Driven Brands Holdings Inc.

Evaluation of Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) of the Exchange Act) designed to provide reasonable assurance that the information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and that this information is accumulated and communicated to management, including its Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), as appropriate, to allow for timely decisions regarding required disclosure.

Management, with the participation of its CEO and CFO, evaluated the effectiveness of its disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act), as of December 27, 2025. Based on this evaluation, and as a result of the material weaknesses described below, the CEO and CFO concluded that the Company’s disclosure controls and procedures were not effective as of December 27, 2025.

Management’s Report on Internal Control Over Financial Reporting

Management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Management, with the participation of its CEO and CFO, assessed the effectiveness of the Company's internal control over financial reporting based on the criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on this assessment, management concluded that our internal control over financial reporting was not effective as of December 27, 2025 due to the material weaknesses identified below.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of a company’s financial statements will not be prevented or detected on a timely basis.

Management has identified the following material weaknesses that existed as of December 27, 2025:

•The Company did not design and maintain an effective control environment commensurate with its financial reporting requirements. Specifically, the Company lacked a sufficient complement of resources with (i) an appropriate level of accounting knowledge, training and experience to appropriately analyze record, and disclose accounting matters timely and accurately and (ii) an appropriate level of knowledge and experience to establish effective processes and controls. This material weakness contributed to the following additional material weaknesses below:

•The Company did not design and maintain effective controls related to account reconciliations. Specifically, controls were not designed at a sufficient level of precision to timely reconcile and review the reasonableness and supportability of account balances, including review of the nature and aging of the individual account balances.

•The Company did not design and maintain effective controls over leases, including timely identification of new and modified leases and accuracy of lease commencement dates.

•The Company did not design and maintain effective controls related to intercompany and consolidation transactions. Specifically, controls were not designed at a sufficient level of precision to ensure that all intercompany and consolidation transactions are reviewed, supported, reconciled, and fully eliminate in the consolidated financial statements.

•The Company did not design and maintain effective controls over manual journal entries. Specifically, controls were not designed to ensure that manual journal entries are appropriately reviewed, supported, and have an appropriate business rationale.

These material weaknesses resulted in misstatements as of and for the year ended December 27, 2025 and the restatement of the previously filed financial statements as of and for the years ended December 28, 2024 and December 30, 2023, as well as all of the condensed consolidated financial statements for the quarterly and year-to-date periods as of and for the periods ended September 27, 2025, June 28, 2025, March 29, 2025, September 28, 2024, June 29, 2024, and March 30, 2024. Additionally, each of these material weaknesses above could result in a misstatement of substantially all account balances or disclosures that would result in a material misstatement to the annual or interim consolidated financial statements that would not be prevented or detected.

The effectiveness of the Company’s internal control over financial reporting as of December 27, 2025, has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears herein.

Remediation Plan for Remaining Material Weaknesses

The Company is in the process of implementing the following steps to remediate the material weaknesses:

•Ongoing hiring of technical accounting resources with public company experience to enhance the Company’s accounting and financial reporting function.

•Engaged third-party specialists to supplement the Company’s resources and to support process improvement across the accounting and reporting functions.

•Establishing a second line Sarbanes-Oxley Act of 2002 function to oversee remediation efforts including assisting with developing policies and procedures, providing training and ensuring control activities are designed to mitigate financial reporting risks.

•Enhancing the design of the internal certification process to provide greater representation across functions and improve opportunities to identify matters requiring accounting treatment.

•Enhancing processes to support the design and timely execution of control activities related to the period close process including account reconciliations and manual journal entries and training personnel on proper review procedures.

•Enhancing the lease process and controls to support the timely review and modification of leases and accuracy of lease commencement dates.

•Redesigning processes and controls related to intercompany and the consolidation transactions including review, support, and reconciliation and accurate elimination of such transactions.

The Company committed to maintaining a strong internal control environment and believes its remediation efforts will result in significant improvements in its internal control over financial reporting. Additional controls may also be required over time. The Company will consider each of the material weaknesses remediated after the applicable controls operate for a sufficient period of time, and management has concluded, through testing, that the controls are operating effectively.

Changes in Internal Control over Financial Reporting

There have been no changes in internal control over financial reporting that occurred during the most recent fiscal quarter ended December 27, 2025, which have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.