HIGHWAYS: Eq. value for each asset AIRPORTS: Equity value for each asset
CONSTRUCTION & ENERGY
CORPORATE
DDM OR DCF OF THE PARTS IS THE BEST WAY TO VALUE THE INFRA BUSINESS
• 407ETR & MLs: DDM /DCF Equity Value at FER’s stake • IRB at Market Price (listed company) & IRB Infrastructure Trust at transaction price • NTO: DDM/DCF or multiple over equity invested • Dalaman : DCF and multiples over equity injected • Budimex at Market Price (listed company) • Rest of Construction activity & Energy division E arnings multiples or DCF Enterprise Value • Net debt / cash at Corporate level • Overheads related to HeadquartersFerrovial
Equity
Value48%
19HIGHWAYS
20 (1) Figures as of Dec . 2025 .The number of concessions includes IRB and IRB Trust as one concession each.
(2) Analysts ’ consensus valuation as of Dec . 2025.
(3) Exchange rate USD/EUR: 1.1736 CAD/EUR: 1.609.Complex infrastructure projects with pricing flexibility, long duration and located in highly congested urban areas
UNIQUE
VALUE
CREATIONHIGH ECONOMIC
GROWTH REGIONS
CONGEST ED URBAN
AREAS
PROVIDE ONLY FREE
FLOW CAPACITY
FLEXIBLE & DYNAMIC
PRICING
LONG ASSET
DURATION88%
REVENUE98%
ADJ. EBITDA17
CONCESSIONS
ACROSS 11COUNTRIES1€6.0 B
DIVIDENDS
RECEIVED
2015 -2025386%
OF FERROVIAL’S
EQUITY VALUE2HIGHWAYS
US ASSETS’ CONTRIBUTION TO
HIGHWAYS 2025 RESULTS
21
407 ETR
Toronto (Canada)
22
Asset overview
» 407 ETR is located in Toronto, Canada. It stretches from Burlington (in the West) to Pickering (in the East).
» A fast- growing area inCanada’s largest economic hub.
» Toronto is the 2ndmost congested city in Canada and 9th in North America1.
» GTA (Greater Toronto Area) is projected to see the largest increase in population among Ontario regions, from 7.7M million in 2024 to 9.4M by 2051 2.
» Toronto’s average GDP growth (2.3%) to exceed Ontario (1.9%) and Canada (1.8%) over next 5 years 3.A congestion -free toll road in the heart of Greater Toronto Area»108 km (67 miles ) with 24 segments.
»Runs parallel to the 401, one of North America’s most congested highways.
»99- year concession term. Opened in 1999.
»72 years remaining to maturity (2098).
»Free flow, fully electronic with 204 entry -exit points.
»Has flexibility to set tolls by segment and time of day to m anage traffic.Shareholder s: 48.29% Cintra –44.20% CPPIB -7.51% PSP Investments
(1)https://www.tomtom.com/traffic- index/ranking
(2)External Consensus
(3)Source: O ntario population projections | ontario.ca (4)FER analysis based on data from INRIX, PM rush hour.HIGHWAYS | 407 ETR 407 ETR avg rush hour speed was 31 mph higher than any other alternative in 20254Video on
407 ETR here . TORONTO
Forest
Farmlands
Pearson Int’l airport
23
Customer Insights1
(1) Source: 2025 Survey conducted by for 407ETR. The survey was conducted among a representative sample of n=53,808 407ETR custo mer s (2) 40% calculated using 2019 data, as the number of trips using 407ETR with no alternative route divided by the total number of trips using 407ETR.C$16.46 Avg. revenue per trip
121M
Annual trips23.3km
Average trip length
77.5%
of drivers using transponder2M+ transponders in circulation of a population of approx. 7.1M in the Greater Toronto Area HIGHWAYS | 407 ETR 80% of customers feel they are treated like a valued
customer40%
of traffic has 407 ETR as its
preferred alternative.2
24 Historical financial figures HIGHWAYS | 407 ETR
1,1351,2681,3901,505
9091,0231,3271,4951,7052,009
2016 2017 2018 2019 202 0 202 1 202 2 202 3 202 4 202 5TOTAL REVENUE (C$ M)
7908459201,050
5636007509501,1001,500
2016 2017 2018 2019 202 0 202 1 202 2 202 3 202 4 202 5DIVIDENDS AT 100% (C$ M)
124.5 125.7 126.6 125.1
71.577.098.1110.8114.7121.2
2016 2017 2018 2019 202 0 202 1 202 2 202 3 202 4 202 5TRIPS (M)
9.029.9610.8611.8612.5513.12 13.32 13.2314.7416.46
2016 2017 2018 2019 202 0 202 1 202 2 202 3 202 4 202 5AVG. REVENUE PER TRIP (C$)
74108140
125 105
70747162 62
2016 2017 2018 2019 202 0 202 1 202 2 202 3 202 4 202 5CAPEX (C$ M)9851,1041,2111,309
7408591,1391,2841,4781,68786.8%87.1% 87.1% 87.0%
81.4%84.0%85.8% 85.8%86.7%
84.0%
78.0%79.0%80.0%81 .0 %82 .0 %83.0%84.0%85 .0 %86.0%87.0%88.0% 020040060 08001,0001,20 01,4001,6001,80 0
2016 2017 2018 2019 202 0 202 1 202 2 202 3 202 4 202 5EBITDA (C$ M)
25 » Flexible tolling regime designed to provide congestion relief in the corridor.
» Rates are structured to keep 407 ETR fast, safe and reliable.
» Flexibility to charge different tolls for each segment, direction and time with no cap.
» Toll rate changes can be introduced at any time, with a one -month notice to the MTO (Ministry of Transportation of Ontario) is required.
» Toll increases aimed to provide a high level of service to users while optimizing net revenue.
» Targeted promotions may be applied to encourage an efficient use of the road.407 ETR has flexibility to set toll ratesPricing framework & revenue structureHIGHWAYS | 407 ETR
PRICING
AS MAIN REVENUE
DRIVERPOPULATION GROWTH
GDP GROWTHTRAFFIC
CONGESTION
PRICING FLEXIBILITY
TO MANAGE DEMAND &
MANTAIN A LEVEL OF
SERVICETOLL REVENUE (approx .94%oftotal revenue ):
»Trip Toll Charge isapplied foreach trip in addition to the per kilometer charge .(Light vehicles $1, Heavy vehicles $2, Heavy Multiple Unit Vehicles $3). The Heavy Vehicle per Km rate applies for vehicles over 5,000 Kg (large trucks and buses) .
»Camera Charge fee per trip isadded when avehicle travels without avalid transponder. Additionally, anunrecognizable plate charge islevied each time avehicle uses the highway without avalid transponder when that vehicle’s rear license plate’s identifying features are not recognizable bythe
toll system
FEE REVENUE (approx .6%oftotal revenue) :
»Include monthly transponder lease fees and annual transponder lease fees relating to the maintenance, billing of non -transponder customer accounts, late payment charges, enforcement fees for past due amounts and service fees related to tolling, billing and back -office services .
Highway 407 ETR Toll Light Vehicle RatesRevenue structure Avg. revenue per trip
7.3%
CAGR (1)
Heavy vehicle multiplier (x Light Vehicle Rate )
Motorcycles 0.8x
Medium 1.5x
Heavy single 2x Heavy Multiple 3x (1) 7.3% CAGR including a four -
year toll rate freeze period8.116.5
2015 2025
26 »The Contract includes payments to the Province iftraffic levels remain below contract -setminimum relief traffic thresholds . Iftwo conditions are met :
»TOLL RATES : Standard rate ( toll rate) > Toll rate threshold »TRAFFIC :Average segment flow rate (Traffic Level) < Traffic ThresholdCongestion Payment (Schedule 22)HIGHWAYS | 407 ETR Note: For more details, visit the excel file corporate fact book .
(1) Schedule 22 paid twice in 20 years , C$28.7k in 2003 (0.01% 2003 revenues) and C$1.8 Min 2019 (0.12% 2019 revenues).
(2) Traffic Thresholds will be updated on annual basis.»That provision was based onthe estimated traffic data for the whole year and accrued onamonthly basis based onthe %oftraffic inthe corresponding month over the expected traffic for the year (seasonality may impact traffic along the year) .The provision was rebalanced along the year with actual traffic data .
»In2025 , aprovision ofCAD 40.9M was accrued as an opex .
»The final calculation and corresponding cash payment are completed in April ofthe following year .AT A GLANCE
CALCULATION
S22 PROVISION1»Calculated annually onaper segment basis (24segments) .
»Calculation isbased on“peak ofthe peak ”: 2h with highest VKTs inallbusiness days and then, the average of the 60 %busiest days .
Toll Rate ThresholdTraffic ThresholdToll Rates Average segment flow rate (ASFR)SCHEDULE 22 PAYMENTSchedule 22 Payment is applied if two conditions are met:
The rush hour traffic on any segment -direction (ASFR) is below the pre- determined Traffic Threshold2.
Rush hour tolls (actual toll/km charged on the segment) are above the Toll Threshold. There is a single Toll Threshold for the entire 407 ETR.
2xCALCULATING SCHEDULE 22 PAYMENTS
ANNUAL SEGMENT
TOLL REVENUES% TRAFFIC UNDER
TRAFFIC THRESHOLDx
27 56% of debt maturing in more than 15 years.Dividends & Financial StructureHIGHWAYS | 407 ETR
DEBT SENIOR BONDS SUBORDINATED BONDS JUNIOR BONDSSYNDICATED
CREDIT FACILITY
Principal (C$M) 10,478 1,150 164 800 Interest rate 4.23% 4.92% 7.13%Drawn : BA+80pbs Undrawn : 16pbs Maturity 2026 -2055 2028 -2036 2040 2026
RatingS&P (A)
DBRS (A)S&P (BBB)
DBRS (BBB)S&P (A-)
DBRS (A low )Dividends
C$13,4B (100%)
C$6,0B (%FER)
DSCR
Lock up 1.35xEquity
C$2.6B (%FER)1Debt
C$11.8B
4.33%
Avg. rate
(1) This figure includes the additional acquisition of a 5.06% stake completed in March 2025 for CAD 1.99 billion
DEBT MATURITY SCHEDULE (C $M)NET DEBT (C$M)
6,6506,9587,4487,9638,323 8,7249,0509,4659,90110,510
6.86.3 6.2 6.111.210.2
7.97.4
6.76.2
02000400060 00800010000120 00 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025
NET D EB T NET DEBT/EBITDA
28 Expansion requirements: Schedule 22, Article 4 »An Expandable Segment is defined as a segment that has not reached its Ultimate Number of Core Lanes and the Lane Flow Rate exceeding 1,700 vehicles during a Peak Hour for more than 125 Hours in a calendar year »The designated Expandable Segment each year is defined as the Segment with the highest average Lane Flow Rate during all Peak Hours in the prior calendar year »Each calendar year, the Concessionaire will identify ifthere is any Expandable Segment. The Corresponding Segment shall be widened by at least one core lane within a 2 -year period.
Expansion progress
»East (15 km) and west (24 km) extensions were completed in 2001 »315 lane -kilometers added since the extensions were completed »12% remaining road capacity can be increased until Ultimate CapacityMandatory capacity improvementsHIGHWAYS | 407 ETR28 Note: This description does not purport to be an exhaustive summary of the terms and conditions of the applicable agreement, and is qualified in its entirety by reference to the agreement
29
Information
»SEDAR is an electronic filing system that allows listed companies to report their securities -related information to Canada’s securities regulation authorities.
»SEDAR is the Canadian equivalent of the SEC's EDGAR, the U.S. electronic system for filing securities information.
»More information is available in the 407 ETR webpage.
o Major Financial Filings | 407 ETRReported information »Certification of Annual Filings (CEO and CFO) »Certification of Interim Filings (CEO and CFO) »Annual Information Form o Corporate structure o General development of business o Capital structure
o Others
»Audited annual financial statements »Auditor’s consent letter »Calculation of earnings coverage »Interim financial statements report »Quarterly Information - MD&A News releases »Other specific formsPublic informationHIGHWAYS | 407 ETR SEDAR - System for Electronic Document Analysis and Retrieval
WEB PAGE : SEDAR
US Express Lanes 30
31 »A solution to congestion on existing urban corridors through active management of newly added capacity through dynamic pricing »Every driver has the option to pay for a faster, safer and more reliable trip »Dynamic pricing guarantees minimum level of service »Free Flow, fully electronic tolling: no booths/ no queuesAsset description (I)HIGHWAYS | US MANAGED LANES Free Lanes Free Lanes Tolled Lanes Minimum speed guaranteedEXPRESS LANES1Express tollway within an existing
highway
(1) Graph for illustrative purposes. This is a configuration example, not all projects have frontage roads, or at least 2 managed lanes per direction.
32 Asset description (II)HIGHWAYS | US MANAGED LANES (1) Pre -Mandatory Capacity Improvement. The project consists of the addition of 1 lane in GPL in each direction on the segment 1 and 1 lane of MLs in each direction on the Segment 2. Please, see more detail on slide 46.
Location Dallas Fort- Worth (Texas) Dallas Fort- Worth (Texas) Dallas Fort- Worth (Texas) Northern Virginia North Carolina Ferrovial Share 62.97% 54.60% 53.67% 55.70% 72.24% Other Shareholders 37.03% Meridiam28.33% APG 17.07% Meridiam28.84% APG 17.49% Meridiam29.75% Meridiam 14.55% APG24.58% John Laing
3.18% Aberdeen
Concession Term 2009 – 2061 (52y) 2009 – 2061 (52y) 2013 – 2061 (48y) 2016 –2066 (50y) 2014 –2069 (55y) Operations Term 2014 –2061 (47y) 2015 –2061 (46y) 2018 –2061 (43y) 2022 –2066 (44y) 2019 – 2069 (50y) Highway Length 13.3 miles 13.25 miles 16.9 miles 22.5 miles 25.9 miles Segments 2 3 3 3 7 Managed Lanes (ML) / General Purpose Lanes (GPL)2 ML per direction1 2-3 GPL per direction12 -3 ML per direction 4-5 GPL per direction2 ML per direction 2 GPL per direction2 ML per direction 3 GPL per direction1-2 ML per direction 2-4 GPL per direction
33 Asset description (III)HIGHWAYS | US MANAGED LANES Dynamic tollingPrice adapts in real time with potential toll rate changes every 5 minutesPrice adapts in real time with potential toll rate changes every 3 minutesPrice adapts in real time with potential toll rate changes every 5 minutes Toll rates & Price capFreedom to set toll rates below the soft cap (2026: $1.156/mile pegged to US CPI)Toll rates will go up above soft cap (Mandatory Mode), under certain traffic conditions, in order to guarantee a minimum level of service Freedom to set toll rates.No cap.Freedom to set toll rates.No cap.
Must notify NCDOT 30 days before increasing the minimum or maximum rate for any segment Minimum speed 50 mph 55 mph 45 mph Higher speed limit75 mph Managed Lanes vs. :70 mph LBJ General Purpose Lanes65 mph NTE General Purpose Lanes55- 65 mph NTE 35W General Purpose Lanes70 mph Managed Lanes vs. :65 mph General Purpose Lanes70 mph Managed Lanes vs. :65 mph General Purpose Lanes Permitted vehicles Light and Heavy Light and HeavyLight and Extended Vehicles (larger two -
axle and vehicles pulling single -axle
trailers)
Heavy vs Light price2x to 5xHeavy vehicles pay a fixed multiplier of the price on the sign, which is determined by their vehicle classification based on dimensionsFreedom to set multipliers.3+ axle vehicles: minimum toll factors of 5x at peaks and 3x at off peaksUp to 4x HOV (High occupancy vehicle )50% discount for HOV 2+Texas Dept. of Transportation assumes this discount (No risk for concessions)Free HOV 3+ Free HOV 3+ Collection riskCollection risk transferred to North Texas Tollway AuthorityCollection risk on video transactions. E-ZPass transactions paid by VDOTCollection risk transferred to North Carolina Turnpike Authority
NTE | LBJ | NTE 35W
Dallas Fort -Worth
35 » DFW is a metroplex with a widespread population and multiple employment centers » The area ranked 1stin the US for absolute population growth1 » Estimated population growth in the North and West expected to stress the already
congested network
OverviewHIGHWAYS | NTE, LBJ & NTE 35W
SIGNIFICANT LOGISTICS DEVELOPMENTS IN THE REGION Best driving experience in Dallas -Fort Worth (1)2021 to 2022, J.H. Cullum Clark, Director, Bush Institute -SMU Economic Growth Initiative, Americans keep moving to high -opportu nity cities in the sun belt, new census data confirms.Love Field
Airport
For more information on our Dallas Managed Lanes, please visit Ferrovial’s YouTube page here .
36
Customer Insights1
(1) The figures represent the average across the three assets: NTE, LBJ and NTE35W. Except for daily trips, which represent the s um of the average daily trips across the three assets.
(2) Source: 2025 Annual Survey, conducted by Innovative Research Group (INNOVATIVE) for LBJ/NTE/NTE35W and Cintra. The survey was c onducted among a representative sample of 873 users of LBJ, 819 users of NTE, and 832 users of NTE35W with data collection happening between October 17th and November 4th, 2025. All users live in the DFW area.$7.0 Average revenue / transaction224k Average daily trips across three assets
8.7 miles
Average trip length (miles)3.2 Trips per month for the average
customer
73.3%
% of transactions with tag81% of drivers reported positive experience(2) HIGHWAYS | NTE, LBJ & NTE 35W
37 Historical Financial FiguresHIGHWAYS | NTE
MCI construction
started 2023116153125187243289 299323
2018 2019 202 0 202 1 202 2 202 3 202 4 202 5TOTAL REVENUE ($M)
98129
106164213255264278
84.1% 84.6% 84.9%87.4% 87.9%88.3%88.1%
86.0%
2018 2019 202 0 202 1 202 2 202 3 202 4 202 5ADJUSTED EBITDA ($M)
292
46100155187 177216
2019 202 0 202 1 202 2 202 3 202 4 202 5DIVIDENDS AT 100% ($M)
3034
25333640 3937
2018 2019 202 0 202 1 202 2 202 3 202 4 202 5TRANSACTIONS (M)
3.94.54.95.66.77.37.78.7
2018 2019 202 0 202 1 202 2 202 3 202 4 202 5TOLL REVENUE PER
TRANSACTION ($)
3 6 4 8 6 10 84980149
2019 2020 2021 2022 2023 2024 2025CAPEX ($M)
Capex MCI
38 Historical Financial FiguresHIGHWAYS | LBJ
126153
104133159193225244
2018 2019 202 0 202 1 202 2 202 3 202 4 202 5TOTAL REVENUE ($M)
103127
7210212815818520282.0%83.3%
69.1%77.0%80.1%81.9% 82.3% 82.7%
2018 2019 202 0 202 1 202 2 202 3 202 4 202 5ADJUSTED EBITDA ($M)
229360
60 74107123
202 0 202 1 202 2 202 3 202 4 202 5DIVIDENDS AT 100% ($M)
4448
3037404346 46
2018 2019 202 0 202 1 202 2 202 3 202 4 202 5TRANSACTIONS (M)
2.83.23.4 3.64.04.44.85.2
2018 2019 202 0 202 1 202 2 202 3 202 4 202 5TOLL REVENUE PER
TRANSACTION ($)
36
32566
2019 2020 2021 2022 2023 2024 2025CAPEX ($M)
39 Historical Financial FiguresHIGHWAYS | NTE 35W
3C construction
started 20233790 98142168234320368
2018 2019 202 0 202 1 202 2 202 3 202 4 202 5TOTAL REVENUE ($M)
275482119139195266294
74.2%
60.1%83.4% 83.9% 82.6% 83.1%83.1%80.1%
50%70%90%
25125225
2018 2019 202 0 202 1 202 2 202 3 202 4 202 5ADJUSTED EBITDA ($M)
505
176215
202 3 202 4 202 5DIVIDENDS AT 100% ($M)
19332835 354251 52
2018 2019 202 0 202 1 202 2 202 3 202 4 202 5TRANSACTIONS (M)
1.92.73.54.04.85.66.37.0
2018 2019 202 0 202 1 202 2 202 3 202 4 202 5TOLL REVENUE PER
TRANSACTION ($)
4 4 377 251
2023 2024 2025CAPEX ($M) Capex 3C
40
$1.156/mi 1
TAG (PRE -PAID) :Ifvehicle is equipped with anelectronic tag, driver will pay the price onthe sign and no additional fees .HOV Discount :pre-declared HOV’s are entitled toa50%discount during peak hours .Reimbursed to the concession bythe local authority .
EXEMPT VEHICLES :Police, buses, concession- owned vehicles and first responders drive for free.VIDEO (surcharge) :The video fee ischarged ifavehicle has no tag oran invalid tag. The driver will pay the toll amount plus a100% premium. This fee isnot reimbursed to the concession bythe NTTA .
Truck Multiplier :Pay afixed multiplier ofthe price onthe sign based on vehicle classification .Multiplier 2xto5x.Toll Collection :Atransaction file is sent toNTTA and payment isreceived from TxDOT, net ofNTTA’s fees and video fees, 2-3 days after .
TxDOT reimburses the concession with the HOV subsidy .Soft Cap : The TEXpress Lanes operate with a soft toll cap per mile pegged to US National CPI -U December over December.
Under the Cap, Dynamic Mode: Total freedom to charge any amount below the soft cap. Tolls set in real time and updated every 5 minutes.
Over the Cap, Mandatory Mode: In order to guarantee a minimum level of service, the contract mandates for tolls to exceed the soft cap until traffi c conditions improve. There is no upper limit. The cap can only be exceeded if:
•Speeds on the managed lane fall below 50 mph.
•Or Volumes on the ML exceed 3,300 PCE/HR on a 2 -lane section or 5,100 PCE/HR on a 3 -lane section.
(1) Toll rate cap at 2026Pricing FrameworkHIGHWAYS | NTE, LBJ & NTE 35W Fee structure: Price on sign * Truck Multiplier * HOV Discount * Video SurchargeToll rate mechanism
MANDATORY MODE:
1.Toll r ates increased above the cap 2.Toll rates maintained at above -the- cap
levels
3. Toll rates lowered to below -the- cap levels
41 Toll revenue (approx .99%oftotal revenue) :
» NTTA (North Texas Tollway Authority) bills customers and performs collection services on behalf of the Concession Company with collection risks fully borne byNTTA .TxDot pays within 2-3 business days after the transaction files are received from the Concession Company .
» The Concession Company invoices TxDot for50%ofthe cost ofHOV that was not billed to the users .
Other revenue (less than 1%oftotal revenue) :
» Consists ofreimbursements foraccident -related damages.Revenue StructureHIGHWAYS | NTE, LBJ & NTE 35W
Main
revenue
drivers POPULATION GROWTH
GDP GROWTHTRAFFIC
CONGESTION
PRICING FLEXIBILITY
TO MANAGE DEMAND &
MANTAIN A LEVEL OF
SERVICESOFT CAP LINKED TO
INFLATION
MANDATORY MODE
EVENTS
TRAFFIC MIX
NTE LBJ NTE 35WToll revenue per transaction ($)
+11.4%
CAGR+8.8%
CAGR+16.9%
CAGR
4.58.7
2019 202 53.25.2 2019 202 52.77.0 2019 202 5
42 »TxDOT’s right toaportion of any Refinancing Gain, and to apotential gain from anInitial Financing .
»Calculation Methodology :Net Present Value (NPV) ofthe variance between the dividends ofthe pre-
refinancing structure and that ofthe new financial structure atthe refinancing date .Inthe event ofa positive NPV, acertain percentage ofthe gain will beshared with TxDOT.
PERCENTAGE SHARING :
»NTE :75% ofany Refinancing Gain from aRefinancing using credit assistance under the TIFIA (Transportation Infrastructure Finance and Innovation Act) and PABs (Private Activity Bonds) commitment and 50%ofany other Refinancing Gain .
»LBJ :75%ofany Refinancing Gain from aRefinancing using credit assistance under the TIFIA and PABs commitment and 50%ofany other Refinancing Gain .
»NTE 35W:50%ofany Refinancing Gain .Contractual payments to the Department of Transportation (DOT) Revenue share Refinancing gain »Requirement under the Concession Agreement.
»Compares cumulative actual revenues with “Revenue Bands” defined at Financial Close.
»Progressive sharing (from 0% to 75%) of cumulative actual revenue that exceeds such bands.
»If the operating period in the first or last calendar year is less than a full calendar year, the applicable amounts of the Revenue Band floors and ceilings will be adjusted pro rata based on the number of operating days
1.HIGHWAYS | NTE, LBJ & NTE 35W
2025 Payments to DOT:
•Revenue Share Accrued 2025:
•$26.4M NTE 35W
•$8.1M NTE
•Refinancing gain: $6.6M NTE 35W •LBJ Wishbone Revenue Share: $5.6M LBJLBJ Wishbone Facility Revenue Share »The LBJ Wishbone Facility is not part ofthe Project but serves as an additional interchange facility for the Project Managed Lanes and itsoperation resulted inanincrease inrevenues .
»TxDOT has the right toa50%share ofthe net proceeds ofthe transactions recorded atWishbone Toll Gantries.
More Information:
•NTE : North Tarrant Express - CDA Exhibit 7 -Compensation Terms (txdot.gov) •LBJ: LBJ Express - CDA Exhibit 7 -Compensation Terms (txdot.gov) •NTE 35W: North Tarrant Express Segments 3A, 3B, and 3C -Exhibit 7 -Compensation Terms (txdot.gov) (1) Calculation examples for Revenue share & refinancing gain are included in the investor Excel file published on FER website
43
0204060801 00
202 6
202 7
202 8
202 9
2030
2031
2032
2033
2034
2035
2036
2037
2038
2039
2040
2041
2042
2043
2044
2045
2046
2047
2048
2049
205 0
205 1
205 2
205 3
205 4
205 5
205 6
205 7
205 8PABs 2019 Taxable Bonds 2019 PABs 20 23 Dividends & Financial Structure
DEBT MATURITY SCHEDULE ( $M)HIGHWAYS | NTE
Dividends1
$1,172M
$738M %FER
DSCR
1.20x Lock upEquity
$426M
$307M %FER2Debt
$1,600M
4.46%
Avg. rate
DEBT PABs 2019 PABs 2019Taxable Bonds 2019 PABs 2023
Principal
Interest rate
MaturityRating$209M
5.00%
2030- 2036
Fitch (BBB+)
Moody’s (Baa1)$122.7M
4.00%
2037 -2039
Fitch (BBB+)
Moody’s (Baa1)$871.1M
3.92%
2040- 2049
Fitch (BBB+)
Moody’s (Baa1)$397.3M
5.50%
2052 -2058
Fitch (BBB+)
Moody’s (Baa1)NET DEBT ($M) –NET DEBT/EBITDA ($M)
Note: Dividend distributions usually linked to FCF generation. NTE had a restriction that prevents the dividend distributions before the 5th anniversary of the Substantial Completion Day.
(1) Total amount distributed as of December 2025 (2) FER's stake includes the acquisition from the Dallas Police & Fire Pension System in 2017 (NTE: 6.30%, increasing from 56.67% to62.97% for $65M)More Information:
EMMA NTE Series 2009 OS9961,234 1,2321,223 1,223 1,263 1,330 1,480
10.2 9.5 11.6 7.5 5.75.0 5.0 5.3
051015
2018 2019 2020 2021 2022 2023 2024 2025
NET DEBT NET DEBT/EBITDA
44
0204060801 00
202 6
202 7
202 8
202 9
2030
2031
2032
2033
2034
2035
2036
2037
2038
2039
2040
2041
2042
2043
2044
2045
2046
2047
2048
2049
205 0
205 1
205 2
205 3
205 4
205 5
205 6
205 7
205 8PABs 20 20 PABs 20 21 Taxable Bonds 2020 TIFIA CAPEX FACILITY
Dividends & Financial Structure
DEBT MATURITY SCHEDULE ( $M)HIGHWAYS | LBJ
Dividends1
$952M
$520M %FER
DSCR
1.20x Lock upEquity
$672M
$384M %FER2Debt
$2,038M
4.04%
Avg. rate
Note: Dividend distributions usually linked to FCF generation. LBJ had a restriction that prevents the dividend distributions before the 5th anniversary of the Substantial Completion Day.
(1) Total amount distributed as of December 2025.
(2) FER's stake includes the acquisition from the Dallas Police & Fire Pension System in 2017 (LBJ: 3.60%, increasing from 51.00% to54.60% for $42M).
(3) Transportation Infrastructure Finance and Innovation Act (TIFIA) program provides credit assistance for qualified projects of regional and national significance in the US. Repayments depend on performance.More Information:DEBT PABs 2020Taxable
Bonds 2020 PABs 2021 TIFIA3 CAPEX
FACILITY
Principal
Interest rate
MaturityRating$538M
4.00%
2030- 2040
Fitch (BBB)
Moody’s
(Baa2)$7M
2.75%
2026
Fitch (BBB)
Moody’s
(Baa2)$608.5M
3.80%
2050- 2057
Fitch (BBB)
Moody’s
(Baa2)$835.6M
4.22%
2035 -2050
Fitch (BBB)
Moody’s
(Baa2)$49M
4.51%
2027
EMMA LBJ Series 2010 OSNET DEBT ($M) –NET DEBT/EBITDA ($ M)
1,448 1,4081,660
1,998 2,020 2,018 2,028 2,036
14.111.023.019.515.812.811.0 10.1
0102030
2018 2019 202 0 202 1 202 2 202 3 202 4 202 5
NET D EB T NET DEBT/EBITDA
45 0501 0015020025 0
202 6
202 7
202 8
202 9
2030
2031
2032
2033
2034
2035
2036
2037
2038
2039
2040
2041
2042
2043
2044
2045
2046
2047
2048
2049
205 0
205 1
205 2
205 3
205 4
205 5
205 6
205 7
205 8TIFIA PABs 2019 Barclays debt 2023 PABs 20 23 Barclays debt 2025 Dividends & Financial Structure
DEBT MATURITY SCHEDULE ( $M)HIGHWAYS | NTE 35W
Dividends1
$896M
$481M %FER
DSCR
1.30x Lock upEquity
$591M
$318M %FER2Debt
$1,598M
5.08%
Avg. rate
More Information:
EMMA NTE 35W Series 2019 OS DEBT PABs 2019 PABs 2023 Barclays debt
2023Barclays debt
2025TIFIA3
Principal
Interest rate
MaturityRating$653.9M
5.00%
2047 -2058
Fitch (BBB+)
Moody’s (Baa1)$265.9M
5.36%
2033 -2043
Fitch (BBB+)
Moody’s (Baa1)$221M
5.30%
2028
Fitch (BBB+)
Moody’s (Baa1)$246.3M
5.85%
2040
Fitch (BBB+)
Moody’s (Baa1)$211.2M
3.84%
2026
Fitch (BBB+)
Moody’s (Baa1)
Note: Dividend distributions usually linked to FCF generation . The first distribution of NTE35W was not allowed prior to Service Commencement of the Seg.3C Facility .
(1) Total amount distributed as of December 2025 (2) FER's stake includes the acquisition from the Dallas Police & Fire Pension System in 2016 (NTE 35W: 3.57%, increasing from 50 .10% to 53.67% for $9M) (3) Transportation Infrastructure Finance and Innovation Act ( TIFIA) program provides credit assistance for qualified projects of regional and national significance in the US. R epayments depend on performance (4) The first year of operations (2018) is not included, as it does not represent a full year of operationNET DEBT ($M) –NET DEBT/EBITDA ($ M)4 830 915 1,055 1,233 1,624 1,637 1,639 15.311.28.9 8.9 8.36.1 5.6
05101520
2019 2020 2021 2022 2023 2024 2025
NET DEBT NET DEBT/EBITDA
46 » Contractual obligation todesign and build the Mandatory Capacity Improvements once certain revenue thresholds are met .
» Theproject consists ofthe addition of1GPL per direction onsegment 1and 1MLper direction on Segment 2.
» Given the asset’s positive performance, the obligation to execute this extension was triggered in2023 .
» Construction period: 2023 –2027 .(Expected end of 2026 ) » Total investment of$355M.
» NTE has issued $414M1using Private Activity Bonds (PABs), at 5.5%.
Texas Private Activity Bond Surface Transportation Corporation (msrb.org)NTE -Mandatory Capacity ImprovementsHIGHWAYS | NTE, LBJ & NTE 35W
TYPICAL SECTION
SEGMENT 1
TYPICAL SECTION
SEGMENT 2
(1) Use ofFunds ($414 M):Mandatory Capacity Improvements $355M,Major Maintenance -Renewal work $51M,Issuance Costs $5M,Underwriters 'discount $2M,Adjustments tothe contract price $2M.
(2) Source :EMMA .DBC has completed 31.4%ofthe total current contract amount ($230 .2Mof$342 .0M).More Information:67% completed as of Dec 31, 20252
47 »Project Description :The Concession will be responsible to design, build, operate and maintain anadditional General Purpose Lane (GPL) per direction ofsegments 3A3B. TxDOT will fully fund the investment and, itwill compensate for any revenue loss derived from the construction works or/and the capacity increase, according to aformula included inthe contract .
»Construction trigger :
•TxDOT’s discretionary decision .NTE 35W-3A3B 3C-THE GOLDEN TRIANGLE BRAIDED RAMPS »Project Description :Construction oftwo bridges and related elements for the connection ofthe GPL and ML’s in both directions (north/south) inthe section between Golden Triangle Boulevard and Keller Hicks Road. The construction ofthese “braided ramps” will lead tothe elimination ofcurrent access points and the construction ofnew ones toimprove connectivity .The Concession will beresponsible forthe design, construction, operation and maintenance costs, aswell asfinancing the Project .
»Construction Trigger :
•The construction trigger is activated if for20consecutive business days, during peak hour the speed ofthe GPL goes under 40 miles per hour .The construction period once the trigger has been activated is 18months, which could beagreed between TxDOT and the Concession.
•Even ifthe trigger event isnot met, the ramps have to be built by 1/1/ 2035 .»Project Description :Construction of1additional GPL per direction .The Concession will be responsible for the design, construction, operation, maintenance and financing ofthe Project .
»Construction trigger :
•TxDOT’s discretionary decision .
•Tobe built nolater than 1/1/ 2040 ,subject toTxDOT’s discretionary decision to modify the date .
•Inthe event ofearlier/later request, there will beacompensation according to a formula determined bythe contract .3C NTE 35W - Mandatory Capacity ImprovementsHIGHWAYS | NTE, LBJ & NTE 35W More information :
Texas Private Activity Bond Surface Transportation Corporation (msrb .org) North Tarrant Express 35WHighway -Ferrovial
48
WEB PAGE
•NTE : h ttps://emma.msrb.org/IssueView/Details/P1423055 •LBJ: h ttps://emma.msrb.org/IssueView/Details/P1404295 •NTE 35W: https://emma.msrb.org/IssueView/Details/P2425964
Reported information
»Audited Financial Statements.
»Unaudited Quarterly Financial Statements.
»Budget: includes an operating plan, P&L, income and expense details, fixed asset investment and cash flow.
»Quarterly Income and Operations Report: monthly traffic and revenue information compared to budget and comments, quarterly profit and loss compared to budget and comments and fixed asset investment compared to budget and comments.
»Rating Agency Reports: credit opinion, credit reaffirmation, or change in credit rating for the concession.
»Other relevant information.Information »The information to be reported is collected in the 15c2 -12 "Municipal securities disclosure" regulation of the Exchange Act.
»In the case of the Dallas concessions, it is found in the "Debt Agreement" of each issuance.
»More information is available in the TEXpress Lanes webpage:
LBJ, NTE & NTE 35W TEXpress Lanes »Concession agreements are available on Ferrovial website:
•NTE, Dallas - Fort Worth - Ferrovial •LBJ Express, TX - Ferrovial •North Tarrant Express 35W Highway -FerrovialPublic InformationHIGHWAYS | NTE, LBJ & NTE 35W EMMA (Electronic Municipal Market Access System )
I-66
Northern Virginia
50 »I-66 is the main east- west interstate highway in Northern Virginia connecting Washington DC and Arlington with the Northern Virginia suburbs.
»Design & Construction of 2 Express Lanes and modification of the existing design to accommodate 3 general purpose lanes in each direction.
»Directional traffic in the West. In the East, heavy traffic in both directions with significant congestion during peaks. I -
66 serves a growing number of logistics businesses along the corridor.
»Congestion expected to increase by 48% in 20451 KEY Source: MWCOG Cooperative Forecast Round 9.2Population Change from 2020 to 2045OverviewHIGHWAYS | I-66 Serving one of the highest -income suburbs in the US (1) TPB and COG Scenario Study Findings, 2022, p 12For more information on I -66, please visit Ferrovial’s YouTube page here .
51 Customer Insights1HIGHWAYS | I-66 (1) 2025 Annual Survey, conducted by Innovative Research Group (INNOVATIVE) for I66 and Cintra. The survey was conducted amon g arepresentative sample of n=604 North Virginia area residents with data collection happening between October 17th and November 4th, 2025.$8.5 Average revenue /
transaction46k
Average daily trips
11.4
Average trip length (miles)88% % of transactions with tag3.3 Trips per month for the
average customer
84% of drivers reported positive
experience
52 Historical financial figuresHIGHWAYS | I-66
167247303
202 3 202 4 202 5TOTAL REVENUE ($M)
129196246
76.9%79.5%81.4%
11111
202 3 202 4 202 5ADJUSTED EBITDA ($M)
172 165
202 4 202 5DIVIDENDS AT 100% ($M)
293235
202 3 202 4 202 5TRANSACTIONS (M)
5.57.48.4
202 3 202 4 202 5TOLL REVENUE PER TRANSACTION ($)
3 23
2023 2024 2025CAPEX ($M)
53 The 66Express Lanes offer adynamic pricing system that adjusts toll rates based onreal -time traffic conditions and demand .This dynamic system isdesigned toprevent congestion, keep traffic flowing inthe express lanes at minimum speeds of55mph .
When demand increases, tolls adjust upward, but astraffic lessens, tolls onthe 66Express Lanes are lowered .This allows drivers to decide when totake advantage ofthe 66Express Lanes, making it the best option for those seeking afaster and more efficient route .
Fees and charges associated with travel on the highway :
Get Ready for a Trip on the 66 ExpressPricing framework Transponder/tag (pre -paid) :Ifavehicle isequipped with a transponder/tag ,the driver will pay the price on the sign and no additional fees .1 Exempt vehicles :Police, bus, concession -owned vehicles, and first responders drive forfree.
Truck Multiplier :Pay afixed multiplier ofthe price onthe sign based on vehicle classification . There is a minimum toll factor of3xatoffpeaks & 5xatpeaks, with freedom toset multipliers above that. Currently toll factors upto6x during non -peak hours & 8x during peak hours .
HOV Discount :Per VDOT policy, toll-free travel isgiven tonon -
commercial vehicles with 3+passengers that have a E- ZPass Flex transponder setonHOV -On.
Video surcharge :Ifvehicle has notag oraninvalid tag, the driver will pay the toll amount plus administrative fees .
Toll Collection :E-ZPass customer related transactions are paid by VDOT and video transactions are collected directly from the customers.Fee structure: Price on sign * Truck Multiplier * HOV Discount * Video Surcharge Toll rate mechanism (1) If drivers don’t have a transponder, or their accounts lack sufficient funds, they will have 5 days to pay before an invoice is sent and administrative fees begin to accrue.HIGHWAYS | I-66
54 Toll revenue (approx .96%oftotal revenue) :
» Transponder/tag customers : I-66 collects 100 % of revenue from VDOT .
» Video customers (vehicles without atransponder) : I-66 EMP directly bills and performs collection services, and bears the risk related tocollecting revenue from video trips.
Other revenue :
» Consists of reimbursements foraccident -related claims .Revenue structure
Main
revenue
drivers POPULATION GROWTH
GDP GROWTHTRAFFIC
CONGESTION
PRICING FLEXIBILITY
TO MANAGE DEMAND &
MANTAIN A LEVEL OF
SERVICEUNCAPPED FREEDOM
TO SET T OLL RATES
TRAFFIC MIX
Toll revenue per transaction ($)HIGHWAYS | I-66
+8.1%
CAGR
6.68.4
202 2 202 5
55 Contractual payments to the Department of Transportation »Requirement under the Concession Agreement .
»Compares the Net Present Value ofactual cumulative revenues from the opening date, with specific “NPV Bands” defined at Financial Close.
»Whenever the Net Present Value ofactual cumulative revenues exceeds such NPV Bands, revenue will be shared.
»The five NPV Bands were defined as the Net Present Value asofFinancial Close ofthe projected revenues for each ofthese upside revenue scenarios .
»Such NPV Bands were finally incorporated inthe Concession Agreement and are fixed and not subject toadjustments since then.»Dedicated to operate Virginia’s transit system.
»Payments started in 2021. Total Payments amount to $ 1.517M (nominal terms) over the life of the concession.
»Shall be payable after debt service and reserve accounts and will be subject to lockup provisions required in the TIFIA loan agreement, but prior to Support for Corridor Improvements and prior to Distributions.
»If funds are insufficient to make a scheduled payment at the time it is due, the scheduled payment, or any unpaid portion will be considered past due and will remain due and payable without interest.
»DOT’s rights to a portion of any Refinancing Gain, and to a gain from an initial Financing.
»Calculation Methodology: Net Present Value (NPV) of the variance between the dividends of the pre- refinancing structure and that of the new financial structure at the refinancing date.
In the event of a positive NPV, a certain percentage of the gain will be shared with VDOT.
PAYMENT, Developer shall pay to the department:
»50% of any Refinancing Gain from a Refinancing that is not an Exempt Refinancing.»Used byVDOT tocover improvements inthe corridor atits discretion .Payments should start in2056 .(Using base date ofNovember 15 ,2020 ,and adiscount rate of6.14 percent, the present value ofthe Support forCorridor Improvements must total $350 M).
»Priority of such payments isafter “Lender -related requirements (except voluntary prepayments)” and Transit Funding Payments, but prior toDistributions .
»Iffunds are insufficient tofully pay required Support for Corridor Improvements, the Developer must provide adetailed calculation and explanation tothe Department .
»Any unpaid balance remaining atthe end ofthe Term shall be cancelled and nolonger an obligation ofthe Developer under the Agreement .Support for corridor improvementsTransit funding payments
Refinancing gain
More Information:
Comprehensive -Agreement.pdf (virginia.gov)
Exhibit_J_I66.pdf (virginia.gov)
Exhibit_J -5_I66.pdf (virginia.gov)Revenue shareHIGHWAYS | I-66 Note: Calculation examples for Revenue share & refinancing gain are included in the investor Excel file published on FER website 2025 Payments to DOT:
Transit Funding Payment: $11,0M
56
020406080100
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
2037
2038
2039
204 0
204 1
204 2
204 3
204 4
204 5
204 6
204 7
204 8
204 9
2050
2051
2052
2053
2054
2055
2056
2057PABs 20 17 TIFIA ( including c apitalized interest) Virginia Small Business Financing Authority (msrb.org)Dividends & Financial Structure
DEBT MATURITY SCHEDULE ( $M)FIRST DIVIDEND DISTRIBUTED IN 2024
Distribution s to shareholders has been made before the 5thanniversary ofSubstantial Completion (November 2022 ),asthe contract allows it if the Developer has paid all TIFIA Debt Service due and payable onthe three most recent Debt Semi -Annual Payment Dates .HIGHWAYS | I-66
DEBT PABs 2017 TIFIA
Principal ($M) $737M $1,229M Interest rate 5.00% 2.80% Maturity 2047 -2056 Up to 20573
RatingFitch (BBB)
Moody’s (Baa3)Fitch (BBB)
Moody’s (Baa3)Dividends1
$337M (100%)
$188M (%FER)
DSCR
Lock up 1.30xEquity
$1,523M (100%)
$984M (%FER)2Debt
$1,966M
3.58%
Avg. rate
(1)Total amount distributed as of Dec 2025 (2 )Ferrovial's stake includes the acquisition from John Laing in 2021 of 5.70%, increasing from 50.00% to 55.70% for $182M (3)Transportation Infrastructure Finance and Innovation Act. ( TIFIA) program that provides credit assistance for qualified projects of regional and national significance in the US. Repayments depend on performance NET DEBT ($M) –NET DEBT/EBITDA ($ M) 1,961 2,060 2,068
15.2
10.5
8.4
05101520
202 3 202 4 202 5
NET D EB T NET DEBT/EBITDA
57
WEB PAGE
https://emma.msrb.org/IssueView/Details/ES381888Information
»The information to be reported is collected in the 15c2 -
12 "Municipal securities disclosure" regulation of the Exchange Act.
»In the case of the I66 concession, it is found in the “Continuing Discloser agreement“.
»More information is available in the I -66 webpage:
Home -66 Express Outside the Beltway (ride66express.com) »Concession agreement is available on Ferrovial’s website:
I-66 Outside the Beltway, VA -FerrovialReported information »Audited Financial Statements.
»Unaudited Quarterly Financial Statements.
»Quarterly Income and Operations Report: monthly traffic and revenues information compared to budget, quarterly profit and loss compared to budget and comments and fixed asset investment compared to budget and comments.
»Rating Agency Reports: credit opinion, credit reaffirmation, or change in credit rating for the concession.
»Other relevant information.Public informationEMMA (Electronic Municipal Market Access System )HIGHWAYS | I-66
I-77
Charlotte | North Carolina
59
Davidson
Uptown CharlotteI-77
Lake
NormanMooresvilleOverviewHIGHWAYS | I-77 Expected % Population growth from 2015 to 20451
No Change
0% to 100%101% to 200%Greater than 200%CRTPO Planning AreaA key growth enabler for Charlotte region » I-77 is a high -growth corridor that connects Charlotte with its dynamic northern suburbs » Express lanes opening since the end of 2019 has improved speed across the entire corridor » Itserves a mix of local and long -distance interstate trips » Rapid growth anticipated along the corridor with no real alternative routes » 50% of roads in the region expected to be over capacity by20402 (1) Charlotte Regional Transportation Planning Organization (CRTPO) 2045 Metropolitan Transportation Plan, 2018, pg55 (2) CRTPO 2045 Metropolitan Transportation Plan, 2018, pg153For more information on I -77, please visit Ferrovial’s YouTube page here .
60 Customer Insights1HIGHWAYS | I-77 (1) 2025 Annual Survey, conducted by Innovative Research Group (INNOVATIVE) for I77 and Cintra. The survey was conducted among a rep resentative sample of n=610 Charlotte area residents with data collection happening between October 17th and November 4th, 2025.$3.1 Average revenue / transaction42.5k Average daily trips 8.9 Average trip length (miles)62% % of transactions with tag3.5 Trips per month for the
average customer
75% of drivers reported positive
experience
61 Historical financial figuresHIGHWAYS | I-77
18366191107130
202 0 202 1 202 2 202 3 202 4 202 5TOTAL REVENUE ($M)
4203866 6981
24.9%54.9%62.9%72.0%65.1%62.2%
1.0010.00100.00
00011
202 0 202 1 202 2 202 3 202 4 202 5ADJUSTED EBITDA ($M)
307 52
202 4 202 5DIVIDENDS AT 100% ($M)
2028354143 42
202 0 202 1 202 2 202 3 202 4 202 5TRANSACTIONS (M)
0.81.21.72.22.43.1
202 0 202 1 202 2 202 3 202 4 202 5TOLL REVENUE PER TRANSACTION ($)
1 15
235
2020 2021 2022 2023 2024 2025CAPEX ($M)
62 (1) Even though trucks were not part of the original concession agreement, a final amendment for the Extended Vehicles was ag reed in September 2024 with NCDOT (North Carolina Department of Transportation) to allow them to use the ML ´s Pricing frameworkHIGHWAYS | I-77 Dynamic pricing system that adjusts toll rates based onreal -time traffic conditions and demand .This dynamic system isdesigned toprevent congestion, keep traffic flowing inthe express lanes atminimum speeds of45mph .
When demand increases, tolls adjust upward, but astraffic lessens, tolls on the I-77 Express Lanes are lowered .This allows drivers to decide when totake advantage of the Express Lanes, making itthe best option for those seeking a faster and more efficient route .
Freedom tosettoll rates with no cap, I-77must notify NCDOT 30days inadvance max and min rate.
Fees and charges associated with travel on the highway : Toll rates -I77ExpressToll rate mechanism Fee structure: Price on sign * Extended vehicles Multiplier * HOV Discount * Video Surcharge NCQUICK PASS (PRE -PAID) :Ifvehicle is equipped with anelectronic tag driver will pay the price onthe sign and no additional fees .Customers with aNCQuick Pass account save 35%on tolls .
BILL BY MAIL :Users without NC Quick Pass will bebilled using alicense plate toll collection system that captures images ofthe vehicle and bills the registered owner .
Customers receive aninvoice mailed tothe address the vehicle isregistered tothrough their state’s DMV .The unpaid toll transactions will besubject toprocessing fees and civil penalties on following invoices and may besent tocollections .
EXEMPT VEHICLES :Police, highway patrol, medic, fire, transit, concession owned vehicles and motorcycles .
EXTENDED VEHICLES1:2-axle vehicles with more than 22feet or2-axle vehicles carrying aone -axle trailer .The current multiplier is 2xduring off- peak periods and 3x during peak times .(I-77does not need approval from NCDOT for modifying the multiplier, always maintaining anumber lower than 4x).
HOV DISCOUNT :pre-declared HOV’s 3+ are entitled to a100% discount .
TOLL COLLECTION :Transaction files and aninvoice are sent toNCTA each weekday for payment, which are then due within 5business days .
63
Revenue structure
Toll revenue (approx .99%oftotal revenue) :
» NCDOT bills customers and performs collection services onbehalf of the Concession Company .Collection risk isfully borne byNCDOT, which pays within 5business days after the transaction files are received from the Concession Company .
Other revenue :
» NCDOT makes tothe Company an Annual O&M Payment ($1M, adjusted for CPI) for the performance of Routine &Planned maintenance inthe General -Purpose Lanes .
» Reimbursements foraccident -related damages.HIGHWAYS | I-77
Main
revenue
drivers POPULATION GROWTH
GDP GROWTHTRAFFIC
CONGESTION
PRICING FLEXIBILITY
TO MANAGE DEMAND &
MANTAIN A LEVEL OF
SERVICEUNCAPPED FREEDOM
TO SET T OLL RATES
TRAFFIC MIXRevenue structure Toll revenue per transaction ($)
+31.2%
CAGR
0.63.1
2019 202 5
64 »DOT’s right to a portion of any Refinancing Gain, including a gain from an Initial Financing.
»Calculation Methodology: Net Present Value (NPV) of the variance between the dividends of the pre -refinancing structure and that of the new financial structure at the refinancing date. In the event of a positive NPV, certain percentage of the gain will be shared with TxDOT.
»Payment to the DOT: 50% of any Refinancing Gain from a Refinancing that is not an Exempt Refinancing.
»First Refinancing gain happened in 2024 with TIFIA full repayment and new Debt (NPA)Contractual payments to the Department of Transportation Revenue share Refinancing gain »Requirement under the Concession Agreement.
»Compares cumulative actual revenues from the opening date with “Revenue Bands” defined at Financial Close.
»Progressive Sharing (from 0% to 75%) of cumulative actual revenues that exceeds such bands.
»If the operating period in the first or last calendar year is less than a full calendar year, the applicable amounts of the Revenue Band floors and ceilings will be adjusted pro rata based on the number of operating days (published bands have already been adjusted).HIGHWAYS | I-77
More Information:
I-77 Executed Comprehensive Agreement (ncdot.gov) Amendment 12 to the CA (ncdot.gov) User Classification for Extended Vehicles »Even though trucks were not part of the original concession agreement, a pilot program was agreed with the DOT to allow them to use the ML’s.
»The pilot program expired in September 2024 and a final agreement was reached then until the end of the concession term.
»DOT ´s right a 66.67% of the net amount of: Extended Vehicle Transponder Toll Rate less Transaction Fees, Variable Fees, Pass Through Fees and discounts applied by Developer in the Transaction file applicable to the Toll Segment associated with the Transaction.
Note: Calculation examples for Revenue share & refinancing gain are included in the investor Excel file published on FER website 2025 Payments to DOT:
•Revenue Share Accrued 2025:
$21M (extended vehicles
included)
65
0102030405060708090
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
2037
2038
2039
204 0
204 1
204 2
204 3
204 4
204 5
204 6
204 7
204 8
204 9
2050
2051
2052
2053
2054PABs 2015 USPP 2024
North Carolina Department of Transportation (msrb.org)HIGHWAYS | I-77 Dividends & Financial Structure
DEBT MATURITY SCHEDULE ( $ M)FIRST DIVIDEND DISTRIBUTED IN 2024
Distribution s to shareholders has been made after the 5thanniversary ofSubstantial Completion day (2019 ).
DEBT PABs 2015 USPP 2024
Principal ($M) $100M $371M Interest rate 5.00% 6.57% Maturity$20M 2025 -2037
$80M 2050- 20542046- 2051
RatingFitch(BBB)
DBRS (BBB)Fitch(BBB)
DBRS (BBB)Dividends2
$358M (100%)
$259 M (%FER)Equity
$248M (100%)
$330M (%FER)1Debt
$471M
6.24%
Avg. rate
PABs stands for Public Activity Bonds. USPP stands for U.S. private placement notes.
(1) FER's stake includes the acquisition from GCM in 2020 of 15.00%, increasing from 50.10% to 65.10% for $78M (plus a deferred p ay ment based on the asset’s performance in 2024 for $18M), and the acquisition from Aberdeen in 2022 of 7.14%, increasing from 65.10% to 72.24% for $109M (2) Total amount distributed as of Dec 2025DSCR
Lock up 1.30xNET DEBT ($M) –NET DEBT/EBITDA ($ M)
245272263 257 202466 465
15.460.7
13.2
6.8 3.16.7 5.8
020406080
2018 2019 202 0 202 1 202 2 202 3 202 4
NET D EB T NET DEBT/EBITDA
66
WEB PAGE
https://emma.msrb.org/IssueView/Details/ER368770Information
»The information to be reported is collected in the 15c2 -12 "Municipal securities disclosure" regulation of the Exchange Act.
»In the case of the I77 concession, it is found in the “Continuing Discloser agreement“.
»More information is available in the I -77 webpage: Home -I77 Express
Lanes
»Concession agreement is available on Ferrovial’s website: I-77 Express Lanes , Charlotte, North Carolina – FerrovialReported information »Audited Financial Statements.
»Unaudited Quarterly Financial Statements.
»Budget: includes P&L, income and expense details, fixed asset investment and cash flow.
»Quarterly Income and Operations Report: monthly traffic and sales information compared to budget and comments, quarterly profit and loss compared to budget and comments and fixed asset investment compared to budget and comments.
»Rating Agency Reports: credit opinion, credit reaffirmation, or change in credit rating for the concession.
»Other relevant information.Public informationEMMA (Electronic Municipal Market Access System )HIGHWAYS | I-77
IRB Infrastructure
Developers LTD (India)
68
IRB investment rationaleHIGHWAYS | IRB INFRASTRUCTURE DEVELOPERS, LTD
•Value creation in selected investments outside North America where Ferrovial can find high long -term growth prospects •Population growth expected to lead the largest middle class in the world •One of the biggest highway concession markets in the world •IRB is o ne of the best positioned companies to capture India's future growth »In-house EPC capabilities to develop greenfield projects (vertical integration) »One of the largest highway infrastructure players in India with a 27-project portfolio and footprint in 12 States
Acquistion of
23.99% stake
in IRB
Infrastructure
Trust in 2024119.86% stake
in IRB
Infrastructure
Developers1
(1) Both investments are consolidated in Ferrovial’s accounts through equity method EPC stands for Engineering , Procurement and ConstructionPUBLIC INVITIRB INFRASTRUCTURE TRUST
(PRIVATE INVIT)IRB INFRASTRUCTURE
DEVELOPERS, LTD
69
Company OverviewHIGHWAYS | IRB INFRASTRUCTURE DEVELOPERS, LTD
BOT: Build -Operate -Transfer -HAM: Hybrid Annuity Model -TOT: Toll , Operate and Transfer Information provided by IRB Corporate Presentation –IRB Infrastructure Developers Ltd.
» Cintra acquired a 23.99% stake of IRB Private InVIT (652M euros) » Cintra sold a 5.0% stake of IRB Developers (211M euros) –3x transaction price in 2021 » 1st Private INVIT in India Listed on NSE » Nehru Outer Ring Road » Lalitpur Lakhnadon (TOT) » Gwalior Jhansi & Kota Bypass (TOT)
PUBLIC INVITIRB INFRASTRUCTURE TRUST
(PRIVATE INVIT)IRB INFRASTRUCTURE
DEVELOPERS, LTD
1998 2004 2008 2024 » Cintra acquired a 24.86% stake
ofIRB Developers
» Raised INR53B from GIC & Cintra » Palsit Dankuni (BOT) » Pathankot Mandi (HAM) » Chittor Thachur (HAM) » Ganga Express (BOT)IRB Infrastructure
Developers Ltd
Incorporated2017 2020 2021
Mumbai Pune
project 1.0Successful launch of
IRB Infrastructure
Developers Ltd IPOIndia’s 1st public INVIT » GIC raised INR 40B (49%) in Private InVIT » Mumbai Pune 2.0 (TOT) » Vadodara Mumbai
Expressway (HAM)
70 » Focus on developing BOT projects, which offer high return potential .
Experienced EPC player with astrong track record ofdeveloping roads .
» Assets are located instates with high gross state domestic product and healthy traffic growth potential .Strong correlation between traffic growth and India's GDP .
» Toll pricelinked toinflation (India Wholesale Price Index) .
» The FASTag electronic toll collection system has apenetration rate of c.97%across all projects ,enabling vehicles todrive through toll plazas without stopping fortransactions .Asset descriptionHIGHWAYS | IRB INFRASTRUCTURE DEVELOPERS, LTD BOT: Build -Operate -Transfer -HAM: Hybrid Annuity Model -TOT: Toll , Operate and Transfer$9.4B+
Highway asset
base, one of the largest inIndia17,355 lane KM
Road portfolio
BOT, TOT &HAM
Diversified portfolio
with optimal mix of
projects€2,410M
Market Cap
as of Dec 31,2025Portfolio with 44% market share of
TOT Projects
awarded so farc.21years
Weighted
average residual
concession life
Strong AAA rated
sovereign
counterparty (NHAI)Toll price linked to
inflation and
concession period
totrafficPUBLIC INVITIRB INFRASTRUCTURE TRUST
(PRIVATE INVIT)IRB INFRASTRUCTURE
DEVELOPERS, LTD
Information provided by IRB Corporate Presentation –IRB Infrastructure Developers Ltd.
2025 Adjusted
EBITDA
€313M
2025 DIVIDENDS
DISTRIBUTED (100%)
€6M
€716M2025 REVENUE
71
Asset descriptionHIGHWAYS | IRB INFRASTRUCTURE DEVELOPERS, LTD
Shareholder s: 30.42% Promoter entities - 19.86% Cintra –16.94% GIC –32.78% Others
InvIT Investments
Public InvIT (16%)
Project Type
Mumbai Pune TOT TOT Ahmedabad Vadodara BOT BOT Pathankot -Mandi NH154 HAM Chittoor -Thachur NH716B HAMProject Type Goa Kundapur BOT Solapur Yedeshi BOT Yedeshi Aurangabad BOT Kaithal Rajasthan Border BOT Agra Etawah BOT Udaipur -GJ Border BOT Gulabpura –Chittorgarh BOT Palsit Dankuni BOT Samakhiyali Santalpur BOT Hyderabad ORR TOT Ganga Expressway BOT Lalitpur Lakhnadon TOT Jhansi Gwalior Kota BOT Lucknow - Ayodhya -
Gorakhpur &
Lucknow - SultanpurTOT Chandikhole - Bhadrak TOTProject Type Talegaon -Amravati BOT Amritsar Pathankot BOT Jaipur Deoli BOT Tumkur Chitradurga BOT Omallur -Salem –Namakkal BOT Vadodara –Kim HAM Kaithal Rajasthan Border * BOT Kishangarh – Gulabpura * BOT Hapur Moradabad * BOT
Vadodara- Mumbai
Expressway **HAM• IRB has executed c.21,000 lane kms of projects across 41projects • Expert talent pool and state of the art equipment bank helps inmanaging entire tolling and maintenance function in-house • Manages O&M of all group assetsEngineering, Procurement and
Construction (100%)
Private InvIT (51%)
Wholly Owned Concessions (100 %)PUBLIC INVITIRB INFRASTRUCTURE TRUST
(PRIVATE INVIT)IRB INFRASTRUCTURE
DEVELOPERS, LTD
TOT (Toll -Operate -Transfer) • Operational highway projects are given on along -term lease to private entities onalong -term concession basis against anupfront payment .
• During the concession period, the operator collects user fee and retains the traffic risk.
BOT (Build -Operate -Transfer) • Private operator finances, builds & manages the road with traffic risk.
HAM (Hybrid -Annuity Model) • The Concession receives semi -annual payments bythe Government formaintenance Works .
• The traffic risk isborne by the Government who collects the tolls.
• The Government covers 40%oftotal cost paid, while the Contractor anticipates 60% remaining .Once the road isoperational, the Government starts repaying through semi -annual payments .Type of asset
* Transferred to IRB InvIT Fund November 1, 2025 ** Transferred to IRB InvIT Fund December 1, 2025
72 Asset description - Wholly Owned Concessions (100%)HIGHWAYS | IRB INFRASTRUCTURE DEVELOPERS, LTD IRB has a healthy mix of TOT, BOT, and HAM projectsProject StateProject cost (INR B)Lane KM Type Status Concession End Date Mumbai Pune Maharashtra 89 1,014 TOT Tolling Apr 2030 Ahmedabad Vadodara Gujarat 49 987 BOT Tolling Mar 20431 Pathankot Mandi Himachal Pradesh 8 115 HAM Under Construction May 2039 Chittoor –Thachur Tamil Nadu 9 120 HAM Under Construction Jan 2040 (1) Including extensions 4
2under constructionCONCESSIONS
Lane Kms
2,236
EPC & O&M of the 4 assets being carried out
byIRB Infrastructure
DevelopersPUBLIC INVITIRB INFRASTRUCTURE TRUST
(PRIVATE INVIT)IRB INFRASTRUCTURE
DEVELOPERS, LTD
MUMBAI PUNE Expressway is one of the busiest and high growth road projects in India
73
Asset description - Private InvIT (51%)HIGHWAYS | IRB INFRASTRUCTURE DEVELOPERS, LTD
Private InvIT -Capital Structure 51% 25% 24%
Private InvITMMK
10 BOTs
3 TOTsRecent
awards
2 TOTsProject StateProject cost (INR bn)Lane KM Status TypeConcessi on End
Date1
Goa Kundapur Karnataka 37 758 Tolling BOT Feb 2048 Solapur Yedeshi Maharashtra 16 395 Tolling BOT Apr 204 4 Yedeshi Aurangabad Maharashtra 42 756 Tolling BOT Nov 204 5 Kaithal Rajasthan Border Haryana 23 665 Tolling BOT Feb 204 9 Agra Etawah U.P. 32 747 Tolling BOT Oct 2045 Udaipur -GJBorder Rajasthan 28 683 Tolling BOT Feb 2043 Gulabpura –Chittorgarh Rajasthan 23 749 Tolling BOT Feb 204 2 Palsit Dankuni West Bengal 23 383Tolling / Construction BOTNov 203 8 Samakhiyali Santalpur Gujarat 21 545Tolling / ConstructionBOT Dec 204 5 Hyderabad ORR Telangana 84 1,264 Tolling TOT Aug 2053 Ganga Expressway U.P. 65 778 Construction BOT Oct 205 8 Lalitpur Lakhnadon M.P. 51 1264 Tolling TOT Mar 2044 Jhansi Gwalior Kota Rajasthan/MP 19 441 Tolling TOT Mar 2044 Lucknow - Ayodhya -
Gorakhpur &
Lucknow - SultanpurU.P. 101 1,464 Tolling TOT Jan 2046 Chandikhole – Bhadrak Odisha 33 447 Awarded TOT 20 yrs from
appointed datePUBLIC INVITIRB INFRASTRUCTURE TRUST
(PRIVATE INVIT)IRB INFRASTRUCTURE
DEVELOPERS, LTD
Lane Kms
10,674
AVG. REMAINING
CONCESSION LIFE
20 yrs
14
2under
constructionCONCESSIONS
»Presence across key highway stretches in India. Five assets are part of Golden Quadrilateral corridor »Traffic risk only »EPC & O&M risks stays in IRB Infrastructure Developers(1) Concession end date depends on traffic estimates. Source: Private InvVIT
2025 Adjusted
EBITDA
€283M
2025 DIVIDENDS
DISTRIBUTED
(100%)
€22M
€653M2025 REVENUE
74
Asset description – Public InvIT (16%)HIGHWAYS | IRB INFRASTRUCTURE DEVELOPERS, LTD
Project StateProject cost (INR bn)Lane KM Status TypeConcession
End Date1
Talegaon -Amravati Maharashtra 8.9 267 Tolling BOT Jun 2037 Amritsar Pathankot Punjab 14.5 410 Tolling BOT Jan 2038 Jaipur Deoli Rajasthan 17.4 595 Tolling BOT Oct 2040 Tumkur Chitradurga Karnataka 11.4 684 Tolling BOT Dec 2042 Omallur -Salem -Namakkal Tamil Nadu 3.1 275 Tolling BOT Jan 2027 Vadodara -Kim (HAM) Gujarat 20.9 190 Operational HAM Apr 2037 HapurMoradabad U.P. 38,0 599 Tolling BOT May 2043 Kishangarh – Gulabpura Rajasthan 18,0 540 Tolling BOT Jul 2042 KaithalRajasthan Border Haryana 23 665 Tolling BOT Feb 2049 Vadodara Mumbai (Pkg -7) Gujarat 17 220 Operational HAM Mar 2040PUBLIC INVITIRB INFRASTRUCTURE TRUST
(PRIVATE INVIT)IRB INFRASTRUCTURE
DEVELOPERS, LTD
Lane Kms
4,445
AVG. REMAINING
CONCESSION LIFE
14 yrs
10CONCESSIONS
»One of India’s leading publicly listed InvIT since May 2017 »Strategically located assets inhigh growth national corridors .Four assets part ofGolden Quadrilateral corridor »Diverse set of investor: 39% Individuals , 23% Foreign Portfolio Investor, 16% IRB Infrastructure , 12% Bodies Corporate and 10% Other (1) Concession end date depends on traffic estimates. Source: IRB In vVIT Fund Investor Presentation Feb 2025
Other Assets
75
76
SummaryHIGHWAYS | OTHER ASSETS €284M (1) TOTAL INVESTED EQUITY IN OTHER ASSETS
Location Ferrovial Share ShareholdersDividends and
capital returns
(M€)Invested equity
(M€)Committed equity
(M€)Concession term Opening date Remaining life Type of assetKms
(highway
length)
Autema Spain 76.28% Acesa : 23.7% 373.1 63.7 1986 -2036T-M:Jun -89 / S -T:
Sept -9111 Traffic risk 48.3 Aravia Spain 100.00%F.Construcción: 55%; Cintra:
30%; Ferrovial S.A: 15%95.3 32.8 2007- 2026 December 2007 1 Traffic risk 107.2 Bip&Drive Spain 25.00%Itinere Infraestructuras. SA:
25%; Abertis Autopisas. SA:
50%3.0 n.a. March 2014 n.a. Toll collector -
Vialivre Portugal 84.04%Otros (Socios locales portugueses): 15.96%18.5 0.0 n.a. October 2010 n.a. Toll collector 174.5 Silvertown Tunnel (2)United Kingdom 22.50%Aberdeen: 45%; BAM: 22.5%;
SK:10%2.3 27.0 2019 -2050 Opening April 2025 25Availability
Payment1.4
Ruta del cacao Colombia 30.00%John Laing: 30%; Colpatria:
20%; Ashmore: 20%58.7 2015 -2040 (2)Under construction
(expected
completion 2029)15Availability
Payment151.6
D4-R7 Slovakia 35.00%Dalmore : 35%; Aberdeen:
20%; Porr: 10%7.9 30.3 2016 -2050Opening October
2021. Final
Occupation Permit
(FOP) expected April
202625Availability
Payment59.1
Western Roads
Upgrade (OSARs) Australia 50.00% Plenary: 50% 17.5 27.8 2018 -2040Opening November 2021.
Final acceptance
March 202315Availability
Payment240.0
Toowoomba (Nexus) Australia 40.00% Plenary: 40%; Acciona: 20% 14.6 11.3 2015 -2043Opening September 2019.
Final acceptance
September 202418Availability
Payment41.0
Anillo Vial Periférico Perú 35.00%Concesiones Peru Holdings Viales I S.A.C (Acciona): 32.5%;
Sacyr Concesiones Peru S.A.C.:
32.5%29.5 140.2 2024 -2054Pending
construction
(expected
completion 2034)29Traffic risk +
Availability
Payment34.8
(1) Information as of Dec - 2025 (2) In April 2026, the economic rights on Silvertown Tunnel were sold to Umbrella Roads B.V.
Airports
78 •Concentrate on North America and other regions where
Ferrovial operates
•Invest in relationships via bilateral transactions and s elect open- bid opportunities •Identify growth opportunities that leverage Ferrovial’s
strengths
•Employ a risk-adjusted strategy for returns •Emphasize terminal -related opportunities in the US and other regions where Ferrovial has presenceFerrovial is one of the world's leading private airport investors and operatorsAIRPORTS
25+ years
airport expertise,
managing airport
investments worldwide
78 Long- term investor committed to long- term
partnerships
US-based team
provides competitive
advantage in North American marketsFerrovial Construction one of the world’s
most experienced
airport contractors
79Contents
1New Terminal One -JFK2Dalaman Airport
80 1New Terminal One -
JFK
81 Location New York (USA) Ferrovial Share –Equity Accounted 49% Other Shareholders2% Carlyle
30% JLC19% ULLICO
Concession Term Until 2060 Leasehold area (Existing T1/Projected NTO) 37.5 acres / 133.72 acres(1) Terminal area (Existing T1/Projected NTO) 700k sqft / 2.6m sqft(2) Concession area, denotes commercial area (Projected NTO)177k sqft(2) Total Ferrovial equity injection Phase A / Currently injected$1.14b/ $1.1m (3) (1)1 acre = 43560 sq ft (2)Phase A and Phase B (3)As of December 31st, 2025Overview (I) Largest terminal at JFK, when completedAIRPORTS | NEW TERMINAL ONE (NTO) AT JFK New Terminal One JFK AirportOne of the largest
infrastructure
projects in the US The terminal will host the majority of
foreign and
international
carriersAiming to be among the top 5 terminals in the world and to obtain a Top 5 Skytrax
ranking
82
82 AIRPORTS | NEW TERMINAL ONE (NTO) AT JFK
Overview (II)
(1) 22 Widebody gates and 1 Narrowbody gate (2) This figure includes: C APEX $5.7B, Financing cost $1.5B and Rent, Opex and fees $1.8B . Phase A
expected to
open in
2026
Concession Term
2060Total
Uses2
(Phase A)
$9.0 B
Gates
231 (14 WB Phase A;
8 WB & 1 NB
Phase B)Terminal Surface
2.6M
square feet
83
Overview (III)AIRPORTS | NEW TERMINAL ONE (NTO) AT JFK
49%Lead InvestorOperational
Support
Management Service
Agreement (MSA)AirportsConstruction
Construction
Oversight
Project Management
Office (PMO)Our Roles 83
84 Expected Key Dates of the NTO Project Planned Number of Wide Body Gates (vs. Previous situation)
Area currently
occupied by
Terminals 1 and former Terminals 2
and 3
(1) Phase B1 and Phase B2 need to go through design, construction, and Port Authority (PANYNJ) and other governmental approvals and are based on defined triggers set by the PANYNJ (2) WB: Widebody & NB: Narrowbody Terminal 6Terminal 5
Terminal 8
Widebody Gates 2019After JFK capacity
expansionVariance
T1/NTO 10 22 12
T4 21 19 -2
T6 6 9 3
T8 8 14 6
Total 45 64 19Overview (IV)AIRPORTS | NEW TERMINAL ONE (NTO) AT JFK
2022
Financial
CloseTerminal 2
closure
2023
2026
Opening of
Phase APhase B1 1 Phase B2 1End of
concession
2060
Terminal 4
Expected to operate as one of future four
terminal complexes
at JFKLargest terminal in JFK and the avenue
for international
growth+4 WB
+1NB
Gates
+4 WB
Gates14 WB2
GatesJFK after capacity expansion New Terminal One
22% NTO SHARE 34% 63%
85 NTO is the only terminal expected to grow significantly in the coming years1,2 (1) Source: Own elaboration from PA EA February 2021, public information and Google Earth; hardstands not included (2) Terminal 7: Expected to be demolished to make way for the second phase of construction of new Terminal 6. Source: Port Author it yNew York and New Jersey 2022 Airport Traffic Report, p. 4
2023
Terminal 8JFK after capacity expansion Terminal 7 Terminal 5
Terminal 4
Existing Terminal 1Terminal 2 (Demolished)Terminal 8Terminal 5
Terminal 6
Terminal 4
The New Terminal 1Overview (V)AIRPORTS | NEW TERMINAL ONE (NTO) AT JFK
86
Construction. Phase AAIRPORTS | NEW TERMINAL ONE (NTO) AT JFK
Single guaranteed maximum price locked in for the Phase A design and construction scope Terminal 1 will remain in operation during construction of Phase A After Phase A opening, T1 closes and will be demolished Tishman: highly experienced NYC and airport builder » 120 years of experience including One World Trade Center » 18 PANYNJ projects and 65+ airport projects delivered
Contract terms
» Pass- through of the majority of NTO obligations and liabilities for construction work » For example, in case of a f ailure to meet Phase A DBO date under the Lease liquidated damages would become payable to the Port Authority commencing one year after such failure ($50k/day). Failure by TCC to achieve the Phase A DBO milestone (June 1, 2026) triggers liquidated damages of c.$500k per day, subject to a 30 -day grace period and a
$320m capDB CONTRACT
PMO » Ferrovial Construction, worldwide recognized contractor, manages the PMO, provides advice to NTO and reports progress and manages the interface with the Port Authority (1) DBO: Date of Beneficial Occupancy (2) PANYNJ: Port Authority of New York and New Jersey
87
87 AIRPORTS | NEW TERMINAL ONE (NTO) AT JFK
Phase A. 2025 Milestones Achieved (1)As of December 2025Lounge
construction
underwayCommercial units'
procurement well
advancedCommercial units
handed over to operator for fit -
out worksData
centers
energized82%
Construction
Progress 1
88 The Lessee isrequired touse commercially reasonable efforts toobtain anIG rating, not earlier than nine months and not later than sixmonths prior to the anticipated scheduled Phase ADBO, considering also areduced Phase B1which would postpone two gates to Phase B2 (pursuant tothe Two -Gate Toggle1
mechanism)
IfanInvestment Grade rating isobtained, Phase B1Notice toproceed (NTP) is subject toPhase ADBO, tender ofthe Second Additional Premises to the Lessee, and receipt ofallrequired governmental approvals IfIGcannot beobtained despite commercially reasonable efforts bythe Lessee, the Lessee is required tosubmit an alternative financing plan to the PANYNJ and to issue the NTP nolater than nine months following Phase A DBO and occurrence ofdelivery ofpremises, governmental approvals and
traffic thresholds
If Lessee fails toissue Phase B1 NTP within 30days since required todoso,it will pay the PANYNJ a $25mContingent Rental fora +9 months extension to issue NTO and the PANYNJ may add up to3new permanent wide -body contact gates at JFK T4Obligations regarding Phase B1Phase BAIRPORTS | NEW TERMINAL ONE (NTO) AT JFK Traffic trigg ers (1) Two wide -b ody gates from B1 may be transferred to B2 if a three- gates Phase B1 can be financed with IG debt (2) This is adjusted to 21m under certain conditions in which Terminal 4 has further expanded (3) This is adjusted to 6.0m if Phase B1 were to reduced to three gatesPhase B1 and B2 are based on defined triggers set by the Lease and need to go through design, construction, and PANYNJ and ot her governmental approvals Obligations regarding Phase B2 A regulation similar to the above one also applies toB2 in reference toB1 The traffic trigger forPhase B1isthe earliest of:
» PANYNJ notifying international enplanements atJFK have recovered to2019 levels during any six-month period corresponding tothe same sixmonths in2019 , or » NTO exceeding 4.5m enplanements on a rolling 12-month basis The traffic trigger forPhase B2isthe earliest of:
» PANYNJ international enplanements at JFK exceeding 20m2on a rolling 12-month basis, or » NTO exceeds 6.7m enplanements3on a rolling 12-month basis
89
Airline agreementsAIRPORTS | NEW TERMINAL ONE (NTO) AT JFK
89 Committed airlines LOI signed Non -US long -haul
airlines
As of Ferrovial’s Fact Book release ( May 2026), Ferrovial has agreements with 30 airlines, which consist of 21 executed agreements and 9 Letters of Intent (LOIs).
(*) The infographic only shows partnerships that are public(1) Korean Air and Asiana Airlines are counted separately
90 Cost per enplanementAIRPORTS | NEW TERMINAL ONE (NTO) AT JFK Benchmark of other
competing
terminalsCOST PER ENPLANEMENT BENCHMARK
(PUBLIC DATA)1
(1) Data from third party source: Steer Report (2025).
No te: Ferrovial does not confirm or endorse such report and takes no responsibility for it. The existing Terminal 1 management s igned up new carriers at CPE rates between $45 and $65 in 2021 and early 2022, despite the down year of enplanements. Source: Steer Report (2025). After Phase A opening, T1 closes and will be demolished $82$86
79808182838485868788
Expected T4
(2026)Expected T6
(2028)
91
RevenueAIRPORTS | NEW TERMINAL ONE (NTO) AT JFK
Aero RevenuesNon -aero
Revenues
(15%)
(85%)Common Use
Facility Charges
(75%)Other aero
(10%)Concessions
(12%)Advertising
(2%)Other
(1%) Aero Revenue Breakdown
BASED ON THE AMOUNT OF SPACE
RENTED OUT BY AIRLINES ON AN
EXCLUSIVE BASISNon -aero Revenue Breakdown
Concessions (12%)
» The gross rent paid by the master concessionaire: URW4running the duty free, retail, services and food and beverage units within NTO. A shared mechanism is applied (2).
Share amount will be part of OPEX
Advertising (2%)
» Corresponds to the 50% of the advertising revenues generated by the New Terminal One facilities collected by the Port Authority, after deducting the manager's advertising share
Other (1%)
» Includes other small sources of non -aero revenue, such as the reimbursement of metered utilities of the terminal tenants (1)Discounts or incentives to airlines are subordinated to debt service and are deferrable. Incentives may have a significant im pac t during the first years of operations (2)The revenue- sharing mechanism is explained in more detail across two slides (3)Infographic shows proxy figures (4)URW: Unibail -Rodamco- Westfield Note: The illustrative revenue breakdown and other forward -looking descriptions above are for illustrative purposes only and should not be relied upon for the purpose of making any investment, entering into any business arrangement or for any other purpose .
Common Use Facility Charges (75%) -Cost Per
Enplanement (CPE)
» Gross revenue : the main source of income is structured as a fee per departing (enplaned) passenger . Escalated annually by CPI+1% Gross revenue might be reduced by discounts or incentives 1offered to airlines, leading to a decrease in the revenue line Other Aero (10%) » Exclusive Use Space Rent : Based on the amount of space rented out by airlines on an exclusive basis. A shared mechanism is applied (2). Share amount will be part of OPEX » Hardstand Rent : Based on the hardstands rented to Delta Air Lines
92
OPEXAIRPORTS | NEW TERMINAL ONE (NTO) AT JFK
Operations
baggage, PRM2& general ramp operations (such us
snow removal)
Security
building security, checkpoint security and PANYNJ police
chargesIT
includes systems (ex. flight
information display),
telephone usage, web
services, etcOther
includes the staff and labor cost, administrative costs (non -labor), utilities charges
and MSA3fees
(1)Infographic shows proxy figures (2)PRM: passenger with reduced mobility (3)MSA: Management Service Agreement (4)The fixed rents payable to PANYNJ are explained in more detail across two slides No te: The illustrative opex breakdown and other forward -looking descriptions above are for illustrative purposes only and should not be relied upon for the purpose of making any investment, entering into any business arrangement or for any other purpose Facilities includes janitorial services and supplies and waste
removalOther
36%
IT 3%Facilities
26%Security
10%Operations
24% 8%
OPEX –other than PANYNJ payments1 Payments to PANYNJ
FIXED PAYMENTS4
The present value of Ground, First, Second and Third Rents was recognized upfront, reflecting the right to use the space and the associated long -term commitment, which will be gradually recognized in the results over the life of the lease once the
project becomes
operationalVARIABLE PAYMENTS
Exclusive Use Space Rent, Common Use Lounges, and concessions revenue shares are treated as ongoing operating costs, recognized as they are incurredOPEX
93
AIRPORTS | NEW TERMINAL ONE (NTO) AT JFK
OPEX / Revenue sharing mechanisms » NTO aeronautical revenues are not shared with the PANYNJ except for 10% of gross terminal rental revenue for exclusive- use spaces, such as airline offices and loungesAero Revenue: Exclusive Use Space Rent » There is 50% of the common use space revenue-share between PANYNJ and the Operator» 50% of the concessions term revenue collected by URW is shared with the PANYNJ » The other 50% of the concessions revenues is shared between URW and NTO -The revenue sharing mechanism consists of URW paying to NTO a per -enplanement fee based on a tiering mechanism -Despite the tiering mechanism, NTO will receive a Minimum Annual Guarantee (MAG) p
er-enplanement fee
» For more details, visit the Excel file Corporate Fact Book on Ferrovial’s Investor Relations websiteNon -Aero Revenue: Concession term Aero Revenue: Common Use Lounges
94
Other payments to the PANYNJAIRPORTS | NEW TERMINAL ONE (NTO) AT JFK
Payments to the Port Authority (other than the revenue share) Rent type Annual amount $173.5k per acre in
2022Annually
at the greater of 4% or 50% CPI$28.3m2Ground RentEscalationYearly payments* $3.2m Fixed amount $3.2m First add. Rent $62.0m Annually at 3% $63.8mSecond add.
Rent
Second add.
Rent$56.4m Annually at 3% $65.4mThird add.
Rent
Variable
(% CAFD5above certain tiered IRR hurdles)-Senior to financing debt (same as O&M)Subordination /
Deferral
Senior to financing debt Subordinated to financial debt. Deferrable until
20334
Subordinated to financial
debt
Shared with sponsorsPhase A NTP1
(2022)Starting at
Phase A NTP
(2022)
Phase A DBO3
(expected 2026)
Phase A NTP
(2022)
Phase A DBO (expected 2026)variable IRR Rent (*) The calculation takes 2027 as a r eference as it is the first full year of operations (1) NTP: notice to proceed (2) Estimate based on projected NTO leasehold area of 1 33.72 acres and 4% annual escalation since 2022 (3) DBO: D ate of Beneficial Occupancy (4) Deferred amounts accrue interest at a rate of 7.5%. Due rents until 2 033 can be postponed until sufficient funds are available or, at the latest, until December 31, 2038 (5) Cash available for distributionsRents will be depreciated over the life of the lease once the project becomes
operational
95 (1) As of December 31, 2025; (2) Source: Steer Report (2025); (3) Includes $0.2B of interest from Construction Cash Fund; (4) During Construction; (5) All -in cost, including swap breakage proceeds050010001500 2022 2023 2024 2025 2026Equity contributions %FER 100%Phase A Financial StructureAIRPORTS | NEW TERMINAL ONE (NTO) AT JFK Phase A funding2: $9.0B3 »Committed equity: $2.3B ($1.14B %FER) »Capital market proceeds : $6.5B (including swap termination proceeds) In July 2025, NTO completed the financial close bank debt refinancing process of Phase A through the issuance of green bonds ($1.4B) »Development Capex: $5.7B »Financing Cost: $1.5B »Rents, Opex4& fees: $1.8BDEBTGreen Bonds
2023Green Bonds
2024Green Bonds
2025
Principal ($M) 2,000 2,550 1,367 All- in yield to maturity5 4.98% 4.65% 5.48% Maturity June 2060 June 2060 June 2060 RatingFitch (BBB -)
Moody’s
(Baa3)
Kroll (BBB-)Fitch (BBB -)
Moody’s (Baa3)
Kroll (BBB-)Fitch (BBB -)
Moody’s (Baa3)
Kroll (BBB-)
BOND MATURITY SCHEDULE ( $M)Committed Equity
$2,300M (100%)
$1,140M ( FER %)
Equity Injected1
$1,068 M (%FER)Net Debt1
$4,739 M
4.90% Avg. all -in yield to maturity debt Phase A uses2: $9.0B NOTE :Except for narrowly defined exempt cases, any refinancing requires Port Authority consent and is permitted only if it does not increase lease -related financial risk, indebtedness, orobligations, adversely affect the Lessee’s performance, or divert proceeds tonon- customary ornon- capital uses
96 Debt Service Ratios –Coverage, Investment Grade AIRPORTS | NEW TERMINAL ONE (NTO) AT JFK (1)Total Obligations Coverage RatioThe Lessee must set rates under the Airline Use Agreement to achieve a Projected TOCR1of 1.25:1.00 for each TOCR Calculation Period starting January 1 of each Fiscal Year after the Lease Completion Date Permitted Refinancing Indebtedness can be incurred if Debt Incurrence Conditions are met, and the Administrative Agent receives: •An updated base case financial model showing a minimum Projected TOCR of 1.40:1.00 for each four -quarter period from the incurrence date to the end of the Lease Term •A reaffirmation letter from at least two Rating Agencies confirming the Senior Debt remains Investment Grade after the refinancing No dividend distribution is allowed until, following DBO (Date of Beneficial Occupancy), the first Total Obligations Coverage Ratio calculation date happening, and the earlier of:• The Notice to proceed (NTP) for phase B1 is issued • 3rd anniversary of phase A Date of Beneficial occupancy (DBO) Account if: • The TOCR for the preceding Calculation Period was at least 1.15:1.00.
• The Projected TOCR after the Distribution is at least 1.15:1.00 for the next Calculation PeriodRate Covenant for Secured Obligations Limitations on Permitted Indebtedness Dividend Lock Ups 96 Except for narrowly defined exempt cases, any refinancing requires Port Authority consent and is permitted only if it does not increase lease- related financial risk, indebtedness, or obligations, adversely affect the Lessee’s performance, or divert proceeds to non -customary or non- capital uses
97
Cash flow AIRPORTS | NEW TERMINAL ONE (NTO) AT JFK
97 NTO post -completion cashflow waterfall Aero and non -aero revenue Ramp -up account releaseIncome from cash balances and eligible investmentsCash inflows Cash outflowsOPEX: PANYNJ Revenue Share (deferrable) OPEX: O&M expenses, including MSA (deferrable)Ground rent Debt interest and fees, and senior debt principal PANYNJ 1st additional rent DSRA, O&MRA & MMRA1shortfalls PANYNJ 2 ndrent (deferrable) PANYNJ 3rd rent PANYNJ IRR rentDeferred payments accumulated (PANYNJ rev. share, MSA, PANYNJ 2nd rent) Airlines discounts & relocation fees (deferrable) Repayment of revolving debt (WC, Liquidity…)
Remaining payments
Restricted payments or distribution
account
(1)Debt service reserve account, O&M reserve account & Major Maintenance r eserve account
98 Ferrovial financial obligations related to NTOAIRPORTS | NEW TERMINAL ONE (NTO) AT JFK
Earn -out
Ferrovial agreed with the Carlyle Group on the payment ofearn -out consideration should Carlyle divest its outstanding indirect 2% interest in NTO .This earn -out payment would betriggered either ifCarlyle transfers itsstake toathird party ortothe Company and depends onthe value created by the project .An estimation ofthe earn -out payment was included inour valuation ofthe investment aspresented inthe Audited Financial Statements .Any future changes inthe valuation ofthe earn -out may affect our results Call / Put option Inaddition, acall/put option was agreed between Carlyle Group and Ferrovial over the shares that the former indirectly holds inthe project .Itis exercisable by Carlyle from June 2028 toJune 2032 and byFerrovial from January 2031 toJune 2034 .The strike price will bebased onanestimate of the fair value atthe exercise date (and could trigger the earn -out described above) .The call/put option does not meet the requirements included inthe
definition ofaliability
99
Information
»EMMA, United States official source for municipal securities data and documents. It is provided by the Municipal Securities Rulemaking Board »More information is available at the NTO Series 2025 Bonds o Municipal Securities Rulemaking Board::Emma EMMA –Electronic Municipal Market Access System WEB PAGE: https://emma.msrb.org/HomeReported Information »Integrated Annual Reports » Corporate Structure » General development of business » Capital Structure
» Others
»Quarterly financial information »Other specific formsAIRPORTS | NEW TERMINAL ONE (NTO) AT JFK
Public Information
100
2Dalaman
Airport
101 It is a stable asset for the Airports’ portfolio due to its limited exposure to Turkish GDP and FX One of the most attractive tourist regions in TurkeyLocation Dalaman (Türkiye) Ferrovial Share –Globally consolidated 60% Other Shareholders 40% YDA Group Concession Term Until 2042 Number of Terminals 2 Number of Runways 1 Total Passenger Capacity 20m passengers Traffic 5.6m passengers, 2025
4.9m passengers, 2019AIRPORTS | DALAMAN AIRPORT
Asset Overview
It offers close proximity to tourist attractions, contributing to the
economic development
of the region by providing leisure options
to international
passengers
Dalaman
Airport
The region of
Sarıgerme located
in Muğla Province, has been declared as a Tourism
development area
102 1.6
0.81.4 1.51.8 1.9 2.03.3
0.80.933.53.7 3.6
2019 2020 2021 2022 2023 2024 2025 Domestic InternationalDuring 2025:
• 5.6M passengers passed through the airport, consolidating 2024 figures • International traffic represented close to 65% of the total traffic in 2025Traffic profile (m passengers)AIRPORTS | DALAMAN AIRPORT
Demand Profile
5.2 4.5
2.3
1.64.95.6 5.6
103 AIRPORTS | DALAMAN AIRPORT
Revenue and Financial Profile
(€ M) 2024 2025
Revenue 82 85 Adjusted EBITDA 64 66 Adjusted EBIT 42 43
Aero
Revenue
Non -Aero
RevenueCORRESPOND TO THE CONCESSIONS
AND/OR RENTS RECEIVED FROM THE
DUTY -FREE, RETAIL, SERVICES,
ADVERTISING, AND FOOD AND
BEVERAGE UNITS
REVENUE DRIVEN BY INTERNATIONAL
PASSENGERS, HIGHLY EXPOSED TO THE UKC. 88% OF REVENUES ARE
GENERATED IN EUROLIMITED EXPOSURE TO
TURKISH GDP AND FX
PASSENGER CHARGES ARE
SET AND PAID IN EUROS
(€ M) On December 31st, 2024 On December 31st, 2025 Cash 34 21 Net Debt 70 59
104
Public Information
Information
»DHMI , General Directorate of State Airports Authority responsible for the management of Turkish airports and the regulation and control of Turkish airspace
DHMI
WEB PAGE: https://www.dhmi.gov.tr/Sayfalar/EN/DefaultEN.aspxReported Information »Integrated Annual Reports » Corporate Structure » General development of business » Capital Structure
» Others
»Audited annual financial statements »Quarterly financial information »Other specific formsAIRPORTS | DALAMAN AIRPORT
CONSTRUCTION
106 Key to the development of greenfield projects.
Focus on markets with a commitment to infrastructure developmentCONSTRUCTION f. construction budimex webberCONSTRUCTIONCapabilities built on
footprint,
balanced size &
risk management
Average long -term target : 3.5% Adjusted EBIT margin1€7.7bn
Revenue4.6%
Adj. EBIT mg€17.4bn
Order book
6,925 Km
of railways built572 Km of tunnels built4,734 Km of P3 highways builtStrong local bases in United States, Canada, Spain & Poland support
larger geographies
Supporting other
divisions on high
complex infrastructure
projectsManaging and
balancing risks from bidding and design phases 2025 Financial figures (1) Non -IFR S financial measure. For the definition and reconciliation of the most directly comparable IFRS measure, refer to Alternative Performance Measures of the Ferrovial 2025 Integrated Annual Report
107
CONSTRUCTION IBUDIMEX
» Ferrovial took an initial stake in Budimex in 20001 » Shareholders: 50.1% Ferrovial, 30.4% Free -float, 8.4% Nationale Nederlanden OFE, 8.0% Allianz OFE and 3.1% PZU OFE » The largest company construction industry in Poland » Provides services in the infrastructure sector, including the construction and maintenance of roads, railways, airports and commercial buildings, as well as in the energy, industrial and environmental segments » Additionally, provides assembly services, using the mineral and asphalt mixtures and prefabricated steel products it produces » Operating in Central and Eastern Europe (Germany, the Czech Republic, Slovakia and Latvia) (1) Ferrovial entered Budimex in 2000 with a 58.5% stake, and later sold 5% in 2020, reducing its ownership to 50.1%.
(2 ) Other includes Mobility , Parking Wroclaw and BXF Energia .
(3) The WIG20 index is a capitalization -weighted index of the 20 largest companies listed on the Warsaw Stock Exchange (WSE).Construction
segmentForeign
marketsService Other2Budimex
Gdynia Port railway station2025 Financial figures€3.8bn Market Cap (Dec 25) The only construction company in the WIG -20 index since 20242+229% 10y stock performance Listed on the Warsaw
Stock Exchange
€4.0 bn
Order book4Budimex stock
Group structure
9.2%
Adj. EBIT
mg4€2.2 bn
RevenueBudimex overview
(4) Non -IFRS financial measure. For the definition and reconciliation of the most directly comparable IFRS measure, refer to Alt ernative Performance Measures of the Ferrovial 2025 Integrated Annual Report
108 Ferrovial ConstructionCONSTRUCTION IF. CONSTRUCTION IWEBBER » Born in 1999 from the merger of the construction businesses of Ferrovial and Agroman (renamed Ferrovial Construction in 2020) » International leader in the Construction Industry » Experts in highly complex projects and added value of civil works, buildings, industrial works and transport infrastructures (P3)Webber LLC » Ferrovial acquired Webber in 2005 » Leading U.S. construction company based in Texas » Supports a wide range of project models, including traditional design bid build, design build, alternative delivery models and public private partnership (P3) solutions » Specializes in heavy civil, waterworks, energy and infrastructure management Ferrovial Construction & Webber together built the DFW Managed Lanes , leveraging best -in- class engineering capabilities to design and deliver high- quality infrastructure
Revenue
Adj. EBIT mg
Order book1
€3.4 bn
2.4%
€7.8 bn
€2.0 bn
3.2%
€5.6 bn12025 Financial figures (1) Non -IFRS financial measure. For the definition and reconciliation of the most directly comparable IFRS measure, refer to Alternative Performance Measures of the Ferrovial 2025 Integrated Annual Report
109
69%11%11%9%
Civil work Building Industrial Others (1) Non -IFR S financial measure. For the definition and reconciliation of the most directly comparable IFRS measure, refer to Alternative Performance Measures of the Ferrovial 2025 Integrated Annual Report (2) In 2024, Ferrovial conducted a partial reorganization of our Business Divisions pursuant to which the energy solutions busine ss l ine, which was part of the Construction Business Division, and the energy infrastructures business line, which was part of the former Energy Infrastructure and Mobility Business Division, merged. Information presented in this Investor Presentati on for prior historical periods (2022 -2023) to this segment change has been revised to reflect the partial reorganization.
Additionally, 2020 Construction orderbook has been changed including the Infrastructure Maintenance Services of USA and Canada, following the Services divestment.
See Integrated Annual Reports of Ferrovial for the years 2016 -2025, available at https://www.ferrovial.com/en/ir -shareholders/fi nancial -information/integrated -annual -report/ for further information.Historical Data
€17,438M
2025
ORDER BOOKORDER BOOK1,2 ADJ. EBIT1& ADJ. EBIT MARGIN 1
€ M€ MCONSTRUCTION
313 162
127
-365134132
69 77284352
7.5%
3.5%
2.5%
-6.7%2.3%2.2%
1.1% 1.1%3.9% 4.6% 2016 2017 2018 2019 2020 2021 2022 2023 2024 20259,08811,145 10,96511,42411,02512,21614,39215,17916,75517,438 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 USA Spain UK Canada Poland Others
ENERGY
111
PHOTOVOLTAIC SOLAR ENERGY
812 MW
under construction or in operationTRANSMISSION LINES
994 Km
under construction or in operationENERGY
2025
FIGURESFocus on renewable energy generation, storage, and transmission.
Value creation through selective investments and fast rotation of assets
€270M
Revenue€2M
Adj. EBITDA1
PV Country Project stage Equity Invested Characteristics El Berrocal Spain Operational €30M 50 MW of installed capacity Leon County Texas, USA Under construction -2026 USD20M 257 MW serving over 36,000 homes Milano Texas, USA Under construction –2027 USD60M 250 MW serving 43,000 homes Bayou Creek Texas, USA Under construction -2028 - 255 MWSOLAR
PHOTOVOLTAIC
PLANTS (PV)
TRANSMISSION
LINESTRANSMISSION LINES Country Project stageEquity
InvestedConfiguration Characteristics
Transchile Chile Operational USD16M 2x220 kV -204 km Long dual circuit transmission line Centella Chile Operational USD38M2x220 kV -252 km Commissioned in 2024, long dual circuit Tap -Mauro Chile Operational 4x220 kV -3 km Commissioned in 2025, 12 km total length Alto Huemul Chile Under construction -2029 USD5M 2x154 kV -35 km Long dual circuit transmission lineFerrovial Energy operates under an integrated business model that combines investment in assets and the execution of construc tion projects in the energy sector (1) Non -IFRS financial measure. For the definition and reconciliation of the most directly comparable IFRS measure, refer to Alt ernative Performance Measures of the Ferrovial 2025 Integrated Annual Report
112
3FINANCIAL
PROFILE
Debt structure
Cash Flow detailsHistorical financial data
113 RECOURSE DEBT Financial structure: Investment grade at corporate level & non-recourse debt at infrastructure project level
CORPORATE: STRONG BALANCE SHEET PROVIDES RESILIENCE AND OPTIONALITY
GLOBAL
CONSOLIDATION
NON- RECOURSE DEBT
EQUITY ACCOUNTED
INFRASTRUCTURE
PROJECT COMPANIES
€5.1B
Liquidity4BBB
Rating23 YEARS
AVERAGE
MATURITY99.2%
FIXED RATE3EX-INFRASTRUCTURE
PROJECT COMPANIES
INFRASTRUCTURE
PROJECT COMPANIESINVESTMENT
GRADE
ACROSS THE BOARD
WITH STABLE OUTLOOKFY 2025 figures
2.04%
AVERAGE
RATE
18 YEARS
AVERAGE
MATURITY95.9%
FIXED RATE4.5%
AVERAGE RATEFINANCIAL PROFILE | DEBT STRUCTURE
(1)Consolidated Net D ebt corresponds tothe Group's net balance ofcash and cash equivalents (including short and long -term restricted cash) minus financial debt (bank debt and bonds, including short and long -term debt) including abalance related toexchange -rate derivatives (covering both the issue ofdebt incurrency other than the currency used bythe issuing company and cash positions that are exposed toexchange rate risk) .Lease liabilities are not part ofthe Consolidated Net Debt .Consolidated Net Debt isanon -IFRS financial measure and should not beconsidered as an alternative to net income orany other measure ofthe Group's financial performance calculated in accordance with IFRS. For the definition and reconciliation tothe most directly comparable IFRS measure, refer tothe Alternative Performance Measures annex ofthe 2025 Integrated Annual Report .
(2)Fitch Ra tings and S&P Global Ratings .
(3)Percentage o ffixed gross consolidated debt from ex-infrastructure projects inthe total gross consolidated debt asofDecember 31st,2025 .
(4)Liquidity exi nfrastructure (Ex-Infrastructure Liquidity) is anon -IFRS measure defined asthe sum ofthe cash and cash equivalents raised from the Company's ex-infrastructure projects, long -term restricted cash, aswell asthe committed short and long -term credit facilities which remain undrawn bythe end ofeach period (corresponding tocredits granted byfinancial entities which may bedrawn bythe Company within the terms, amount and other conditions agreed ineach contract) and forward hedging cash flows€5.9 B
CONSOLIDATED
NET DEBT1-€1.3B
CONSOLIDATED
NET DEBT
€7.2 B
CONSOLIDATED
NET DEBT
114 ECP
1.8%
Bonds
77.8%Sustainability
Linked Bond
17.8%Loans
2.5%
Fixed Rate
99.2%Variable Rate
0.8%NAMEISIN NUMBER CURRENCYOUTSTANDING
AMOUNT (mn)INTEREST RATE ISSUANCE DATE MATURITY DATE
2025 Bond ES020503 2024 EUR 500 1.375 % 29-Mar-20 17 31-Mar-20 25 2026 Bond ES020503 203 2 EUR 780 1.382% 14-May-2020 14-May-2026 2028 Bond ES020503 2040 EUR 500 0.540% 12-Nov-2020 12-Nov-2028
S ustainability-
Linked BondXS2680945479 EUR 500 4.375 % 13-S ep-2023 13-S ep-20 30 203 0 Bond XS2969695084 EUR 500 3.25 0 % 16-Jan-20 25 16-Jan-20 30 20 31 Bond XS 3168182692 EUR 400 0.750% 20-Nov-2025 20-May-2031 ECP1EUR 50 2.040% 31-D ec-2026Corporate rating - debt maturity profile
DIVERSIFIED FUNDING SOURCES WELL SPREAD OVER TIMEFINANCING SOURCES
DEBT
PROFILE
€ M3 years
AVERAGE
MATURITYFINANCIAL PROFILE | DEBT STRUCTURE
Note: Financial figures as of December 31st, 2025. See Integrated Annual Report of Ferrovial 2025 for further information.
(1) ECP debt was cancelled in January 2026 (2) On January 16, 2025, Ferrovial completed the pricing of an issuance of bonds amounting to €500M, with maturity date on Januar y 16 , 2030. The bonds bear interest at a rate of 3.25% per annum payable annually.
On January 16, 2025, the corporate revolving credit facility was refinanced incorporating sustainability criteria linked to K PIs. Final maturity is January 2030 with the possibility of two extensions of 1 year each. Maximum limit of €900M.2.04%
AVERAGE
RATE€2.8B
DEBT
ISSUANCE2840
605001,000
400 2026 2027 2028 2029 2030 2031 Bonds Loans Sustainability Linked Bond ECP
115
RATING OUTLOOK
BBB STABLE
RATING OUTLOOK
BBB STABLENET DEBT EX−INFRASTRUCTURE PROJECTS1
(Adjusted EBITDA ex−infrastructure projects2 + dividends from projects3)NET DEBT/ADJ. EBITDA Rating Agencies measure their debt ratios looking at the ex-infrastructure projects debtRating Agencies’ Adj.
EBITDA considers
Construction Adjusted
EBITDA & dividends
from infrastructure
assetsCredit rating agencies’ metricsFINANCIAL PROFILE | DEBT STRUCTURE
TARGET
If attractive
investment
opportunities
arise
(1)Net debt ex-infrastructure projects isthe net debt corresponding tothe Group's other businesses, including its holding companies and other companies that are not considered infrastructure projects .The debt included in this calculation generally has recourse .
(2)Adjusted EBITDA ex-infrastructure projects isanon-IFRS measure defined asthe sum ofthe Adjusted EBITDA (asdefined below) from all globally consolidated companies that are not infrastructure project companies .Infrastructure project companies are our subsidiaries and associate companies the activity ofwhich consists ofthe development ofinfrastructure projects .Adjusted EBITDA isanon-IFRS measure defined asour net profit/(loss) forthe period excluding profit/(loss) net oftax from discontinued operations, income tax/(expense), share ofprofits ofequity -accounted companies, net financial income/(expense), impairment and disposal offixed assets and charges for fixed asset and right ofuse ofleases depreciation and amortization .
(3)Dividends from projects isanon-IFRS measure that includes dividends received from companies consolidated under the equity method, interest received onloans granted tocompanies consolidated under the equity method, aswell asdividends received from discontinued operations .Inaddition, the definition ofdividends from projects includes distributions and other payment orreceipts received from the infrastructure companies consolidated globally .Hence, dividends from projects are investment returns from infrastructure project companies through dividends and other similar items, comprising (i)interest onsubordinated borrowings and participating loans, (ii)repayments ofcapital, debt and loans, and (iii)loans received from these projects which repayment probability isconsidered to be remote.Up to 2x Net Debt ex-infrastructure projects1 / (Adj. EBITDA ex-infrastructure projects2 + dividends from projects3)ZERO Net Debt ex-infrastructure projects1 / (Adj. EBITDA ex-infrastructure projects2 + dividends from projects3)
116 245
134
16167297
97208390
291597395
396
160166388
293 83
-3185290
277
296494340
469
388704 895880
134 237
19118329
3
106830
-69 -46-90 -65-126 -124-60 -15 2 -146-207995 999
572945928
738
6569461,0481,385
2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 Construction Services Energy Dividends from Highways projects Dividends from Airports projects Holding & Others (1) Cash flows from operating activities ex -i nfrastructure project companies (Before taxes) are part of our Cash Flows excluding inf rastructure projects (Ex -Infrastructure Cash Flows), which is a Non -IFRS financial measure. For the definition and reconciliatio n of the most directly comparable IFRS measure, refer to Alternative Performance Measures of the Ferrovial 2025 Integrated Annual Repo rt.The breakdown of our Ex -Infrastructure Cash Flows for the period 2016 -2025 is disclosed in the Excel version of the Investor Presentation available on the Company’s website together with this Fact Book.
(2) IFRS 16 Lease payments included in the financial cash flow to align with the IAS 7 criteria since 2023, previously included i n the operating cash flow. As the first year of adoption for IFRS 16 was 2019, the information presented in this Investor Presen tation for prior historical periods (2019 -2022) has been adjusted for comparable purposesCash flows from operating activities ex-infrastructure project companies1
Before taxesFINANCIAL PROFILE | CASH FLOW DETAILS
€ M
117
290 277296494
340469
388704895 880
134237 191183
293
106830
45 65
3
1234 1
493313147
8943
531
60304 54
477553623729
458550
475741947968
2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 Hig hways Airports Construction Services Energy96153 144 145
163884
3917721
10 6 014134237
191183
29 330
2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 Heathrow AGS Other Airports244 262 273309
160 164237281321452166
255392109103120
10916731375459
251871022053389 89
46 152319
4585
282636 25
290277296494
340469
388704895880
2016 2017 2018 2019 2020 2021 2022 2023 2024 2025
407 ETR NTE LBJ NTE35W I-77 I-66 Other HighwaysDIVIDENDS FROM HIGHWAYS PROJECTS
DIVIDENDS FROM AIRPORTS PROJECTS€ M€ M
€ MDividends from projectsFINANCIAL PROFILE | CASH FLOW DETAILS
118 -951-323 -282 -235 -266
-1,101-850-226
-1,421
-1,840340253 2304845011,621
429
432,582
1,158
-611-70 -52249 235520
-421-1841,161
-682
2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 INVESTMENTS DIVESTMENTSHighways & Airports
Investments
show equity
contribution to the infrastructure assetsConstruction &
Services Investments
include CAPEX
and M&A operations
EX-INFRASTRUCTURE CASH FLOWS
FROM (USED IN) INVESTING ACTIVITIESINVESTMENTS
€ M
€ M€ M
DIVESTMENTSCash flows from investing activities ex-infrastructure project companies1FINANCIAL PROFILE | CASH FLOW DETAILS (1) Interest received included in the investing cash flow to align with the IAS 7 criteria since 2023, previously included in the f inancing cash flow. The information presented in this Investor Presentation for prior historical periods (2016 -2022) has been adj usted for
comparable purpose
(2) In 2018 F errovial decides to divest its entire Services division. The decision is underpinned by a strategy focused on transport infr astructure. By 2024, most of the divestment in the business had already been completed.76 55 52 51 51 55 97 77 123 172706 139 186 16483 67 21113
154 9068125864
473
987381317 73
4 8 1754 186
245521236
68 4 34 1072 78
14108149
951 323 282 235 2661,101 850
2261,4211,840
2110295
2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 Construction Services Energy Highways Airports Holding & Others
2 37798529
56 106481113001,040
316 289 8247610247 134
323112,006
1,073 25
-27 -15254
78
340230484 5011,621
429
432,582
1,158
20 2016 2018 2019 2020 2021 2022 2023 2024 2025 Construction Services Energy Highways Airports Holding & Others2 2
119
79.5%14.3%1.2%3.5% 1.6%
Construction Highways Airports Energy Other
36.2%
19.6% 3.9%23.1%17.2%
USA Spain Canada Poland Other10,75912,208 5,7376,0546,3416,7787,5518,5149,1479 ,6 27 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 Construction Services Highways Airports Ene rgy Others2025 REVENUERevenue1FINANCIAL PROFILE | HISTORICAL FINANCIAL DATA
BY BUSINESS DIVISION
BY GEOGRAPHY€ M
SERVICES
CLASSIFIED AS
DISCONTINUED
ACTIVITY
IN 2018
(1) In 2024, Ferrovial conducted a partial reorganization of our Business Divisions pursuant to which the energy solutions busine ss l ine, which was part of the Construction Business Division, and the energy infrastructures business line, which was part of the former Energy Infrastructure and Mobility Business Division, merged. Information presented in this Investor Presentation forprior historical periods (2022 -2023) to this segment change has been revised to reflect the partial reorganization.
120
944 932
4841214095967289911,3421,457
8.8%
7.6%8.4%
2.0%6.5%8.8%9.6%11.6%14.7%15.1%
2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 Construction Services Highways Airports Energy OthersSERVICES
CLASSIFIED AS
DISCONTINUED
ACTIVITY
IN 2018€ MAdjusted EBITDA & Adj. EBITDA mg1FINANCIAL PROFILE | HISTORICAL FINANCIAL DATA
2025 ADJUSTED EBITDA2
BY BUSINESS DIVISION
BY GEOGRAPHY
(1)Non -IFR S financial measure. For the definition and reconciliation of the most directly comparable IFRS measure, refer to Alternative Performance Measures of the Ferrovial 2025 Integrated Annual Report (2)In 2025, Ferrovial conducted a partial reorganization of our Business Divisions pursuant to which the energy solutions busine ss l ine, which was part of the Construction Business Division, and the energy infrastructures business line, which was part of t he former Energy Infrastructure and Mobility Business Division, merged. Information presented in this Investor Presentation for prior historical periods (2022 -2023) to this segment change has been revised to reflect the partial reorganization.33.2%
64.2%2.4% 0.2%
Construction Highways Airports Energy
63.6%
14.7%1.6%17.5%2.5%
USA Spain Canada Poland Other2
121
4STOCK
INFORMATION
Share Price Performance
Dividends Declared
122
SHAREHOLDER STRUCTURE2
ISIN: NL0015001FS8
Tickers: FER SM, FER NA, FER US
Indexes: IBEX 35, Nasdaq- 100 Issued Shares3: 733,755,372 Markets: Spain since May 6, 1999, Euronext Amsterdam since June 16, 2023, and Nasdaq since May 9, 2024.Ferrovial shares at a glanceSTOCK INFORMATION | SHARE PRICE PERFORMANCE (1) The number of ordinary shares is calculated by reducing in this figure the number of treasury shares acquired during the year .
(2) Ferrovial’s SE substantial holdings filed with the public register of the Dutch Authority for the Financial Markets Authority (AF M –Autoriteit Financiële Markten ) as of December 31st, 2025 (3) Shares issued as of December 31, 2025. As of the publication date of this document (end of April 2026) the number of shares i ssue d was: 729,555,372
Source: Bloomberg
SHARE INFORMATION
Nasdaq-100®
Inclusion on Dec 22, 2025
* Data since Nasdaq inclusion on May 9th, 2024FERROVIAL US FERROVIAL SM
2025 2024*
$ 64.61 42.03 $ 67.47 43.51 $ 40.50 37.5 $ 52.93 40.9 (000's sha res) 703 37
$ M 43.9 1.5
(000's sha res) 720,626 721,807
$ B 46.6 30.32025 2024 2023 2022 2021 2020 2019 2018 2017 2016
PRICE AT YEAR-END € 55.34 40.60 33.02 24.47 27.56 22.60 26.97 17.70 18.93 17.00
ANNUAL HIGH € 57.60 41.04 33.02 27.72 27.75 30.45 27.21 19.78 20.75 20.71
ANNUAL LOW € 37.20 33.22 24.53 22.82 19.81 17.49 17.71 16.20 16.75 15.96
VWAP € 46.44 36.64 28.71 24.79 24.15 23.66 23.15 17.86 18.63 18.16
AVERAGE DAILY VOLUME (000's sha res) 1,133 1,233 1,056 1,215 1,351 1,973 2,023 1,536 1,770 3,166
AVERAGE DAILY CASH € M 54.1 45.1 30.3 30.0 32.5 46.9 47.1 27.4 33.1 57.9
SHARES OUTSTANDING1(000's sha res) 720,626 721,807 735,929 726,275 728,530 732,268 731,939 731,044 730,098 729,773
MARKET CAPITALIZATION € B 39.9 29.3 24.3 17.8 20.1 16.5 19.7 12.9 13.8 12.4
21.53%
10.03%
8.64%
4.33%55.46%R. del Pino Calvo-Sotelo The Children's Investment Fund M. del Pino y Calvo-Sotelo
Blackrock
Free Float
123 544 520520 520
377463578
520575626
2016 2017 2018 2019 2020 2021 2022 2023 2024 20250.719 0.719 0.721 0.719
0.512 0.5020.6920.7150.7980.872
2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 Since 2014, Ferrovial has distributed dividends on a scrip dividend scheme, providing flexibility to shareholders to choose between cash and shares. Total dividends consists of:
•Ferrovial Flexible Dividend Program: a llows Ferrovial’s shareholders the opportunity to receive their remuneration, at their own discretion, in cash or in shares.
•Share Buy- ba ck Program: consisting of the purchase by Ferrovial of its own shares.
•Cash dividends : FER has paid interim cash dividends in 2024 and 2025, both against Ferrovial's reserves.DIVIDEND PER SHARE
€Dividends Declared*
€ M (1) Includes €271M from 2023’s buy back program with cash -out in 2024STOCK INFORMATION | DIVIDENDS DECLARED 1
* Dividends declared include shares delivered + cash
124
5SUSTAINABILITY
& CORPORATE
GOVERNANCE
125
Sustainability StrategySUSTAINABILITY
Improving efficiency and helping to lower operational costs Anticipating regulatory trendsContributing to attracting and retaining top talent Helping communities flourish by delivering essential infrastructure Engaging local communities in project development Fulfilling public procurement requests Achieving mandatory qualifications and certificationsSupporting customer audits Delivering green and sustainable finance frameworks Supporting investor relations on ESG matters Striving to meet analysts' and indexes' expectationsFostering productivity Strengthening our license to operate Meeting customer requirements Enabling access to alternative finance Contributing to fulfilling shareholders' expectationsOur sustainability strategy adds value to our business, by...
now
VISION
Developing and operating infrastructure that is innovative, sustainable and creates value for our stakeholders.
126
SUSTAINABILITY
Driving Positive Impact Through Environment, People and Governance
127 Ferrovial strives to minimize its environmental footprint by using resources efficiently, lowering carbon emissions, reducing water use, and limiting waste through operational excellence.
We evaluate severe climate risks to enhance the resilience of our assets in the long -term.
Ferrovial sees new business opportunities in addressing environmental challenges.
POSITIVELY IMPACT
SOCIETYFerrovial develops infrastructure to help communities grow and thrive . We engage local communities to create shared value and mutual success.
We invest in people's growth and well- being by prioritizing health and safety and fostering a culture of belonging, which improves talent attraction and retention , thereby contributing to the company's competitiveness.
LEAD RESPONSIBLE BUSINESSFerrovial manages its business committed to the values of respect, collaboration, excellence, innovation, and integrity, adhering to local regulations and respecting human rights .
By consistently addressing our customers’ needs, Ferrovial aims to become a long- term partner.
We innovate to enhance competitiveness, drive progress and deliver sustainable value to our stakeholders.Commitments to sustainabilitySUSTAINABILITY
128
FERROVIAL HIGHLY RANKED IN SUSTAINABLITY RATINGSSustainability ratings in 2025
Scored: 83/100 (+2 compared to 2024) Included for the 22nd consecutive year Member of the Euronext ESG Rating: A (Scale AAA to CCC) º 16thyear in a row in the A List of CDP Climate Change 3rdtime in the CDP Water achieving an A -ratingLeading Spanish & co -leader European company ISS ESG Corporate Rating: B -; Prime status
(D-to A+)
ISS Governance Quality Score: G: 2 | E&S: 1 (1is the best rating, and represents the lowest risk)Ferrovial has been identified as a 2026 ESG Leader ESG Risk Rating: 17.8 (low risk)Renewal of the prestigious international platform
SUSTAINABILITY
129
Sustainability targets
SUSTAINABILITY
PERFORMANCE INDICATORS 2025 RESULTS 2024 RESULTS TARGET HORIZON
1. GHG emissions: Scope 1&2 absolute emissions (tCO 2)1-45.6% -35.7%-42%
(vs. 2020)2030
2. GHG emissions: Scope 3 absolute emissions (tCO 2)2-17.5% -19.8%-25%
(vs. 2020)2030
3. Renewable electricity consumption 100.0% 72.8% 100%Annual
(from 2025)
4. Operational efficiency: annual valorization of Construction & Demolition waste 76.2% 74.9% >70% Annual 5. Water consumption (Business Water Index Reduction) -25.1% -22.4%-20%
(vs. 2017)2030
6. H&S: Serious injuries and fatality frequency rate (incl. subcontractors) [Number x 1M / Hours worked]-17.8% -26.0%-31.8%
(vs. 2022)2026
7. Road safety (fewer crashes compared to an alternative or similar network) -53.5% -50.2% -30% Annual 8. Congestion relief: Monetized annual time savings of the Managed Lanes vs the General -
Purpose Lanes in the Workday Peak62.0% 28.0%50%
(vs. 2022)2030
9. Digitalization & innovation: portfolio that contributes directly and indirectly to improve ESG (% of investment over total portfolio)33.7% 34.0% 60% 2027 (1) Reductions resulting from the exclusion of Allerton facility from the scope (Thalia, UK). Excluding Thalia, the effective red u ction would be 25.1% (2) Scope 3: Including purchased and transport of goods and services; waste generated in operations and fuel and energy.
130
CLIMATE STRATEGY GOALS100% renewable
electricity consumption
annually from 2025
onwardsDeep Decarbonization
Pathways (DDP) , which establishes the
emission -reduction
leversEmissions reduction
targets according to the Science Based Targets initiative (SBTi) for both near -term (2030) and long -term (net zero by 2050 or earlier) Management of risks &
opportunities regarding
climate change in short, medium and
long term
Environment
130 Early adopter of TNFD, seeking to address the crisis of biodiversity loss
& ecosystem
deterioration
SUSTAINABILITY
131 SBTi-validated targets aligned with 1.5ºCSUSTAINABILITY | ENVIRONMENT 131 (1) Scope 3 category including purchased and transport of goods and services; waste generated in operations and fuel and ener gy.Scope 1 & 2 in absolute terms
-42%
by 2030
(vs 2020)-45.6%
(2025 TARGET: - 21% )-25%
by 2030
(vs 2020)-17.5%
(2025 TARGET: - 12.5% )Scope 31in absolute terms TARGET 2025 vs. 2020 TARGET 2025 vs. 2020»Ferrovial was the 1stcompany in its sector worldwide to set emission reduction targets and have these endorsed by SBTi in 2017.
»Since 2021, the company has committed to the ‘Say on Climate’ initiative, which involves presenting Ferrovial’s Annual Climate Strategy Report at the General Shareholders’ Meeting, for advisory voting. In this way, it has become the 1
stSpanish -origin
company to take on this commitment, and the first in its sector globally.
»In 2025, Ferrovial obtained SBTi -validated targets aligned with a 1.5 °pathway. The Company sought to increase the level of ambition of the short- term targets and set the goal of achieving net zero emissions by 2050 or earlier.
»The targets were approved by the Board of Directors.
132
SCOPE 1
Direct emissions
from Ferrovial’s
owned & controlled resources
SCOPE 2
Indirect emissions
from the generation of purchased energy
SCOPE 3
Indirect emissions that occur in the value chain, incl. upstream &
downstream emissions2,200,156
tCO2e
Scope 1 & 2 & 3 in absolute terms12.86%
0.05%
87.10 %
Percentage figures represent the weight of each Scope out of the total GHG emissions132Ferrovial’s 2025 greenhouse gas emissions SUSTAINABILITY | ENVIRONMENT 132
133 Ferrovial developed a methodology based on internationally recognized standards for the calculation of thewater footprint, which enables water management to be carried out at geographical level. This methodology considers the source of water withdrawal, assigning different weights depending on its origin, the country'swater stress and the destination of the discharges and their quality according to the treatment they have received.
WTI*
-407,705,107Water Treatment Index measures the positive impact of water treatment processes at Cadagua’s facilities.Water Access Index assesses the positive impact of initiatives that improve water and sanitation access in vulnerable communities
WAI*
-664,536
BWI*
2,329,144
Business Water Index measures the negative impact of water consumption and discharges from business activities*Non -dimensionalReduce water
consumption
(BWI)
-+
-20%
2030 TARGET1
(1)Targets vs Base year 2017 133Water footprintSUSTAINABILITY | ENVIRONMENT
POSITIVE CONTRIBUTION
The water treatment activity together with the social action projects help to offset the impact of water consumption and discharges needed and generated by the business units.
annual water footprint compensation (WTI + WAI)
(WTI+WAI > 70BWI)
annually70x2025 results
134 Any event with the potential to have caused a fatal orcatastrophic accident but which ultimately did not and serves as an opportunity forlearning .
These events are reported and analyzed bythe Management Committee and anexecutive incident review (EIR) ofsuch events iscarried out .Asa result, lessons learned can bedrawn and actions can betaken .Frequency Rate Evolution1
HIGH POTENTIAL
EVENTS REVIEWED
BY MANAGEMENT
COMMITTEE96%Management’s strong commitment toH&S :
High potential events (HiPo ) (1) Frequency rate = number of accidents *1,000,000/Number of hours worked (excluding contractors) (2) SIF Frequency rate (# Serious Injuries and Fatal x 1000000/# of hours worked). NOTE: the significant variations in the frequency rate are mainly due to the divestment processes undertaken by the company in the last two years.SERIOUS & FATAL
ACCIDENTS (SIF2)
FREQUENCY RATE
-17.8%
vs 2022
134
HOURS OF TRAINING
IN HEALTH & SAFETY
293,432
49% of total training hours in 2025Striving for a risk-free environmentSUSTAINABILITY | HEALTH, SAFETY & WELLBEING 20 15
13.6
12.2
10.39.2 8.8
3.24.7 4.7 5.0 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025-76%
vs 2015
135
6,56211,7994,2 48
>50 years old30-50 years old<30 years old
135BY COUNTRYNUMBER
OF EMPLOYEESDeveloping people to solve future challenges
BY AGE
135
SUSTAINABILITY | PEOPLE
19% 52%
29%628
Chile
6,297
Spain1,338
Others
6,988
Poland4,948
USA1,148
UK1,262
Canada24,799 25,501
22,609
2023 2024 20251 (1) The workforce has decreased from 25,501 in 2024 employees to 22,609 in 2025 during the reporting period. This reduction i s primarily explained by the divestment of two subsidiaries: Ferrovial Services Chile and Broadspectrum Chile.
136
RAFAEL
DEL PINO
Chairman
Executive DirectorIGNACIO
MADRIDEJOS
CEO
Executive DirectorMARÍA
DEL PINO
Non- Executive DirectorÓSCAR
FANJUL
Vice Chairman
Independent
Non- Executive DirectorJOSÉ FERNANDO
SÁNCHEZ-JUNCO
Independent
Non- Executive DirectorPHILIP
BOWMAN
Independent
Non- Executive Director
ELISENDA BOU -
BALUST3
Independent
Non- Executive DirectorBRUNO
DI LEO
Independent
Non- Executive DirectorJUAN
HOYOS
Lead Director &
Independent
Non- Executive DirectorGONZALO
URQUIJO
Independent
Non- Executive DirectorHILDEGARD
WORTMANN
Independent
Non- Executive DirectorGEERTE
HESEN
Secretary11
DIRECTORS15
NATIONALITIES8
INDEPENDENT
DIRECTORSVOTING RIGHTS HELD BY THE BOARD30.2%2
Executive Committee Audit and Control Committee Nomination and Remuneration CommitteeSpanish, Australian, German, American & ItalianEvery 3 years BOARD MEMBERS REELECTION73% of independent non -executive directorsCORPORATE GOVERANCE | BOARD MEMBERS (1) The Board has a vacancy due to the resignation of Ms. Alicia Reyes effective 19 January 2026. The Board has initiated the pro c ess of finding a suitable replacement to fill the vacancy.
(2) Voting power of the Board is 30.2% counting outstanding shares as of February 10, 2025 (3) Ms. Elisenda Bou -B alust was appointed as a non -executive director at the Shareholders Meeting held on April 9, 2026
137 Experienced Board of Directors enriching Ferrovial’s strategic decision-makingCORPORATE GOVERNANCE | BOARD OF DIRECTORS
PROFESSIONAL BACKGROUND
INTERNATIONAL EXPERIENCEFUNCTIONAL AREAS INDUSTRY EXPERIENCE
138
Executive Committee
Pursuant tothe Board Rules, the Executive Committee may resolve all matters that the Board can resolve, subject toapplicable law and the Articles of Association or as explicitly provided otherwise inthe Board Rules .Allmembers must beDirectors .
In2025 ,the Executive Committee monitored :
»the Group’s cash availability and other financial information »the evolution of the main business indicators (traffic and tariffs of toll roads, traffic of airports, order book and main awards of Construction and Energy), »the health, safety and well -being indicators »the evolution of Ferrovial’s listing on Nasdaq »the status ofthe most relevant projects and matters ofthe year Asadelegated body ofthe Board, the Executive Committee also approved, among other topics (i)the operations within itscompetence inaccordance with Ferrovial internal regulations ;(ii)acancellation of treasury shares ;and (iii)the implementation of the second scrip dividend of financial year 2025 .Audit & Control Committee1 Interaction with the independent auditor :
»Advise the Board inrelation to its decision -making regarding the independent auditor’s nomination for appointment or reappointment, or itsdismissal »Beresponsible for(i) the compensation of the independent auditor; and (ii)the retention and oversight of the work of the independent auditor »Assess and monitor the independence ofthe independent auditor
Financial information
»Review and discuss annual audited financial statements, management report, semi -annual financial statements, management report, and quarterly investors report with management and the independent auditor »Review and discuss the semi -annual financial statements and quarterly investors report, with the management and the independent auditor
Other duties
»Oversee corporate governance matters and may make recommendations to the Board regarding them .
»Oversee the compliance program and periodically assess itseffectiveness .
»Establish procedures for the receipt, retention and treatment ofcomplaints, concerns and questions from employees and third parties related to potential irregularities, particularly regarding accounting, internal accounting controls orauditing matters.
»Interaction with the internal audit function »Provide input onthe internal audit's plan and review regular reports from the internal audit on the audit results »Periodically oversee the cybersecurity policy and risks .Nomination & Remuneration Committee1 Board and Committee Membership »Identify individuals qualified tobenominated for appointment as Directors »Recommend tothe Board on the nominees forelection bythe General Meeting
Compensation:
»Submit clear and comprehensible proposals tothe Board for the Company’s director remuneration policy .
»Make recommendations to the Board concerning the remuneration of individual Directors), including severance payments .
»Review and setor make recommendations regarding the compensation of the executive officers that donot serve asDirectors .None of the executive officers, including the CEO, maybe present during voting or deliberations on hisorher compensation .
»Oversee the Company’s compliance with the compensation recovery policy required by applicable law.
»Submit proposals tothe Board for the Company’s remuneration report.
Other duties:
»Oversee the process of periodic evaluation of the Board and individual Directors »Make recommendations to the Board concerning the remuneration of individual Directors, including severance payments .
Number of meetings in 2025
5Independence rate
50%Number of meetings in 2025
5Independence rate
100%Number of meetings in 2025
4Independence rate
100%Chairman Rafael del Pino Executive Directors Óscar Fanjul Independent Non -Executive Ignacio Madridejos Executive María del Pino Non -Executive José Sánchez -Junco Independent Non -Executive Juan Hoyos Independent Non -ExecutiveChairman Óscar Fanjul Independent Non -Executive Directors Philip Bowman Independent Non -Executive Gonzalo Urquijo Independent Non -ExecutiveChairman Bruno Di Leo Independent Non -Executive
DirectorsJosé Fernando
Sánchez -JuncoIndependent Non -Executive Gonzalo Urquijo Independent Non -Executive Hildegard Wortmann Independent Non -ExecutiveDiverse & specialized board committees to support the board in its tasksCORPORATE GOVERNANCE | BOARD COMMITTEES (1) The Audit & Control Committee along with the Nomination & Remuneration Committee may, in their sole discretion, retain or obt a inadvice from consultants, external legal counsel or other external advisers. The Company must provide for appropriate funding, as determined by the Committees, for payment of reasonable compensation to any adviser retained by them.
(2) Alicia Reyes resigned from Ferrovial’s Board of Directors as of 19 January 2026. Any information included is up to date only u p to the moment of her resignation.
139
ANNUAL VARIABLE REMUNERATION
CHAIRMAN
QUALITATIVE TARGETS & SUSTAINABILITY (20%)
•Operations of Board & Executive Committee (20%) •Strategic P lan (20%) •ESG measures (60%)•Strategic P lan (39%)
•ESG m easures (61%)QUANTITATIVE TARGETS (80%)CEO
55%
NET INCOME45%
CASH FLOW2025 FIXED REMUNERATION VARIABLE REMUNERATION LONG TERM INCENTIVE PLANS1
CHAIRMAN
CEO€1,650,000
€1,600,000Target Max.
125% 190%
of fixed remuneration Target Max.
100% 150%
of fixed remuneration Max.
150%
of fixed remuneration Max.
150%
of fixed remuneration Executive Directors participate in a long -term variable remuneration system based on share delivery plans, in which other executives and key professionals of the Group also participate.
The units allocated may be converted into shares if ( i) Executive Directors remain with the Company for a maturity period of 3 years from the date of allocation of the units, except in exceptional circumstances such as retirement, disability, or death, and (ii) certain objectives linked to internal or external metrics reflecting economic -financial and ESG targets and/or value creation for the Company are met, under the terms approved by the respective Shareholders’ Meetings.LONG –TERM VARIABLE REMUNERATION Remuneration rewards sustainable value creation for shareholders aligning with the U.S. market practicesSUSTAINABILITY | SENIOR MANAGEMENT REMUNERATION
LONG -TERM INCENTIVE PLAN2(2023 -2025 PLAN) –2025 GRANT
% Degree of achievement % PAYOUT
ACTIVITY CASH FLOW 40%Maximum €3,236M 40%
€2,666M 20%
Minimum €2,221M 0%
RELATIVE
TOTAL SHAREHOLDER
RETURN (TSR)50%TSR relative to a peer groupMaximum Position 1 to 3 35% Position 4 to 6 18% Position 7 to 9 21% Minimum Position 9 to 16 0% TSR relative to S&P500 IndexMaximum In the top 20% companies 15% Between top 40% -60% of companies 7.5% Minimum Below top 60% companies 0% SUSTAINABILITY METRICS 10%CO 2EmissionsMaximum ≥29.4% 5% Minimum <25.2% 0%
Belonging and
Inclusion Maximum ≥8.2 2.5%
=7.5 1.25%
Minimum ≤7.0 0% Health & SafetyMaximum ≥34.8% 2.5%
=33.3% 1.25%
Minimum <33.3% 0%Annual Variable
39%Long -Term
Incentive
34%Fixed27%Annual Variable45%Long -Term
Incentive
30%Fixed24% 2025 REMUNERATION
(1) The maximum value of the units granted under the Long -Term Incentive Plans, at grant date prices, may reach up to 150% of t he fixed remuneration of the Executive Directors (2) Any remuneration granted will be in accordance with applicable laws and regulation.QUALITATIVE TARGETS & SUSTAINABILITY (30%)QUANTITATIVE TARGETS (70%) 55%
NET INCOME45%
CASH FLOW
140
30% QUALITATIVE
TARGETS & SUSTAINABILITY
NON- FINANCIAL
TARGETSMETRICS Weight2025 Degree of
achievement
QUALITATIVEOperation of the Board & Executive Committee 20% 50% Strategic Planning 20% 75%
SUSTAINABILITY
FACTORSCorporate Governance 20% 75% Succession plan 20% 100% Institutional Representation 20% 100%NON- FINANCIAL TARGETSMETRICS Weight2025 Degree of
achievement
QUALITATIVE Strategic Plan 39% 75% SUSTAINABILITY FACTORSEmployee Health & Safety 17% 50% Boost Innovation, Sustainability and Corporate Social
Responsibility8% 100%
Development of professional teams 23% 87% Suitability and monitoring of procedures associatedto controlled risks5% 100% Relations with stakeholders 8% 100%CHAIRMAN CEO 20%
Operation of
Board & Exec. Committee20%
Strategic
Planning
60%
Sustainability
Factors€330,00061%
Sustainability
Factors39%
Strategic PlanAnnual variable remuneration including Sustainability performance indicatorsSUSTAINABILITY | SENIOR MANAGEMENT REMUNERATION
€3,052,500 1,497,380 1,225,130 330,00020% QUALITATIVE
TARGETS & SUSTAINABILITY80% QUANTITATIVE
TARGETS
NET INCOME CASH FLOW
QUALITATIVE TARGETS & SUSTAINABILITY€2,298,000 1,056,000 864,000 378,00070% QUANTITATIVE
TARGETS
NET INCOME CASH FLOW
€378,000QUALITATIVE TARGETS & SUSTAINABILITY
141 This Investor Presentation has been produced by Ferrovial N.V. (the “Company”, “we” or“us” and, together with its subsidiaries, the “Group”) for the sole purpose expressed herein. Byaccessing this Investor Presentation, you acknowledge that you have read and understood the following statements .Neither this Investor Presentation nor any ofthe information contained herein constitute or form part of,and should not be construed as,anoffer topurchase, sale orexchange any security, asolicitation ofany offer topurchase, sale orexchange any security, ora recommendation oradvice regarding any security ofthe Company .
Inthis Investor Presentation, unless otherwise specified, the terms “Ferrovial,” the “Company,” “we,” “us,” and the “Group” refer toFerrovial N.V., individually ortogether with its consolidated subsidiaries, asthe context may require (or, unless stated otherwise, ifreferring tothe period prior tothe completion of the cross -border merger onJune 16,2023 ,toFerrovial, S.A., the former parent entity ofthe Group, individually or together with its consolidated subsidiaries, asthe context may require) .
Neither this Investor Presentation nor the historical performance ofthe Group’s management team orthe Group constitutes aguarantee ofthe future performance ofthe Company and there can benoassurance that the Group’s management team will besuccessful inimplementing the investment strategy ofthe Group .
Forward -Looking Statements This presentation contains forward -looking statements .Any express orimplied statements contained inthis presentation that are not statements ofhistorical fact may bedeemed to be forward -looking statements, including, without limitation, statements regarding estimates and projections provided bythe Company and certain other sources with respect tothe Company’s financial position, business strategy, plans, and objectives ofmanagement forfuture operations, dividends, capital structure, aswell asstatements that include the words “expect,” “aim,” “intend,” “plan,” “believe,” “project,” “forecast,” “estimate,” “may,” “will”, “should,” “target,” “anticipate” and similar statements ofafuture orforward -looking nature, orthe negative ofthese terms orother similar expressions, although not allforward -looking statements contain these words .Such statements may reflect various assumptions bythe Company concerning anticipated results and are subject tosignificant business, economic and competitive uncertainties and contingencies, and known and unknown risks, many ofwhich are beyond the Company’s control and may beimpossible topredict .Any forecast made orcontained herein, and actual results, will likely vary and those variations may be material .The Company makes norepresentation orwarranty astothe accuracy orcompleteness ofsuch statements, expectations, estimates and projections contained in this presentation orthat any forecast made orcontained herein will beachieved .Risks and uncertainties that could cause actual results todiffer include, without limitation :risks related toour diverse geographical operations and business divisions ;general economic and political conditions and events and the impact they may have onus,including, but not limited to,impacts ondemand orpublic fund allocation inthe industries in which weoperate, volatility orincreases ininflation rates and rates ofinterest, exchange rate fluctuations, increased costs and availability ofmaterials, and other ongoing impacts including from, for example, changes in tariff regimes, the Russia/Ukraine conflict, and the Middle East conflict ;our legal and regulatory risks given that weoperate inhighly regulated environments, and the impact ofany changes ingovernmental laws and regulations, including but not limited totax regimes orregulations ;the fact that our business isderived from asmall number of major projects ;risks related togovernment contracting ;the impact ofcompetitive pressures inour industries, including onbid success and pricing ;risks related toour acquisitions, divestments and other strategic transactions that we ma y undertake ;cyber threats orother technology disruptions ;our ability accurately to develop estimates orthe impact ofchanges inour underlying assumptions, with respect toproject plans, including project timing and budgets, and our ability tomeet contractual expectations with respect thereto ;the impacts ofaccidents, disruptions, or other incidents atour project sites and facilities ;our ability toobtain adequate financing or access to capital inthe future asneeded and the impact ofreliance onjoint venture and partnership arrangements ;our reliance onand ability to locate, select, monitor, and manage subcontractors and service providers ;the impact ofcertain swaps and hedging arrangements weenter into from time totime ;limitations onour ability todeclare and fund future dividends orother distributions, and distribution processes and timelines ;our ability tomaintain compliance with the continued listing requirements of Euronext Amsterdam, the Nasdaq Global Select Market and the Spanish Stock Exchanges ;lawsuits and other claims bythird parties orinvestigations byvarious regulatory agencies that we may be subject to;our ability tocomply with our ESG commitments orother sustainability demands, including changing orconflicting expectations in connection with sustainability and ESG matters ;physical and transitional risks inconnection with the impacts ofclimate change ;risks related to the adequacy orexistence of our insurance coverage and any non -recoverable losses; and the other important factors discussed under the caption “Risk Factors” inour Annual Report onForm 20-Ffiled with the U.S. Securities and Exchange Commission (“SEC”) forthe fiscal year ended December 31,2025 which isavailable onthe SEC website atwww. sec.gov, assuch factors may be updated from time totime inour other filings with the SEC .Any forward -looking statements contained inthis presentation speak only asofthe date hereof and accordingly undue reliance should not be placed onsuch statements .We disclaim any obligation orundertaking toupdate orrevise any forward -looking statements contained inthis presentation, whether asaresult ofnew information, future events orotherwise, other than tothe extent required by applicable law .Forward -
looking statements inthis press release are made pursuant tothe safe harbor provisions contained inthe U.S. Private Securities Litigation Reform Act of1995 .We intend such forward -looking statements to be covered byrelevant safe harbor provisions for forward -looking statements (or their equivalent) ofany applicable jurisdiction .Inaddition, certain industry data and other information contained in this presentation has been derived from industry orother third -party sources .The Company has not undertaken any independent investigation to confirm the accuracy orcompleteness ofsuch data and information, some of which may bebased onestimates and subjective judgments .
Accordingly, the Company makes norepresentation orwarranty asto the accuracy orcompleteness ofsuch data and information .Other than asspecified, the information contained inthis presentation has not been audited, reviewed orverified bythe external auditor of the Group .The information contained herein should therefore beconsidered asawhole and inconjunction with allthe other publicly available information regarding the Group .
Alternative Performance Measures Inaddition tothe financial information prepared under the International Financial Reporting Standards (“IFRS”), this Investor Presentation may include certain alternative performance measures (“APMs” or “non -IFRS measures”) asdefined inthe Guidelines onAlternative Performance Measures issued bythe European Securities and Markets Authority on5October 2015 ,that differ from financial information presented bythe Group in its financial statements and reports containing financial information .The aforementioned non -IFRS measures include “Adjusted EBIT,” “Adjusted EBIT Margin,” “Adjusted EBITDA,” “Adjusted EBITDA Margin,” “Comparable or‘Like -for-Like’ (‘LfL’)Growth,” “Order Book,” “Consolidated Net Debt,” “Cash flows excluding infrastructure projects (Ex-Infrastructure Cash Flows),” Cash flows from infrastructure projects (Infrastructure Cash Flows),” and “Ex-Infrastructure Liquidity .”These non -IFRS measures are designed tocomplement and should not be considered superior tomeasures calculated inaccordance with IFRS .Although the aforementioned non -IFRS measures are not measures of operating performance, analternative tocash flows, or ameasure offinancial position under IFRS, they are used bythe Group’s management toreview operating performance and profitability, for decision -making purposes, and toallocate resources .Moreover, some of these non -IFRS measures, such as“Consolidated Net Debt” are used bythe Group’s management toexplain the evolution of our global indebtedness and to assist our management inmaking decisions related toour financial structure .Furthermore, itisused by analysts and rating agencies tobetter understand the indebtedness that has recourse tothe Group .Non -IFRS measures presented inthis Investor Presentation are being provided for informative purposes only and shall not beconstrued asinvestment, financial, or other advice .
The Group believes that there are certain non -IFRS measures, which are used bythe Group’s management inmaking financial, operational and planning decisions, which provide useful financial information that should be considered inaddition tothe financial statements prepared in accordance with the accounting regulations that applies (IFRS EU), inassessing itsperformance .These are consistent with the main indicators used bythe community ofanalysts and investors inthe capital markets .However, they donot have any standardized meaning and are therefore unlikely tobe comparable tosimilarly titled measures presented byother companies .They have not been audited, reviewed orverified bythe external auditor ofthe Group .For further details onthe definition, explanation onthe use, and reconciliation ofnon -IFRS measures, please see the section on “Alternative performance measures” inFerrovial S.E. ’sIntegrated Annual Report (including the Consolidated Financial Statements and Management Report) forthe year ended December 31,2025 .
Additional Information
The Company issubject tothe information and reporting requirements ofthe Securities Exchange Act of1934 ,asamended, applicable to foreign private issuers and inaccordance therewith isrequired tofilereports and other information with the SEC relating toitsbusiness, financial condition, and other matters .The Company's filings can beaccessed byvisiting EDGAR onthe SEC's website atwww. sec.gov .DISCLAIMER
142