Naxs AbOMXSTO: NAXS

Year-end financial report 2025

· Issued by Naxs Ab

Year-end financial report

January – December 2025 NAXS AB (publ)

Year-end financial report January – December 2025

565

MSEK

Net Asset Value

January - December 2025

  • Net profit amounted to MSEK -25.9 (-66.6).

  • Earnings per share amounted to SEK -2.34 (-6.01).

  • Net asset value amounted to MSEK 556 (SEK 50.44 per share) at December 31, 2025, compared to MSEK 808 (SEK 72.98 per share) at December 31,

    2024.

  • Net cash amounted to MSEK 66 (SEK 5.97 per share) at December 31, 2025, compared to MSEK 204 (SEK 18.38 per share) at December 31, 2024.

    50.44

    SEK

    NAV per share

  • The 2025 Annual General Meeting resolved to pay a dividend of SEK 4.25 per share for FY 2024 and voted for a continued share repurchase mandate.

  • The Extraordinary General Meeting held on September 8 resolved to pay an extraordinary dividend of SEK 16 per share.

    Fourth quarter 2025

  • Net profit amounted to MSEK -6.6 (5.7).

  • Earnings per share amounted to SEK -0.60 (0.52).

    -1.1%

    Q4

    Change in NAV per share

  • In October, the Company's largest shareholder, QVT Financial LP, divested its entire shareholding in the Company. The shares were acquired by a handful of investors, where Molcap Invest AB (publ) and Oliver Molse are the largest owners.

  • Following the election of a new Board of Directors at an extraordinary general meeting held on 12 November, the Company announced a renewed strategic focus on maximizing the value of the Company’s core assets and enhancing shareholder value, including through share repurchases and by prioritising short-term transactions over new long-term commitments in private equity funds.

  • The financial results were negatively affected by the one-off cost of MSEK 11 relating to the termination of the investment advisory agreement with Naccess Partners AB.

Dividends

The Board of Directors intends to propose to the Annual General Meeting a dividend of SEK 2.00 per share.

Furthermore, the Board of Directors proposes that the Annual General Meeting resolve on a continued mandate to repurchase own shares and to resolve on a continued mandate to resolve on a new issue of shares.

Comments by the CEO

During the fourth quarter, NAXS implemented a number of corporate governance changes. In October, QVT Financial LP, then the Company’s majority shareholder, sold its entire stake to a consortium of Swedish investors. Following the transaction, an extraordinary general meeting was held in November at which a new board of directors was appointed. The new board announced a renewed strategic focus on maximizing the value of the Company’s core assets and enhancing shareholder value.

As a result of this renewed strategic focus, several listed non-core holdings were divested, a share repurchase program was initiated, and the investment advisory agreement was terminated. These actions have resulted in a more focused investment portfolio, a lower expected cost base, and a clear ambition to further enhance shareholder value.

In 2025, dividends totalling SEK 224.3 million were distributed to shareholders. As of December 31, cash and cash equivalents amounted to SEK 5.97 (18.38) per share, and net asset value to SEK 50.44 (72.98) per share. The fourth-quarter result was impacted by non-recurring costs of SEK 11.0 million related to the termination of the investment advisory agreement, which offset positive performance in private equity funds and other investments during the period.

Finally, having co-founded the company in 2007 and subsequently served as its investment advisor, I look forward to working with the board in my role as CEO towards our objective of further enhancing shareholder value.

Amaury de Poret

Financial summary

2025 2024

31 Dec

31 Dec

Net asset value (NAV), KSEK

556 346

808 410

Private equity fund investments, KSEK

445 213

503 103

Private equity fund investments in % of equity

80

62

Remaining commitments, KSEK

57 576

86 239

Total exposure to Private equity fund investments, KSEK

502 789

589 342

Other Investments, KSEK

55 021

102 548

Net cash, KSEK

65 877

203 600

Private equity fund investments per share, SEK

40,36

45,42

Other Investments per share, SEK

4,99

9,26

Net cash per share, SEK

5,97

18,38

Net asset value per share, SEK

50,44

72,98

Share price, SEK

37,50

50,60

Operations

NAXS AB (publ) (“NAXS” or the “Company”) is a company listed on NASDAQ Stockholm invested primarily in private equity funds with a Nordic focus.

Operations commenced on April 17, 2007, and the Company was listed on First North on May 14, 2007, where it traded until its change of listing to NASDAQ Stockholm on June 8, 2010.

NAXS is the Group’s parent company and is headquartered in Stockholm. In addition to the parent company, the group consists of the subsidiaries NAXS A/S, registered in Copenhagen,

NAXS Nordic Access Buyout AB, registered in Stockholm, and NAXS Nordic Access Buyout AS, registered in Oslo. The Danish and Swedish subsidiaries operate as holding companies for the Group’s investments.

In 2025, Naccess Partners AB was contracted as the investment advisor to the Danish subsidiary. On December 31, 2025, the investment advisory agreement with Naccess Partners AB was terminated. Amaury de Poret, who was a principal at Naccess Partners, was simultaneously appointed CEO of NAXS AB as of January 1, 2026.

Investments

Private equity fund investments

At December 31, 2025, NAXS had commitments to 12 active private equity funds (10 buyout funds and 2 special situations funds) which are listed below:

Apax Europe VII Celero Capital Fund (E) AB

Apax Europe VII is the seventh pan-European fund raised by Apax Partners, a global private equity firm headquartered in London and operating out of seven offices on four continents. Apax Partners invests globally across four sectors: consumer, healthcare, services and tech & telecom.

Celero Capital Fund (E) AB is the first fund raised by Celero Capital, a Nordic lower mid- market private equity firm that is focused on the services, consumer goods and niche industrials sectors.

Fund size: MEUR 11,000 Fund size: MEUR 275

Segment: large cap Segment: lower mid cap

Geographic focus: primarily Europe Geographic focus: Nordics

Vintage: 2007 Vintage: 2023

Website: www.apax.com Website: https://celerocapital.com/

NAXS initial commitment: MEUR 15 NAXS initial commitment: MEUR 3.2

No. of portfolio companies/exits: 2/34 No. of portfolio companies/exits: 6/0

Equip Capital I Equip Capital SPV SCSp

Equip Capital I is the first fund raised by Equip Capital, an Oslo-based private equity

firm focusing on investments in small and mid-sized companies in the Nordic region. The Equip Capital team has extensive investment experience across the consumer, industrial and business services sectors.

Equip Capital SPV is a continuation vehicle established to acquire 2 portfolio companies, Rush and iteam, from Equip Capital Fund I (“Equip Fund I”) with the aim to build on their successful platforms and support a new phase of growth. Rush is one of the largest indoor trampoline park operators in Europe, while iteam is a leading IT services provider to the Norwegian SME market.

Fund size: MNOK 1,900 Fund size: MEUR 307

Segment: small/mid cap Segment: small/mid cap

Geographic focus: Norway and Nordics Geographic focus: Norway/Nordics

Vintage: 2020 Vintage: 2024

Website: www.equip.no Website: www.equip.no

NAXS initial commitment: MNOK 20 NAXS initial commitment: MEUR 1.3

No. of portfolio companies/exits: 10/2 No. of portfolio companies /exits: 4/0

JAB Consumer Fund – Global Consumer Brands II

JAB Consumer Fund – Global Consumer Brands II is a private equity fund co-investing along JAB Holding, a privately held group focused on consumer goods and retail companies with premium brands, as well as pet care and services. The fund focuses on the fast casual dining sector, as well as pet care.

JAB Consumer Fund – Global Consumer Brands III

JAB Consumer Fund – Global Consumer Brands III is a private equity fund co-investing along JAB Holding, a privately held group focused on consumer goods and retail companies with premium brands, as well as pet care and services. The fund focuses on pet care.

Fund size: MUSD 5,000 Fund size: MUSD 3,800

Segment: large cap Segment: large cap

Geographic focus: global Geographic focus: global

Vintage: 2018 Vintage: 2020

Website: https://www.jabholco.comWebsite: https://www.jabholco.com

NAXS initial commitment: MUSD 5 NAXS initial commitment: MEUR 5

No. of platform investments/exits: 2/1 No. of platform investments/exits: 2/0

JAB Consumer Partners – JCP V Mimir Industries AB

JAB Consumer Fund – Global Consumer Brands III is a private equity fund co-investing along JAB Holding, a privately held group focused on consumer goods and retail companies with premium brands, as well as pet care and pet services. The fund focuses on pet services.

Mimir Industries AB is the second investment vehicle raised by Mimir, private equity special situations manager focusing on mid-sized companies in all sectors, except real estate.

Fund size: n/a Fund size:

Segment: large cap Segment: mid cap

Geographic focus: global Geographic focus: global, with a focus on the Nordics

Vintage: 2022 Vintage: 2022

Website: https://www.jabholco.com Website: www.mimirinvest.com

NAXS initial commitment: MEUR 5 NAXS initial commitment: MSEK 75

No. of platform investments/exits: 1/0 No. of portfolio companies/exits: 7/0

Mimir Invest AB Nordic Capital Evolution I LP

Mimir Invest AB is the first investment vehicle raised by Mimir, private equity special situations manager focusing on mid-sized companies in all sectors, except real estate.

Nordic Capital Evolution has been raised by Nordic Capital to replicate in the mid-market the firm’s established investment strategy.

Established in 1989, Nordic Capital is one of the largest buyout managers in Northern Europe. The firm focuses on selected sectors where it has deep experience and a proven track record. Core sectors are Healthcare, Technology & Payments, Financial Services and selectively, Industrial Goods & Services.

Fund size: Fund size: MEUR 1,200

Segment: small cap Segment: mid cap

Geographic focus: global, with a focus on the Nordics

Geographic focus: Northern Europe

Vintage: 2017 Vintage: 2021

Website: www.mimirinvest.com Website: https://www.nordiccapital.com/

NAXS initial commitment: MSEK 50 NAXS initial commitment: MEUR 1

No. of portfolio companies/exits: 4/5 No. of portfolio companies/exits: 11/0

Nordic Capital Fund X LP Valedo Partners Fund II AB

Nordic Capital Fund X is the tenth fund raised by Nordic Capital. Established in 1989, Nordic Capital is one of the largest buyout managers in Northern Europe. The firm focuses on selected sectors where it has deep experience and a proven track record. Core sectors are Healthcare, Technology & Payments, Financial Services and selectively, Industrial Goods & Services.

Valedo Fund II is the second fund of Valedo, a growth oriented Swedish small cap manager established in 2006 by a spin-off team from EQT. The fund focuses on the Swedish small cap segment.

Fund size: MEUR 6,100 Fund size: MSEK 2,000

Segment: large cap Segment: small cap

Geographic focus: Europe and selected global

healthcare and technology & payments investments

Geographic focus: Sweden and the Nordics

Vintage: 2020 Vintage: 2011

Website: https://www.nordiccapital.com/ Website: https://www.valedopartners.com/

NAXS initial commitment: MEUR 2 NAXS initial commitment: MSEK 65

No. of portfolio companies/exits: 16/0 No. of portfolio companies/exits: 2/9

In addition, NAXS had at December 31, 2025, a commitment to 1 private equity fund that had exited all its portfolio companies and was in a dissolution process (Nordic Capital CV1).

Other Investments

As of December 31, 2025, there are 6 holdings in Other investments.

In April, NAXS received an interim dividend from Awilco Drilling of USD 2.06 per share, totalling USD 2.9 million, corresponding to MSEK 28.9.

In June, the holding in JDE Peet's NV (Euronext Amsterdam: JDEP) was divested for a total consideration of MEUR 0.6, corresponding to MSEK 6.9.

In light of the updated strategic focus communicated after the Extraordinary General Meeting on November 12, 2025, NAXS divested during the fourth quarter its holding in Scout Gaming Group for a total consideration of SEK 0.016 million and its holding in Keurig Dr Pepper and Krispy Kreme (listed on Nasdaq NY) for a total consideration of USD 2.1 million, corresponding to SEK 19.7 million.

Pret Panera and Panera Brands showed a negative value development during the year, in line with other companies in the fast casual restaurant segment.

The share price in Jacktel increased during the financial year mainly due to the extension of the contract with Equinor and the successful new bond issue.

Reledo’s valuation continued to increase during the financial year on the back of the company's strong performance.

Company

Sector

Type of instrument

Date of Reported value, Reported value, initial 2025.12.31 2024.12.31

investment MSEK MSEK

Scout Gaming Group

iGaming listed share (Nasdaq First North)

Q4 2017 - 0.0

Awilco Drilling Energy

de-listed share (under liquidation)

Q1 2018

1.3

29.8

Pret Panera Food & beverage unlisted share

Q4 2020

2.0

2.1

Keurig Dr Pepper

Consumer goods & services

listed share Nasdaq (NY) Q3 2020 - 23.2

Jacktel

Energy

listed share (registered on Euronext NOTC)

Q1 2022

18.4

12.6

Krispy Kreme Food & beverage listed share (Nasdaq NY) Q1 2021 - 4.7

Novonesis Biotechnology listed share (Nasdaq

Reledo

Business Services unlisted share

Q2 2023

19.7

9.7

Copenhagen)

Q4 2022 3.0 3.2

JDE Peet’s

Food & beverage listed share (Euronext

Amsterdam)

Q4 2024

-

4.9

Panera Brands Food & beverage unlisted share Q2 2023 10.6 12.3

Total 55.0 102.5

NAV Overview

Below is an overview of net asset value per share for the different assets at December 31, 2025.

Private Equity Fund Investments

Fund

NAV/share

% NAV

Apax Europe VII

0,15

0,3%

Celero Capital Fund

3,08

6,1%

Equip Capital I

1,55

3,1%

Equip Capital SPA

1,28

2,5%

JAB Consumer Fund – GCB II

1,14

2,3%

JAB Consumer Fund – GCB III

5,14

10,2%

JAB Consumer Partners – JCP V

5,43

10,8%

Mimir Invest

1,55

3,1%

Mimir Industries

17,65

35,0%

Nordic Capital X

2,14

4,2%

Nordic Capital Evolution

0,97

1,9%

Valedo Partners II

Sum Private Equity Fund

0,29

40,36

0,6%

80,0%

Investments

Other Investments

Private Investments

Company

NAV/share

% NAV

Panera Brands

0,96

1,9%

Pret Panera

0,18

0,4%

Reledo

1,79

3,5%

Sum Private Investments

2,93

5,8%

Public Investments Company

NAV/share

% NAV

Awilco Drilling

0,11

0,2%

Novonesis

0,27

0,5%

Jacktel

1,67

3,3%

Scout Gaming Group

0,00

0,0%

Sum Public Investments

2,06

4,1%

Total Other Investments

4,99

9,9%

Cash and other net assets

Nav/share

% NAV

Cash

5,97

11,8%

Other net assets

-0,89

-1,8%

Sum Cash and other net assets

5,09

10,1%

Total NAV/share

50,44

100,0%

Shares outstanding, thousands 11 030

NAV, KSEK 556 346

Exposure to Private equity fund investments and Other Investments

At December 31, 2025, the total exposure to Private equity fund investments and Other Investments amounted to MSEK 500, which corresponds to 100% of the Company’s equity. In the table below, the total exposure is compared to the Net cash plus Private equity fund investments and Other Investments.

120%

100%

66 MSEK 12%

58 MSEK 10%

Remaining commitments

80%

Net cash

60%

40%

500 MSEK 90% 500 MSEK 90%

20%

Private equity fund investments and Other Investments

0%

NAV per share in SEK

The NAV per share decreased by 1.1% in the fourth quarter. For the full year 2025, The NAV per share decreased by 3.1% (including dividends paid).

120

100

80

60

40

20

0

Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 2021 2022 2022 2022 2022 2023 2023 2023 2023 2024 2024 2024 2024 2025 2025 2025 2025

Dividends paid 2025

Dividend paid 2024

Dividend paid 2023

Dividend paid 2022

Dividend paid 2021

Dividend paid 2012 - 2020 NAV

New commitments, Other investments, acquisitions and liquidity events during the last quarter

Commitments to Private equity funds

In light of the updated strategic focus communicated by the board in November, NAXS did not make any new Commitment during the quarter.

Other Investments

In light of the updated strategic focus communicated by the board in November, NAXS did not make any new Other Investment during the quarter.

Liquidity events in Other Investments

In light of the updated strategic focus communicated by the board in November, 3 Other Investments were divested during the quarter.

Acquisitions by underlying funds

2 new acquisitions took place during the quarter.

Investment

Sector

Year of Type of instrument investment

Keurig Dr Pepper Food &

beverage

Krispy Kreme Food &

2020 Listed share (Nasdaq)

2021 Listed share (Nasdaq)

Portfolio CompanySector Geography Fund

Scout Gaming

beverage

B2B services 2017 Listed share

Deltra B2B Sweden Celero Capital I

Group

(Nasdaq First North)

Sporty Consumer goods & services

Norway Celero Capital I

At December 31, 2025, NAXS’s underlying funds had acquired a total of 195 companies, 130 of which had

Liquidity events in underlying funds

No liquidity events in underlying funds took place during the quarter.

been fully divested. These 130 exits have generated an average IRR of 17.3%.

Portfolio composition/diversification

At December 31, 2025, NAXS provided the following exposure:

Asset allocation (% of equity)

Private equity fund investments 80,0% Other Investments 9,9%

Net cash 11,8%

Other net assets -1,8%

Fund segment allocation (% of Private equity fund investments)

Nordic small cap 55,3% Nordic mid cap 10,0% Nordic large cap 5,3% European mid cap 0,0% European large cap 0,4% Global large cap 29,0%

Sector allocation (% of investments in Private equity funds and Other Investments)

Building & construction 5,7% Business services 9,0%

Consumer goods & services 15,6% Food & beverage 1,8%

Healthcare 2,3%

Industry 34,5%

Pet care & services 28,0% Tech & software 3,0%

The 10 largest underlying portfolio companies represent approximately 58% of the total equity, with the largest underlying portfolio company accounting for approximately 15% of equity.

Group

Net asset value (NAV)

31 Dec

Private equity fund investments

445 213

503 103

Other Investments

55 021

102 548

Other assets and liabilities

-9 765

-841

Net cash

65 877

203 600

Net asset value (NAV)

556 346

808 410

Net asset value per share, SEK

50,44

72,98

KSEK 2025 2024

Changes in Net asset value (NAV)

Q4 Jan-Dec Jan-Dec

KSEK 2025 2025 2024

Net asset value (NAV) at the beginning of the period

564 769

808 410

922 065

Value changes on Private eguity fund investments

2 783

-13 441

-78 247

Value changes on Other Investments

5 718

9 684

21 541

Operating costs

-15 059

-24 130

-15 921

Net financial items

-52

1 964

6 057

Income tax

-

-7

-5

Dividend to shareholders

-

-224 321

-47 080

Repurchase of own shares

-1 813

-1 813

-

Net asset value (NAV) at the end of the period

556 346

556 346

808 410

Changes in Private equity fund investments and Other Investments

Q4

Jan-Dec

Jan-Dec

Q4

Jan-Dec

Jan-Dec

2025

2025

2024

2025

2025

2024

Fund investments Other investments

KSEK

At the beginning of the period

445 698

503 103

639 030

71 515

102 548

75 001

Investments

7 141

32 189

51 336

-

-

6 601

Repayments

-10 409

-76 638

-109 016

-22 212

-57 211

-595

Net investments

-3 268

-44 449

-57 680

-22 212

-57 211

6 006

Changes in value

7 902

7 439

-83 577

5 374

-11 038

17 234

Dividends and interest income

-

-

-

2 269

30 102

595

Unrealized exchange rate changes

-5 119

-20 880

5 330

-1 925

-9 380

3 712

Reported through the income statement

2 783

-13 441

-78 247

5 718

9 684

21 541

Reported value at the end of the period

445 213

445 213

503 103

55 021

55 021

102 548

The total change in value reported through the income statement in the last quarter for Private equity fund investments and Other Investments amounts to KSEK 8,501 (7,762) and the total change in value for the year amounts to KSEK -3,756 (-56,707). Unrealized exchange rate changes are the period's change in the value of the holdings when translated from local currency to SEK.

Net cash

31 Dec

KSEK 2025 2024

Cash, bank and short-term investments

65 877

203 600

65 877

203 600

Net cash per share, SEK

5,97

18,38

5.97

SEK

Net cash per share

40.36

SEK

Private equity fund investments per share

During the year, cash and cash equivalents were invested in interest-bearing instruments or held on interest-bearing bank accounts, in accordance with the Company’s policy.

Changes in net cash

Q4 Jan-Dec Jan-Dec

KSEK 2025 2025 2024

Net cash at the beginning of the period

43 359

203 600

209 226

Investments in Private equity funds

-7 141

-32 189

-51 336

Distributions from Private equity funds

10 409

76 638

109 016

Investments in Other Investments

-

-

-6 601

Distributions and exits from Other Investments

22 212

57 211

595

Cash flow from operating activeties

-13 864

-22 130

-9 754

Cash flow from changes in working capital*

12 715

8 881

-466

Dividend to shareholders

-

-224 321

-47 080

Repurchase of own shares

-1 813

-1 813

-

Net cash at the end of the period

65 877

65 877

203 600

*Including exchange rate difference in cash and cash equivalents.

Net financial items

Q4 Jan-Dec Jan-Dec

KSEK 2025 2025 2024

Interest income Interest expenses

Currency effects

155

-30

-176

2 564 6 172

-33 -1

-568 -114

Net financial items

-51

1 963 6 057

Financing

The Group is financed with shareholders’ equity. Shareholders’ equity at the end of the year amounted to KSEK 556,346 (808,410), corresponding to SEK

50.44 (72.98) per share and an equity/asset ratio of

98.2 (99.8) percent. Dividends to share-holders

amounted to KSEK 224,321 (47,080) corresponding to SEK 20.25 (4.25) per share. Repurchases of own shares amounted to KSEK 1 813 (-), corresponding to SEK 0.16 (0) per share.

50.44

SEK

Equity per share

Results and investments

Fourth quarter 2025

Profit after financial items amounted to KSEK -6,609 (5,774). The result is mainly attributable to changes in the value in Private equity fund investments of KSEK 2,783 (-13,441) and in Other Investments KSEK 5,718 (9,684) and to the termination of the investment advisory agreement with Naccess Partners, see note 2 Operating expenses, TSEK –11,016 (-).

During the quarter, NAXS invested KSEK 7,142 (17,764) in Private equity fund investments and repayments from Private equity fund investments amounted to KSEK 10,409 (58). Investments in Other Investments amounted to KSEK 0 (562) and repayments from Other Investments amounted to KSEK 22,212 (149).

January – December 2025

Profit after financial items amounted to KSEK -25,923 (-66,570). The result is mainly attributable to changes in the value in Private equity funds of KSEK -13,441

(-78,247) and in Other Investments KSEK 9,685 (21,541) and to the termination of the investment advisory agreement with Naccess Partners, see note 2 Operating expenses, TSEK –8,200 (-).. The decrease in value of Private Equity Fund investments experienced during the period was primarily due to the underperformance of two fund managers, which also reflects the more challenging macroeconomic environment.

During the year, NAXS invested KSEK 32,189 (51,336) in Private equity funds. Repayments from the funds amounted to KSEK 76,637 (102,919). KSEK 0

(562) was invested in Other Investments and

repayments from Other Investments amounted to KSEK 30,102 (595).

Events after the end of the year

Amaury de Poret took over as CEO on January 1, 2026. Amaury has been NAXS' investment advisor through Naccess Partners AB since 2007.

Significant risks and uncertainty factors

Significant risks and uncertainty factors are described in the Annual Report 2024. The risks related to the general macro-economic environment includes but are not limited to, armed conflicts, trade wars, tariffs, currency and interest rates.

Parent company

The parent company’s revenues for the financial year amounted to KSEK 602 (557). Net interest income amounted to KSEK 1,670 (2,542). During the year, treasury shares were repurchased by subsidiaries, resulting in KSEK 27,270 (35,298) in profit from participations in subsidiaries.

The profit/loss before and after tax amounted to KSEK 24,542 (33,985).

Nomination Committee

The extraordinary general meeting of 12 November 2025 resolved, in accordance with the shareholders' proposal, to elect Oscar Molse, representing Buntel AB, Jonas Dahlgren, representing Oliver Molse, and Alexander Gradin, representing Lärkberget AB, as members of the Nomination Committee. Oscar Molse was elected Chairman of the Nomination Committee. The Nomination Committee can be contacted by email to oliver@molcap.se.

Organization

Amaury de Poret took over as CEO on January 1, 2026. Børge Johansen was interim CEO during the period June 13 to December 31, 2025. Prior to that, Nikolai Jebsen was interim CEO until June 13, 2025. The Board of Directors consists of Oliver Molse (Chairman of the Board), Børge Johansen, Niclas Winberg and Thor Åhlgren, all of whom were elected as members of the Board of Directors at the extraordinary general meeting of 12 November 2025. During the financial year, the Board of Directors had previously consisted of Daniel Gold (Chairman of the Board), Meg Eisner, Nikolai Jebsen, Børge Johansen and Synne Syrrist

The share

The NAXS share was initially listed on First North on May 14, 2007. Since June 8, 2010, the share is traded on NASDAQ Stockholm. The share trades under the designation “NAXS”.

The total number of issued shares in the company at the beginning and end of the year amounted to 11,077,585. The number of outstanding shares in the company at the beginning of the financial year amounted to 11,077,585. Based on the authorization granted by the Extraordinary General Meeting on November 12, NAXS continued to repurchase

Evolution of the share price for during 2025

80

70

60

50

40

30

20

NAXS

OMX Stockholm PI

own shares. NAXS’ holding of own shares at the end of the financial year amounted to 47,268 shares. The number

of outstanding shares in the company at the end of the financial year amounted to 11,030,317.

During the financial year, SEK 224.3 million was paid in dividends, corresponding to SEK 20.25 per share, and own shares were repurchased for a total amount of MSEK 1.8.

At December 31, 2025, the NAXS share price was SEK 37.50 and the total shareholders’ equity per share was SEK 50.44. The Company’s market capitalization was MSEK 414, and the number of shareholders was 4,184.

2 jan 25

8 jan 25

14 jan 25

20 jan 25

26 jan 25

1 feb 25

7 feb 25

13 feb 25

19 feb 25

25 feb 25

3 mar 25

9 mar 25

15 mar 25

21 mar 25

27 mar 25

2 apr 25

8 apr 25

14 apr 25

20 apr 25

26 apr 25

2 maj 25

8 maj 25

14 maj 25

20 maj 25

26 maj 25

1 jun 25

7 jun 25

13 jun 25

19 jun 25

25 jun 25

1 jul 25

7 jul 25

13 jul 25

19 jul 25

25 jul 25

31 jul 25

6 aug 25

12 aug 25

18 aug 25

24 aug 25

30 aug 25

5 sep 25

11 sep 25

17 sep 25

23 sep 25

29 sep 25

5 okt 25

11 okt 25

17 okt 25

23 okt 25

29 okt 25

4 nov 25

10 nov 25

16 nov 25

22 nov 25

28 nov 25

4 dec 25

10 dec 25

16 dec 25

22 dec 25

28 dec 25

Financial information

Annual report 2025: week 9 2026

Annual General Meeting: 17 mars 2026

Interim report (3 months): 23 April 2026

Interim report (6 months): 17 July 2026

Interim report (9 months): 23 October 2026

Year-end report 2026: 29 January 2027

Ticker codes

NAXS.SS in Bloomberg NAXS.ST in Reuters

Contact

Amaury de Poret, CEO

+46 73 511 17 35

adp@naxs.se

Gösta Lundgren, CFO

+46 70 710 47 88

gosta.lundgren@naxs.se

This information is information that NAXS AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons set out above, at

18.00 CET on January 29, 2026

This report is an in-house translation of the original report in Swedish.

The Board of Directors and the Chief Executive Officer declares that the undersigned year-end report provides a true and fair overview of the Parent Company’s and the Group’s operations, their financial position and performance, and describes material risks and uncertainties facing the Parent Company and other companies in the Group.

Stockholm, January 29, 2026

Oliver Molse

Børge Johansen

Niclas Winberg

Chairman

Director

Director

Thor Ã…hlgren Amaury de Poret

Director CEO

This report has not been subject to review by the Company’s auditors. This report and other information are available on https://www.naxs.se.

NAXS AB (publ)

Corp. Reg. No. 556712-2972

Nybrogatan 6

114 34 Stockholm, Sweden

Tel: +46 (0)766 40 00 40

E-mail: info@naxs.se

Financial reports summary

Consolidated Income Statement

Q4 Jan-Dec

KSEK Note 2025 2024 2025 2024

Change in value

Operating expenses note 2

8 501

-15 059

7 762

-3 285

-3 756

-24 130

-56 707

-15 920

Operating profit (loss)

Net financial items

-6 558

-51

4 477

1 267

-27 886

1 963

-72 627

6 057

Profit/loss after financial items

Income taxes

-6 609

-

5 744

-

-25 923

-7

-66 570

-5

Net profit/loss

-6 609

5 744

-25 930

-66 575

Attributable to:

Parent company shareholders

-6 609

5 744

-25 930

-66 575

Earnings per share, SEK*

-0,60

0,52

-2,34

-6,01

Average number of shares, 000s*

11 054

11 078

11 072

11 078

*Before and after dilution.

The Group’s comprehensive income for the year is consistent with the net profit for the year.

Consolidated Balance Sheet

31 Dec

KSEK Note 2025 2024

Assets

Private equity fund investments Other Investments

445 213

55 021

503 103

102 548

Total non-current assets

Other receivables

Cash and cash equivalents

500 234

304

65 877

605 651

625

203 600

Total current assets

66 181

204 225

Total assets

566 415

809 876

Equity

556 346

808 410

Current liabilities

10 069

1 466

Total equity and liabilities

566 415

809 876

Consolidated Statement of Changes in Equity

31 Dec

Equity at the beginning or the year

808 410

922 065

Repurchase of own shares

-1 813

-

Dividend

-224 321

-47 080

Total comprehensive income for the period

-25 930

-66 575

Shareholder's equity at the end of the period

556 346

808 410

KSEK 2025 2024

Consolidated Statement of cash flows analysis

Q4 Jan-Dec

KSEK 2025 2024 2025 2024

Profit/loss after financial items Adjustment for non-cash items, etc.

Income tax paid

-6 609

-7 254

-

5 744

-4 993

-

-25 923

3 800

-7

-66 570

56 821

-5

Cash flow from operating activities before changes in working capital

Cash flow changes in working capital

-13 863

12 069

751

-744

-22 130

8 924

-9 754

-352

Cash flow from operating activities

-1 794

7

-13 206

-10 106

Private equity fund investments

-7 142

-17 764

-32 189

-51 336

Distributions fromf Private equity fund investments

10 409

58

76 638

102 977

Investments in Other long-term holdings of securities

-

-562

-

-562

Distribuions from and divestments of Other Investments

22 212

149

57 211

595

Cash flow from investment activities

25 479

-18 119

101 660

51 674

Repurchase of own shares

-1 813

-

-1 813

-

Dividend

-

-

-224 321

-47 080

Cash flow from financing activities

-1 813

-

-226 134

-47 080

Cash flow during the period

21 872

-18 112

-137 680

-5 512

Cash and cash equivalents, beginning of the period

43 359

221 718

203 600

209 226

Exchange-rate differences in cash and cash equivalents

646

-6

-43

-114

Cash and cash equivalents at the end of the period

65 877

203 600

65 877

203 600

Parent Company Income Statement

Q4 Jan-Dec

KSEK 2025 2024 2025 2024

Net income

95

56

602

557

Operating expenses

-1 756

-1 073

-5 000

-4 412

Operating profit/loss

-1 661

-1 017

-4 398

-3 855

Profit from shares in group companies

-2

35 298

27 270

35 298

Net financial items

37

497

1 670

2 542

Profit /loss after financial items

-1 626

34 778

24 542

33 985

Income taxes

-

-

-

-

Net profit/loss for the period

-1 626

34 778

24 542

33 985

Parent Company Statement of Comprehensive Income

Q4

Jan-Dec

KSEK

2025

2024

2025

2024

Net profit/loss for the period

Other comprehensive income

-1 626

-

34 778

-

24 542

-

33 985

-

Total comprehensive income for the period

-1 626

34 778

24 542

33 985

Parent Company Balance Sheet

31 Dec

Assets

Shares in subsidiaries Receivables on group companies

308 238

-

367 236

-

Total non-current assets

Other receivables

Cash and cash equivalents

308 238

304

8 406

367 236

561

150 455

Total current assets

8 710

151 016

Total assets

316 948

518 252

Equity

315 434

517 026

Current liabilities

1 514

1 226

Total equity and liabilities

316 948

518 252

KSEK 2025 2024

Parent Company Statement of Changes in equity

31 Dec

KSEK 2025 2024

Equity at the beginning of the year

517 026

530 121

Repurchase of own shares

-1 813

-

Dividend

-224 321

-47 080

Total comprehensive income for the period

24 542

33 985

Shareholder's equity at the end of the period

315 434

517 026

Notes

Note 1. Accounting principles

The condensed consolidated financial statements have been established in accordance with the IFRS Accounting Standards, as recognized by the EU. This report has been prepared in accordance with IAS 34 Interim Financial Reporting and the Swedish Annual Reporting legislation. All figures in this interim report are based on exact values in the company’s accounting records. Amounts have been rounded to the nearest thousand SEK (TSEK), which may result in totals in tables and notes not adding up precisely to the sum of the individual items.

The accounting principles applied in this report are described in the Annual Report 2024 under notes to the financial reports.

The new and amended IFRS standards and interpretations applied from 2025 have not and are not expected to have any significant effect on the Group's financial results and position.

The Parent Company follows the Swedish Annual Reporting legislation and the Swedish Financial Reporting Board RFR 2 for legal entities.

Note 2. Operating expenses

Q4 Jan-Dec

KSEK 2025 2024 2025 2024

Fee to the investment advisor

-1 500

-1 896

-7 434

-8 183

Carried interest to the investment advisor

-11 217

-4

-10 718

-2 662

Personnel expenses

-259

-232

-839

-919

Other operating expenses

-2 083

-1 153

-5 139

-4 156

Total operating expenses

-15 059

-3 285

-24 130

-15 920

On December 31, 2025, an agreement was entered into with Naccess Partners AB to terminate the existing investment advisory agreement. Through the settlement, all future fixed and variable compensation claims were replaced with a final one-off payment. Financial impact and non-recurring costs: The agreement entails a total negative effect on earnings for NAXS of SEK 11.0 million, which was charged to the fourth quarter of 2025. The agreement consists of two parts:

  1. One-time cash payment: NAXS makes a final cash payment of SEK 8.2 million to Naccess Partners AB. This payment replaces the advisor's right to severance pay (which according to the previous agreement corresponded to four quarterly remuneration) and to compensation during the notice period.

  2. Set-off of profit sharing (Carried Interest): NAXS writes down an existing claim against Naccess Partners of SEK 2.8 million. Through this write-down, all claims in relation to future carried interest are considered to be finally settled.

No related party transaction occurred during the year, except for remunerations to the board members and the CEO.

Note 3. Financial assets and liabilities

The table below provides information on how fair value is determined for the financial instruments measured at fair value on the balance sheet.

Group 2025-12-31

Category, KSEK

Amortized cost

Fair value via the profit and

loss account

Total carrying

amount

Financial assets

Private equity fund investments

-

445 213

445 213

Other Investments

-

55 021

55 021

Other receivables

186

-

186

Cash and cash equivalents

65 877

-

65 877

Total financial assets

66 063

500 234

566 297

Financial liabilities

10 069

-

10 069

Total financial liabilities

10 069

-

10 069

Group 2024-12-31

Fair value via the profit and

Category, KSEK Amortized cost loss account

Total carrying

amount

Financial assets

Private equity fund investments - 503 103

503 103

Other Investments - 102 548

102 548

Other receivables 318 -

318

Cash and cash equivalents 203 600 -

203 600

Total financial assets 203 918 605 651

809 569

Financial liabilities 1 466 -

1 466

Total financial liabilities 1 466 -

1 466

Consolidated assets and liabilities measured at fair value 2025-09-30.

Assets, KSEK Level 1 Level 2 Level 3

Total

Financial assets measured at fair value via the income statement

Private equity fund investments - - 445 213

445 213

Other Investments 22 728 - 32 293

55 021

22 728 - 477 506

500 234

Consolidated assets and liabilities measured at fair value 2024-12-31.

Assets, KSEK

Level 1

Level 2

Level 3

Total

Financial assets measured at fair value via the income statement

Private equity fund investments

-

-

503 103

503 103

Other Investments

78 383

-

24 165

102 548

78 383

-

527 268

605 651

Disclosure of fair value measurement by level in the following fair value hierarchy:

Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 – Observable data for the asset or liabilities other than quoted prices included in tier 1, either directly (i.e. as price quotations) or indirectly (i.e. derived from price quotations).

Level 3 – Data for the asset or liability that is not based on observable market data (i.e. unobservable data). All NAXS investments in fund units have been classified in level 3 because they have no observable inputs and because they are rarely or not traded at all in an active market.

The book value for all NAXS's financial assets and liabilities is consistent with or is a reasonable estimate of fair value. All amounts are shown in the reported balance sheets. NAXS’s private equity fund

investments are classified in Level 3. The Company's specific valuation techniques and critical estimates are reported under accounting policies. In level 3, unlisted units in investment funds are reported. The company's holdings in unlisted investment funds (so-called Private equity funds) are valued using an alternative valuation method for which observable input data is not available. For private equity funds, valuation is based on rates and unit values received from the fund manager. The valuation follows accepted valuation principles for calculating fair values. The fair value is calculated by the underlying assets being market-valued and priced by the fund manager. The funds follow the IPEV Valuation Guidelines when valuing their holdings. The International Private Equity and Venture Capital Valuation (IPEV) Guidelines set out recommendations, intended to represent current best practice, on the valuation of Private Capital Investments. If NAXS assesses that the fund managers valuation has not sufficiently taken into account factors that affect the value of the underlying holdings or if the valuation made is deemed to deviate significantly from the accounting principles for valuation at fair value, an adjustment is made to the value. Listed holdings held by the funds are

valued based on the share price of the respective holdings on the balance sheet date. At the end of the year, the company has not adjusted the fund managers valuations to any material extent.

Based on the controls applied, NAXS considers that the fair values recognised in the balance sheet and changes in fair value recognised in the income statement are well prepared and balanced and reflect the underlying economic values, while at the same time recognizing that there are several factors that could adversely affect the valuation of the balance sheet and the fund holdings including but not limited to macroeconomic conditions, geopolitical events, market liquidity, changes in interest rates, and other unforeseen developments that may impact the valuation of underlying assets and investments. Additionally, non-systemic risks, such as the potential for valuation assumptions or methodologies to be overly optimistic or misaligned with market realities, could also influence the reported values. Review of valuations of fund holding were also made by Naccess Partners AB which provided quarterly a review of the reports from the respective fund managers including valuation.

Definitions and Alternative performance measures

NAXS applies the guidelines issued by the European Securities and Markets Authority (ESMA) for alternative key ratios. Alternative key figures are financial measures of historical or future earnings trend, financial position, financial results, or cash flows that are not defined or specified in the applicable rules for financial reporting.

Alternative key ratios are stated when, in their context, they provide clearer or more in-depth information than the measures defined in applicable financial reporting rules. The alternative key figures

are derived from the consolidated financial statements. Alternative key ratios are stated when, in their context, they supplement the measures de-fined in IFRS. The starting point for the provided alternative key figures is that they are used by management to assess the financial development and are thus considered to provide valuable information to analysts and other stakeholders. NAXS regularly uses alternative key ratios as a complement to those key ratios that generally constitute good accounting practice.

Definitions

Buyout fund A private equity fund, whose strategy is to acquire a controlling interest in the targeted companies.

Cash & cash equivalents Cash, bank and short-term investments.

Cash per share* Cash & cash equivalents in relation to the number of outstanding shares at

the end of the period.

Commitment The maximum amount that a limited partner agrees to invest in a fund.

Current commitments Acquisition cost for private equity fund investments, plus remaining

commitments to private equity funds.

Equity ratio* Equity in relation to total assets.

IRR The annual return, calculated as an internal rate of return (IRR), on the cash flows between NAXS and the underlying funds that are directly attributable to investments in portfolio companies, after costs in the form of carried interest but before management fees payable to the fund manager. This key figure does not correspond directly to any reconcilable IFRS line item and constitutes an internally calculated measure based on historical cash flows between the Company and the underlying funds.

Net asset value (NAV) / Equity* Total assets less net debt / plus net cash (corresponding, in the Company’s

case, to equity attributable to the Parent Company’s shareholders)

Net asset value (NAV) / Equity per share*

Total assets increased by net cash (corresponding, in the Company’s case, to equity) in relation to the number of outstanding shares as at the balance sheet date.

Net cash*

Cash and cash equivalents, short-term investments and interest-bearing current and long-term receivables, less interest-bearing current and longterm liabilities.

Other Investments / Other longterm holdings of securities

Investments in financial instruments other than private equity funds.

Private equity fund investments Fair value of investments in private equity funds.

Profit per share Profit for the year attributable to the Parent Company's shareholders

divided by the average number of shares.

Special situations fund

A private equity fund, whose strategy is to acquire companies, where an active ownership is required, such as under-performing companies, and/or imply complex transactions, such as carve-outs from larger conglomerates.

Total assets* All assets and liabilities not included in Net cash.

Total exposure to Private equity Private equity funds investments and remaining commitments to private fund investments equity funds.

Total exposure to Private equity fund investments and Other Investments

Total exposure to Private equity fund investments combined with Other Investments.

*Refers to alternative key figures according to the European Securities and Markets Authority (ESMA).

Reconciliations of significant alternative key ratios

Below are reconciliations of significant alternative key figures against the most directly reconcilable item, subsum or total sum stated in the financial statements for the corresponding period.

Net cash

Net cash or cash available at short notice, are defined as cash and cash equivalents, current investments, financial investments and interest-bearing current and short-term receivables. Deductions are made for interest bearing short- and long-term liabilities.

31 Dec

Group, KSEK 2025 2024

Cash and cash equivalents

65 877

203 600

Net cash

65 877

203 600

Total assets

The net of all assets and liabilities that are not included in the Net cash.

31 Dec

Group, KSEK 2025 2024

Equity

Net cash

556 346

-65 877

808 410

-203 600

Total assets

490 469

604 810

Net asset value, SEK per share

Equity attributable to the Parent Company's shareholders in relation to the number of shares outstanding on the balance sheet date.

Group 2025-12-31

Net asset value, KSEK 556 346 =

Number of shares outstanding 11 030 317

Net asset value, SEK per share

50,44

Group 2024-12-31

Net asset value, KSEK 808 410

Number of shares outstanding 11 077 585

Net asset value, SEK per share

= 72,98