TRATON SE (German GAAP, condensed)

    TRATON SE has its registered office in Munich and is the parent and holding company of the TRATON GROUP. TRATON SE is the (direct or indirect) parent company of Scania AB, Södertälje, Sweden (Scania AB), MAN Truck & Bus SE, Munich (MAN Truck & Bus SE), International Motors LLC, Lisle, Illinois, USA (International), Volkswagen Truck & Bus Indústria e Comércio de Veículos Ltda., São Paulo, Brazil (Volkswagen Truck & Bus Ltda.), TRATON Financial Services AB, Södertälje, Sweden (TRATON Financial Services AB), and a large number of other companies.

    The performance of TRATON SE is strongly influenced by that of the TRATON GROUP, which is presented in detail in the Report on Economic Position section. Profit and loss transfer agreements enable TRATON SE to participate in the operating results of individual subsidiaries. In addition, TRATON SE profits from dividend payouts. TRATON SE is integrated into the TRATON GROUP’s internal management process, and generally the same key performance indicators apply as for the TRATON GROUP.

    1. Results of operations

    Income Statement of the TRATON SE

    € million 2025 2024 Change
    Net investment income 559 381 178
    Income from other securities and long-term loans 17 27 –9
    Net interest expense –236 –289 53
    Sales revenue 56 46 10
    Cost of sales –49 –41 –8
    Gross profit 7 5 2
    General and administrative expenses –166 –158 –8
    Other operating income 621 440 181
    Other operating expenses –579 –537 –42
    Income taxes –29 39 –68
    Earnings after tax 195 –92 287
    Net loss/profit 195 –92 287
    Profit carried forward from the previous year 60 202 –142
    Withdrawal from capital reserves 300 800 –500
    Allocation to the statutory reserve –10 –10
    Net retained profit 546 910 –365

    For fiscal year 2025, TRATON SE reported earnings after tax of €195 million (previous year: €‑92 million). The €287 million increase was primarily attributable to net investment income and higher other operating income. This was offset by the tax result and higher other operating expenses. As a result, net investment income did improve, as forecast in the previous year.

    Net investment income predominantly includes income of €569 million (previous year: €361 million) from profit transfer agreements, investment income of €54 million (previous year: €50 million), and expenses of €64 million (previous year: €31 million) from loss absorption. The €178 million improvement in net investment income is mainly the result of the profit transfer from MAN Truck & Bus SE and the loss transfer from MAN Finance & Mobility Services GmbH, Munich.

    The interest result consists mainly of interest income and expenses on group internal receivables and liabilities as well as bank interest and commissions. The change in the interest result is mainly due to the increase in interest rate hedges and interest rate currency hedges concluded for interest rate-sensitive base transactions of TRATON Financial Services.

    Sales revenue mainly comprises services and cost allocations charged to affiliated companies. These increased by €10 million to €56 million in 2025. General and administrative expenses increased by €8 million to €166 million. This is predominantly attributable to higher consulting costs in connection with the implementation of the TRATON Way Forward strategy.

    The changes in other operating income and other operating expenses resulted mainly from foreign currency translation and income and expenses from financial instruments.

    2. Assets and financial position

    Balance sheet of TRATON SE

    € million 12/31/2025 12/31/2024 Change
    Fixed assets 27,053 22,819 4,233
    Receivables and other assets1 3,706 2,837 869
    Bank balances 494 459 35
    Total assets 31,253 26,115 5,137
    Equity 13,279 13,934 –655
    Liabilities to banks2 2,632 2,365 267
    Miscellaneous provisions and liabilities1 15,341 9,816 5,525
    Total equity and liabilities 31,253 26,115 5,137

    1 Including accruals and deferrals

    2 including Schuldscheindarlehen, for further explanations see Financial position, TRATON GROUP financing section in the Combined Management Report.

    Total assets increased by €5.1 billion year-on-year to €31.3 billion.

    Fixed assets primarily comprise interests in TRATON International S.A., Strassen, Luxembourg (TRATON International S.A.) and MAN Truck & Bus SE. This also contained loans of €301 million (previous year: €801 million) to affiliated companies in 2025. The change in noncurrent assets was primarily attributable to the increase in the interest in TRATON International S.A. in the amount of €4.7 billion. By contrast, loans decreased due to the repayment of a loan from TRATON Treasury AB, Södertälje, Sweden (TRATON Treasury AB), in the amount of €500 million.

    Receivables and other assets rose by €869 million to €3.7 billion. The increase is mainly due to internal refinancing in the Group.

    The decrease in equity was the result of the net profit for 2025 of €195 million less the dividend of €850 million paid out in the reporting period for fiscal year 2024. The equity ratio decreased to 42.4% (previous year: 53.4%) as of December 31, 2025.

    TRATON SE’s capital reserves of €12.2 billion (previous year: €12.5 billion) constitute the contributions by Volkswagen AG to TRATON SE, in particular from the contribution of MAN SE and Scania AB. €300 million (previous year: €800 million) was withdrawn from the capital reserves during fiscal year 2025.

    Miscellaneous provisions and liabilities contain, in particular, liabilities to affiliated companies and other provisions. In 2025, significant items were the increases in liabilities to TRATON Finance Luxembourg S.A., Strassen, Luxembourg by €2.2 billion, to TRATON Sweden AB, Södertälje, Sweden by €1.7 billion, and to Scania CV AB by €1.0 billion for internal financing.

    Net liquidity/net financial debt comprises bank balances, intragroup receivables from financing transactions, loans to Group companies, and marketable securities less financial liabilities to banks/others and less intragroup liabilities from financing transactions. TRATON SE’s net financial debt was €13.9 billion (previous year: €8.2 billion) as of December 31, 2025. For further information, see the Financing of the TRATON GROUP section in the Combined Management Report.

    3. Proposed dividend

    The Executive Board and Supervisory Board of TRATON SE will propose the payout of a dividend of €0.93 (previous year: €1.70) per share for fiscal year 2025 to the shareholders at the Annual General Meeting. This proposal corresponds to a total payout of €465 million (previous year: €850 million).

    4. Opportunities and risks

    The business performance of TRATON SE is essentially exposed to the same risks and opportunities as that of the TRATON GROUP. TRATON SE’s exposure to the risks of its equity investments and subsidiaries is proportionate to the stakes it holds in these. The risks and opportunities are outlined in the Report on opportunities and risks. In addition, the relationship with equity investments may result in payments arising from statutory or contractual liability (especially financing) and write-downs of shares in affiliated companies and equity investments.

    5. Report on expected developments

    TRATON SE is the parent and holding company of the TRATON GROUP. The results reported by its subsidiaries are distributed or transferred to TRATON SE. The expectations with regard to the TRATON GROUP’s business performance as described in the outlook also affect the earnings of TRATON SE. The outlook for the TRATON GROUP thus also applies to TRATON SE. Taking into account the expectations with regard to the TRATON GROUP’s key performance indicators, strongly increased income from equity investments will have a positive impact on the result for 2026. For further information, refer to the TRATON GROUP’s Report on expected developments.

    6. Dependent Company Report

    The Executive Board of TRATON SE prepared a report on relationships with affiliated companies (Dependent Company Report) in accordance with section 312 of the Aktiengesetz (AktG⁠ ⁠—⁠ ⁠German Stock Corporation Act), which concluded with the following declaration: “We declare that TRATON SE received appropriate consideration for every legal transaction, or that any disadvantages have been compensated, and that it was not disadvantaged as a result of taking any measures listed in this report on relationships with affiliated companies in fiscal year 2025 in accordance with the circumstances known to us at the time the legal transactions were conducted or the measures taken. There were no measures we refrained from taking in the reporting period.”