Nordic Semiconductor : Annual Report 2025 (March 24, 2026)

About this update from Nordic Semiconductor Asa

ANNUAL REPORT 2025 Content Message from the CEO Nordic at a glance Financial highlights 7 ESG highlights 8 Business units 9 Report from the Board of Directors Group overview 12 Strategy and ambitions 12 Operational overview 14 Board of Directors 18 Executive Management 21 Financial 24 Risk management 28 Risk factors 30 Sustainability statement 37 General information 38 Governance 39 Strategy & business model 46 Our stakeholders 48 Material impacts, risks, and oportunities Materiality assessment process Environment E1 Climate Change E2 Pollution E3 Water and Marine Resources E5 Resource use and circular economy EU taxonomy Social S1 Own Workforce S2 Workers in the Value Chain S4 Consumer and End products Governance G1 Business Conduct Outlook Concluding remarks 50 59 75 76 88 92 94 99 103 104 114 119 123 124 127 128 Financial statements Income statements Statement of financial position Cash flow Disclosures Responsibility statement Audit opinion letter Alternative Performance Measures Appendices Board of Directors' report in relation to the Norwegian Code of Practice for Corporate governance < Statement of financial position 130 131 135 136 185 ‌2025 01 Message from the CEO Nordic at a glance 03 Report from the Board of Directors 04 Financial statements 05 Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices Message from the CEO 3 Message from the CEO 2025 was a good year for Nordic Semiconductor, as we demonstrated solid progress operationally, organizationally, strategically, and financially. Execution of our product renewal program and the transition to new production platforms remains on track, supporting our progress toward the long-term financial ambitions presented at the 2024 Capital Markets Day. Operationally , we are delivering on our promise to renew the core product portfolio in the short-range Bluetooth Low Energy market, launching a wide range of products in the next-generation nRF54 Series. We now offer seven variants of nRF54 Series wireless SoCs (Systems-on-Chip) in the market, ranging from high-end, high-performance versions for complex applications to entry-level SoCs for more cost-constrained applications, as well as fit-for-purpose versions tailored to end-user markets with specific requirements. Common across the entire nRF54 Series is the ability to deliver more value-adding features, market leading ultra-low-power edge AI capabilities, step-change improvements in computing performance, and power efficiency that far surpasses our competitors. While the bulk of our revenue and earnings is still generated by high-volume products from our well-established and trusted nRF52 Series, we expect the nRF54 Series to gradually take over as our main revenue engine. All our key customers are now designing products with nRF54 Series SoCs, fortifying already strong and long-standing customer relationships, and we also see an increasing number of customers in the broad market deploying nRF54 Series in their product designs. We are also making operational progress in the long-range cellular business. The nRF9151 SiP module launched in 2024 has attracted customers in more industrial verticals, and we are also beginning to see traction in some consumer segments. During the year we also expanded the addressable market by adding satellite or 3GPP non-terrestrial network (NTN) capabilities to the nRF91 Series. While 4G/ LTE technology covers around 90% of the world's population, it only covers around 15% of the earth's surface. Adding satellite coverage to our solutions opens new market opportunities within tracking, infrastructure monitoring and other IoT applications that require truly global coverage. We are looking forward to introducing the next-generation nRF92 Series in 2026, bringing higher performance and cost advantages that will enable us to service even larger parts of the global market. Our Power Management (PMIC) and Wi-Fi businesses remain 'start-ups' in the broader context. We are steadily gaining ground with our growing PMIC family and see an increasing number of our existing short- and long-range customers also deploying our power management solutions. Within the more competitive Wi-Fi segment we expect that the introduction of the new nRF71 Series on the more cost-efficient 22nm production platform later this year will establish a commercially attractive offering. The strategic rational remains strong for building a Wi-Fi-position in mid-range connectivity alongside our short-range and long-range offerings, even though sales of the current nRF70 Series companion chip are limited. 4 2025 Message from the CEO Nordic at a glance 03 Report from the Board of Directors 04 Financial statements 05 Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices We are delivering on our promise to renew our product portfolio Organizationally, the establishment of the four business units under dedicated leadership has served us well. As I wrote in the Annual Report last year, this creates a sharper customer focus, accountability and a sharpened sense of urgency to capitalize on our R&D and innovation. Over the past two years we have reallocated significant resources within the organization, focusing on engineering execution and on securing timely progress on key product roadmaps. Strategically, we have strengthened our position considerably over the past year, both organically with the ongoing renewal of our product portfolio, and through acquisitions that add significant strategic value. The acquisition of Neuton AI strengthened our position in machine learning and AI, adding ultra-tiny ML modelling capabilities that complement the hardware and software technologies we acquired with Atlazo in 2023. This will unleash ultra-efficient and easy-to-use machine learning with Nordic's nRF54 Series, representing a leap forward in terms of scalable, accessible intelligence at the edge. The larger acquisition of Memfault will help transform us from a hardware and product-oriented company to a complete solutions provider. Through this acquisition we became the first semiconductor company to combine best-in-class hardware, software and cloud services to create a complete chip-to-cloud platform for lifecycle management of connected products. We are making it faster, simpler, and more secure for our customers to develop, maintain and improve connected products through their entire lifecycle. Our 'nRF Cloud - powered by Memfault' was up and running already in September - within three months of the acquisition - and is gaining good customer traction. Financially, we also took significant steps in the right direction in 2025. We saw healthy demand from our key customers throughout the year and increasing orders from both existing and new customers in the broad market. As a result, revenue increased by a solid 31% to USD 668 million in 2025, which was higher than we expected coming into the year. The gross margin increased to 52% in 2025, mainly reflecting changes in product and customer mix but partly explained by a reversal of previous write-downs. Adjusted for the effects of the write-downs, our gross profit increased by 35% in 2025. Operating costs increased by 13% year-on-year, reflecting a higher activity level, new business initiatives, and M&A. Going into the year, I said we were committed to restore profitability, and it is good to see that we managed to improve our EBITDA-margin to 10% in 2025. Summing up, we had a solid first year on our way to fulfil the overarching ambitions we outlined at the Capital Markets Day in 2024, and we are well on track to fulfil our ambition to generate average revenue growth of more than 20% from 2024 through to the end of the decade, and to move towards the operating model profitability of 25% EBITDA margin for the Group. That growth is not going to be linear and will reflect both our own and our customers' roadmaps and product launches, but the way I see it, growth will be supported by four strong drivers. Firstly, we see the wireless connectivity megatrend continue to drive market growth as more IoT devices are being connected. Secondly, the new features, higher performance, lower energy consumption and higher cost efficiencies of our next-generation products are enabling new IoT applications and expanding our addressable market. Thirdly, the wave of new products will strengthen our competitive position and enable us to gain market shares in all business areas. And lastly, cross-selling, upselling and bundling of our broad portfolio of connectivity standards, power management solutions and Cloud services will enable us to increase ASP per edge node device. I would like to take the opportunity to thank all my colleagues for the hard and dedicated work they are putting in to make this happen. I would also like to thank our customers for their trust and collaboration, our Board of Directors for their advice and guidance, and our shareholders for their continued support as we continue our growth journey! 5 2025 Message from the CEO Nordic at a glance 03 Report from the Board of Directors 04 Financial statements 05 Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices ‌2025 02 01 Message from the CEO 02 Nordic at a glance Financial highlights ESG highlights Business units Report from the Board of Directors Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices Nordic at a glance 6 ‌2025 Financial highlights Driving profitable growth Margins development Message from the CEO 02 Nordic at a glance Financial highlights ESG highlights Business units Report from the Board of Directors Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices Revenue Adj. GM% 7 Markets Other 3.1% Industrial & healthcare 36.7% Consumer 60.2% ‌2025 ESG Highlights Message from the CEO 02 Nordic at a glance Financial highlights ESG highlights Business units Report from the Board of Directors 51% of device containers made of recycled plastic 92% of the energy used by our offices is generated from renewable energy sources 1426 employees with Financial statements Responsibility statement 06 Audit opinion letter 9.1 8.9 20% 58 nationalities 24 countries Alternative Performance Measures Appendices score on employees' perception of zero tolerence of unethical behavior out of 10 score on employees' per- ception of peer relationships out of 10 female share of talents promoted into people-management positions/roles 89% decrease of Scope 1 and 2 emissions from a 2019 base year 38% decrease of Scope 3 emissions per USD value added from a 2019 base year Climate Change rating Nordic named as one of the World's most sustainable companies by TIME 8 ‌2025 Long-Range Scaling in a growing market, leveraging a strong foundation from proven solutions Message from the CEO 02 Nordic at a glance Financial highlights ESG highlights Business units Wi-Fi Early mover in new and growing market leveraging foundation from recognized solutions Report from the Board of Directors Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices Short-Range Market leader with proven performance from recognized solutions Power management Providing solutions for optimal energy concumption and connectivity requirements 9 ‌2025 03 Message from the CEO Nordic at a glance 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices Report from the Board of Directors 10 2025 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks Message from the CEO 02 Nordic at a glance Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices Report from the Board of Directors 2025 marked a defining year in Nordic's long-term strategy. Building on the organizational changes implemented in 2024, the Group completed a key strategic transition -from a traditional hardware supplier to a complete chip- to-cloud solution partner offering world-class hardware, embedded software, and cloud services. This evolution, enabled by investments and recent technology acquisitions, significantly expands Nordic's ability to support customers through the entire product lifecycle at scale. Alongside this strategic shift, Nordic delivered solid operational progress, including the continued expansion of the nRF54 Series, advancement of the modern 22nm production platforms, and strengthened positioning in emerging satellite NTN IoT markets. Together, these achievements reinforce Nordic's competitiveness and support long-term, profitable growth. The Board of Directors bears the ultimate responsibility for the Group's governance, social, and environmental matters. Accordingly, the Board discloses information in accordance with Norwegian accounting act § 2-8 in the statement of social responsibility, which can be found in the Sustainability Statement , Environment , Social , and Governance chapters. Furthermore, the Board discloses the statement of governance in accordance with Norwegian accounting act § 2-9 in the appendices of the Board of Directors' report in relation to the Norwegian Code of Practice for Corporate governance . In addition, the table "Board members' attendance" in this appendix provides an overview of each member's participation in fulfilling these responsibilities. 11 ‌ Group overview Nordic Semiconductor (Nordic or "the Group") is a global leader in low power wireless connectivity solutions, providing the essential platform and wireless technologies that connect the world's IoT devices. Nordic delivers world-class hardware, embedded software, development tools, power management, cloud lifecycle services, and world-class support. This simplifies the development of reliable, scalable, and future-proof connected products. Nordic was established in 1983, is headquartered in Norway, and has about 1450 employees across the globe. Its award-winning Bluetooth LE solutions pioneered ultra-low power wireless, making it the global market leader. Nordic's reputation has been built by supplying leading-edge wireless technologies supported by development tools that shield the designer from RF complexity, allowing anyone with a bright idea to build innovative IoT products. Nordic's approach covers all leading wireless technologies - including Bluetooth Low Energy, cellular IoT, NTN satellite communication, DECT NR+, Wi-Fi, Matter, Thread, and Zigbee - ensuring optimized performance, ultra-low power consumption, advanced security across diverse applications - and true global coverage. That's why world-leading brands across consumer, industrial, and healthcare industries trust Nordic's award-winning ultra-low power wireless solutions in everything from wearables and smart homes to asset tracking, industrial automation, and more. By simplifying IoT development and enabling seamless, chip-to-cloud solutions, Nordic empowers businesses to create smarter, more sustainable, and connected products transforming lives and industries. The Group is a fabless semiconductor company, utilizing leading subcontractors in Europe and Asia for manufacturing, assembly, and packaging. Nordic distributes its products to branded electronics manufacturers through a broad network of global and regional distribution partners. Nordic Semiconductor ASA ("The Company") is the Group parent, headquartered in Trondheim, Norway. As of year-end 2025, the Group has offices in Trondheim and Oslo (Norway); Beijing, Shanghai, Shenzhen, and Hong Kong (China); Oulu, Espoo, Tampere, and Turku (Finland); Düsseldorf and Berlin (Germany); Hyderabad (India); Tokyo (Japan); Manila (the Philippines); Krakow and Wrocław (Poland); Singapore (Singapore); Seoul (South Korea); Stockholm and Lund (Sweden); Taipei, Taoyuan, and Hsinchu (Taiwan); Bristol and Hatfield (UK); and Boston, New York, San Francisco, Seattle and San Diego (USA). Strategy and ambitions From transformation to focused execution and renewed growth Following the structural and strategic changes implemented in 2024, 2025 marked a shift from transformation to focused execution and renewed growth for Nordic. With improving market conditions, the company delivered strong growth while progressing on key strategic priorities, including portfolio renewal, scaling new growth platforms, and strengthening the software and services offering. Nordic continued to progress its next-generation roadmap across short-range and long-range, expanded its Wi-Fi and Power Management offerings, and strengthened its position as a complete solutions provider. The company also reinforced its ability to serve both key customers and the broad market in parallel, supported by strong developer tools, ecosystem engagement and global customer support. Nordic's strategic direction remains anchored in ultra-low-power wireless connectivity, where the company continues to lead in Bluetooth LE and multiprotocol solutions. At the same time, Nordic is expanding its scope beyond the core by scaling adjacent technologies and increasing solution breadth to address a wider set of customer needs and applications. This strategy is intended to support sustained growth, strengthen competitiveness, and increase value creation through higher customer relevance and increased content per end product. A complete solutions provider: from chip to cloud A core strategic theme for Nordic is the continued evolution from a hardware supplier to a complete solutions provider, combining hardware, software and lifecycle services to create stronger customer value and long-term differentiation. Nordic's hardware leadership provides a secure and energy-efficient foundation for connected devices. This is complemented by software capabilities through development tools and software stacks that reduce complexity and shorten customer development time. In addition, lifecycle services enable customers to provision, monitor, update and manage devices in the field, supporting products across the full lifecycle and addressing increasing requirements for reliability, security, and maintainability over time. By strengthening the full chip-to-cloud value proposition, Nordic aims to simplify customer deployment at scale and strengthen customer engagement through a more complete offering, enabling customers to differentiate and innovate on top of Nordic's platforms and accelerate time-to-market. In 2025, Nordic strengthened this direction through expanded cloud-enabled capabilities and developer services. The acquisition of Memfault was a key step in accelerating Nordic's lifecycle management capabilities, supporting improved device observability, monitoring and over-the-air update workflows, and further strengthening nRF Cloud as a platform available across Nordic's entire connectivity portfolio. In addition, the acquisition of Neuton.AI core technology and team supports Nordic's ambition to enable ultra-low-power edge AI, complementing Nordic's connectivity leadership by helping customers add intelligence locally in battery-powered devices where energy efficiency is critical. 2025 Message from the CEO Nordic at a glance Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices 12 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks A complete Solution provider Expanding the platform: portfolio renewal and scaling new growth engines Nordic's strategy is built around both portfolio renewal in the core business and scaling new growth platforms to expand the company's addressable market and increase the value per device over time. In Short-Range, portfolio renewal is a strategic priority to sustain momentum and strengthen leadership. The nRF54 Series is designed to deliver major improvements in processing capability, energy efficiency, security and scalability. Nordic is broadening the nRF54 product family through a structured rollout, enabling the company to address a wider range of applications and cost points, while maintaining strong software compatibility and developer support. The nRF54 platform is expected to be a key driver of growth over the coming years by strengthening competitiveness and enabling new use cases. Beyond Short-Range, Nordic is scaling Long-Range, Wi-Fi and Power Management as additional growth platforms. In Long-Range, Nordic is expanding cellular IoT capabilities and strengthening its position in key focus markets and verticals where coverage, reliability and energy efficiency are critical. In Wi-Fi, Nordic continues to build a position in low-power Wi-Fi for IoT and strengthen developer enablement and coexistence solutions across the connectivity portfolio. In Power Management, Nordic is expanding its PMIC offerings to simplify system design, extend battery life, reduce solution size and increase Nordic's share of customer bill-of-materials. Combined, these technologies support a multi-technology strategy where customers increasingly blend connectivity options to optimize performance, coverage and user experience. Execution model and financial ambition Nordic executes its strategy through focused business units - Short-Range, Long-Range, Wi-Fi and Power Illustration of Nordic as a complete solution provider Management - reflecting different maturity levels across different technologies. This operating model is intended to sharpen accountability and execution while maintaining the benefits of shared platforms, common software and strong global customer support. A key execution priority is balanced growth, combining continued success with key customers while scaling the broad market in parallel. Nordic aims to deepen long-term strategic customer relationships through leading technology and strong customer support, while accelerating broad market momentum through a compelling product roadmap, ease-of-use, developer tools, and ecosystem enablement that supports faster time-to-market across a wide range of applications. As communicated at the 2024 Capital Markets Day, Nordic's overall financial ambition remains to deliver annual average revenue growth above 20% through the decade, and to move towards an operating model of around 25% EBITDA margin. Empowering a skilled and diverse workforce The employees are the Group's greatest asset, and Nordic remains committed to maintaining a highly skilled, diverse, and inclusive workforce comprising a multitude of different nationalities. Developing and launching world-class products in the semiconductor industry requires both experience and cutting-edge competencies. With an average tenure of more than six years, the Group's global workforce of more than 1,400 people is well equipped for the task. In 2025, Nordic also welcomed new colleagues through the Memfault and Neuton.AI acquisitions, further strengthening the Group's competencies across software, services and edge AI. 2025 Message from the CEO Nordic at a glance Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices 13 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks ‌Operational review Demand and market development Nordic reported revenue of USD 668 million for 2025, an increase of 31% from the previous year. Demand improved throughout the year as the market continued to recover, supported by both larger key customers and an improved contribution from smaller customers in the broad market. Nordic continues to focus on building a balanced customer base, combining long- term relationships with key customers and with scalable growth through distribution in the broad market. The top ten customers continued to show strong and consistent demand throughout the period, reflecting the value of Nordic's strategic priorities and long-term relationships. At the same time, the broad market also continued to regain traction during the year, supported by portfolio renewal, improved developer tools, and strong customer support, which remain important to increase resilience and reduce volatility. In 2025, Nordic maintained a strong presence in the Bluetooth LE market, achieving an approximately 32% share of new Bluetooth LE product design certifications for the full year. This share was based on 460 certifications featuring Nordic technology out of a total 1,446 certifications. Nordic continued to have around three to four times as many certified designs featuring its components as any competitor. This continued strength supports Nordic's position in large-volume applications and underpins commercial momentum across both key customers and the broad market. 2025 Message from the CEO Nordic at a glance Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices 14 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks Product launches and technology advancements Throughout 2025, Nordic continued to execute on its product portfolio renewal and strengthen its position as a provider of complete ultra-low-power IoT solutions, combining leading wireless technologies with compute and power management, software, and cloud-enabled services. The year included important launches and technology milestones across Short-Range, Long- Range, Wi-Fi, Power Management, and device lifecycle management. In Short-Range, Nordic further broadened the fourth-generation nRF54 platform and progressed the transition toward a next-generation product family designed to deliver major improvements in processing capability, energy efficiency, security, and scalability. Since the first nRF54 launch in late 2024, Nordic has launched seven different nRF54 products, spanning devices from high-end performance to entry-level, cost-optimized solutions. During 2025, key additions included the nRF54LM20A, a high-memory SoC aimed at more advanced Bluetooth® LE and Matter designs, and the nRF54LV10A, a low-voltage Bluetooth LE SoC targeting highly space- and power-constrained applications such as healthcare wearables. Nordic also continued to advance Bluetooth innovation through support for emerging capabilities such as Bluetooth Channel Sounding. In parallel, the company strengthened the software offering around the platform, including the introduction of an nRF Connect SDK "Bare Metal" option for the nRF54L Series, intended to broaden development choices and reduce barriers for simpler applications. 2025 Message from the CEO Nordic at a glance Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices 15 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks In Long-Range, Nordic continued to build the business around nRF9151, strengthening its cellular IoT offering with an improved cost point and a sharper focus on priority end markets such as asset tracking, metering, and industrial applications. At the same time, Nordic accelerated satellite-enabled connectivity as a key technology advancement and progressed its position in cellular IoT and non-terrestrial networks (NTN), reinforcing momentum in space-enabled IoT connectivity. Nordic achieved successful direct-to-LEO satellite transmissions using its nRF91 Series, while also launching NTN-ready software, a development kit, and certifications intended to lower the barrier for customers targeting satellite IoT at scale. Nordic demonstrated connectivity across leading NTN satellite operators, including Iridium, Myriota, Sateliot, Skylo and OQ Technology, highlighting interoperability across different space network architectures. These milestones underline Nordic's role as a key technology enabler in the convergence of cellular, satellite and space-based IoT, supporting use cases ranging from global asset tracking to remote and mission-critical deployments. Within Power Management, Nordic continued to expand the PMIC portfolio to increase system-level value and enable smaller, more energy-efficient end-products. The company launched the nPM2100 for products using non-rechargeable batteries, a product that won the Electronics Excellence Awards in 2025. Nordic also added the nPM1304 with fuel-gauging capabilities to its growing product portfolio. These additions come on top of the award-winning nPM1300 and support Nordic's strategy of delivering more complete solutions that combine connectivity, power management, and software to help customers reduce complexity and optimize battery lifetime from battery to antenna. In Wi-Fi, Nordic continued to build out its low-power Wi-Fi offering and strengthened development options for multi-protocol solutions. The company expanded the development ecosystem for the nRF54L Series by introducing the nRF7002 EBII board to add Wi-Fi 6 connectivity, supporting customers developing devices that combine Wi-Fi with Nordic's short-range technologies. A key theme for Nordic during 2025 was continued investment in software and cloud-enabled capabilities. Following the acquisition of Memfault, Nordic launched nRF Cloud "powered by Memfault," adding device observability, diagnostics and lifecycle management capabilities that support monitoring and maintaining deployed devices at scale, strengthening Nordic's position in device lifecycle management as part of the broader "chip-to-cloud" strategy. 2025 Message from the CEO Nordic at a glance Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices 16 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks Nordic also progressed ultra-low-power edge AI enablement, combining hardware acceleration and developer tooling with pre-optimized models from the Neuton.AI acquisition, further extending Nordic's approach to delivering complete solutions for intelligent, battery-powered IoT products. Together, these product launches and technology advancements reflect Nordic's continued focus on extending leadership in ultra-low-power wireless connectivity while expanding into adjacent layers of value creation-power management, satellite-enabled connectivity, developer tooling, lifecycle management, and edge AI - supporting both broader market adoption and higher solution value for key customers. 2025 Message from the CEO Nordic at a glance Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices 17 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks ‌Board of Directors Dieter May | Chair, shareholder elected independent director Chair of the Board since 2025. Board member since 2024. Member of the People & Compensation Committee Dieter May is a German business executive with more than 30 years' experience in high-tech industries, spanning mobile products, large-scale cloud-based consumer services, semiconductor technology. He is currently a non-executive board member at Isorg and non-executive director at Nanoco Technologies, Ltd. His 30 years of leadership and board experience in the tech sector includes roles as Chairman of the Board and CEO at OSRAM Opto Semiconductors, SVP Digital Products and Services at BMW Group, SVP Mobile Phone Services at Nokia, and VP & GM Discrete Semiconductors at Infineon Technologies. He holds a Master of Electrical Engineering from FAU Erlangen-Nürnberg. Board meeting attendance: 17 of 17 possible. PCC attendance: 4 out of 4 possible. Holdings in the company: 13,547 shares Inger Berg Ørstavik | Shareholder elected independent director Board member since 2017. Member of the Audit Committee. Inger Berg Ørstavik is a professor at the Department of Private Law, University of Oslo. She has previously been a partner at the law firm Schjødt AS and a lawyer at the office of the Attorney General for Civil Affairs. Mrs. Ørstavik has a law degree from the University of Oslo, a Ll.M. from Ruprecht-Karls-Universität in Heidelberg, Germany, and a Ph.D. from the University of Oslo in the areas of intellectual property law and competition law. She has taught international human rights law at Fudan University in Shanghai, China where she resided from 2005 to 2009. Mrs. Ørstavik has previously served as a Non-Executive Director of REC Silicon ASA. Board meeting attendance: 17 of 17 possible, AC attendance: 9 of 9 possible Holdings in the company: 8,207 shares 2025 Message from the CEO Nordic at a glance Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices 18 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks Anita Huun | Shareholder elected independent director Board member since 2019. Chair of the Audit Committee. Anita Huun is an experienced business executive and currently serves as an Asset Manager at the Norwegian Ministry of Trade, Industry and Fisheries (Nærings- og fiskeridepartementet). Previously, she was the Commercial Director and CFO for Techstep. Huun has more than 20 years of experience in finance, capital markets, and management. Prior to joining Techstep, she served as the CFO of Cappelen Damm, a Norwegian publishing company, and CFO for Microsoft Norway. Huun's capital market experience comes from her years as an equity analyst, covering the Norwegian IT sector, for Handelsbanken Capital Markets. Furthermore, she had board experience from Link Mobility until it was acquired by Abry Partners. She holds an MSc from the Norwegian School of Economics (NHH), with a specialization in Finance. Board meeting attendance: 17 of 17 possible, AC attendance: 9 of 9 possible Holdings in the company: 15,607 shares Annastiina Hintsa | Shareholder elected independent director Board member since 2019. Chair of the People & Compensation Committee. Annastiina Hintsa is the CEO of Hintsa Performance in Finland, a company focusing on enhancing the performance and leadership of client companies, best known for working with Formula 1 teams. Ms. Hintsa also has experience at McKinsey & Co. and at the Bank of Finland. Board meeting attendance: 17 of 17 possible, PCC attendance: 4 of 4 possible Holdings in the company: 6,607 shares 2025 Message from the CEO Nordic at a glance Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices 19 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks Helmut Gassel | Shareholder elected independent director Board member since 2024. Member of the Audit Committee Helmut Gassel is a seasoned and experienced semiconductor executive with more than 30 years in the industry. He is currently Co-founder & Partner at Silian Partners SA. He serves as Chairman of the Supervisory Board of Centrotherm International AG and as a member of the Board of Directors at Avnet. He held several leadership positions during his 27 year tenure at Infineon Technologies, including Board Member, Chief Marketing Officer - Member of the Management Board, Division President. Mr. Gassel received his degree as Dr.-Ing. Electrical Engineering at University of Duisburg-Essen and Diploma in physics from Ruhr University Bochum. Board meeting attendance: 15 of 17 possible, AC attendance: 9 of 9 possible Holdings in the company: 1,688 shares Anja Dekens | Employee elected director Board member since 2022. Member of the People & Compensation Committee Anja Dekens joined Nordic in 2014 and is currently working as a Project Manager. Prior to this role, she worked as a Hardware Designer in IC development and led the Digital Design Discipline team, which is responsible for the methodology used by all digital designers at Nordic. Anja studied Electrical Engineering at Karlsruhe University in Germany and NTNU in Trondheim, and holds a PhD from the University of Twente in the Netherlands. Board meeting attendance: 16 of 17 possible, PCC attendance: 4 of 4 possible Holdings in the company: 1,430 shares and 1,430 RSUs Jon Helge Nistad | Employee elected director Board member since 2017. Jon Helge Nistad has a Master of Science degree in Electrical Engineering from NTNU in Trondheim. Jon Helge has been employed in Nordic Semiconductor since 2006, where he has gained experience in application development, embedded software design and project management. He is currently working as a senior engineering manager in Long Range BU Customer Success in Nordic Semiconductor. Board meeting attendance: 17 of 17 possible Holdings in the company: 1,519 shares and 1,454 RSUs Monika Lie Larsen | Employee elected director Board member since 2024. Monika Lie Larsen has close to 30 years of experience from various parts of the software industry, and has been with Nordic Semiconductor since 2016. As a Principal Project Manager, she is currently leading Nordic's Bluetooth LE protocol software development. She has previously worked for Q-Free ASA and held a position as employee elected board member there. Monika has a Master's degree in Computer Science and also a Master of Management, both from NTNU, Trondheim. Board meeting attendance: 16 of 17 possible Holdings in the company: 1,663 shares and 1,589 RSUs 2025 Message from the CEO Nordic at a glance Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices 20 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks ‌Executive Management Vegard Wollan | Chief Executive Officer / President CEO & President since 2024. Mr. Wollan holds an M.S. degree from the Norwegian University of Science and Technology in Computer Science and Electrical Engineering, Trondheim. He was appointed Chief Executive Officer of Nordic Semiconductor from January 2024. Mr. Wollan started his career with Nordic VLSI, which later became Nordic Semiconductor. As one of the inventor team behind the AVR microcontroller technology, Wollan in 1996 joined Atmel as VP and General Manager of the Touch and MCU Business Unit. Atmel was acquired by Microchip Technology in 2016, and Wollan went on to establish MyWo. In 2021, MyWo was merged into TouchNetix, a global innovation leader in touch technologies, where Wollan was the CEO previous to joining Nordic Semiconductor. Vegard Wollan is based in Trondheim and Oslo, Norway. Holdings in the company: 151,090 shares, 33,484 RSUs and 39,360 performance shares Øyvind Birkenes | EVP BU Long-Range Member of the Executive Management Team since 2024. Mr. Birkenes has spent the last 10 years as CEO of Airthings. He has led the Low Power Wireless semiconductor business of Texas Instruments for many years and holds extensive management and technology experience. He graduated from the University of Minnesota with a Master of Science in Electrical Engineering. Mr. Birkenes served as member of the Board of Directors in Nordic Semiconductor between 2019 and 2023. Øyvind Birkenes is based in Oslo, Norway. Holdings in the company: 10,790 shares and 10,599 RSUs and 13,399 performance shares Ola Boström | SVP Quality Member of the Executive Management Team since 2022. Mr. Boström holds a M.Sc. degree from Uppsala University and a PhD from the University of Aix-Marseille III. Before joining the Quality department of Nordic in 2006, Mr. Boström worked with wafer manufacturing and TCAD in the R&D department of STMicroelectronics. Mr. Boström has held several positions inside Nordic, including Product Engineering and Product Qualifications, before being in charge of the installation and operation of a high-end Electrical/Physical Analysis lab in Trondheim. Ola Boström is based in Oslo, Norway. Holdings in the company: 6,177 shares and 9,619 RSUs and 11,382 performance shares 2025 Message from the CEO Nordic at a glance Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices 21 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks Pål Elstad | Chief Financial Officer / EVP Finance Member of the Executive Management Team since 2014. Mr. Elstad has held several senior financial positions, most recently as investor relations responsible for REC Silicon ASA and Head of Finance for REC Solar in Singapore. He joined Nordic as CFO in 2014. Mr. Elstad has extensive manufacturing and supply-chain experience from General Electric Healthcare. He holds a Bachelor of Economics degree from the Norwegian Business School (BI) and is a State Authorized Public Accountant (CPA). Pål Elstad is based in Oslo, Norway. Holdings in the company: 44,138 shares, 14,760 RSUs and 17,464 performance shares Joakim Ferm | SVP BU Wi-Fi Member of the Executive Management Team since 2024. Member of the Executive Management Team since 2024. Mr. Ferm holds an M.Sc. degree in Electrical Engineering from Chalmers Institute of Technology. He joined Nordic in 2008 and has held several positions within R&D, including digital designer, project manager, and program manager for various products in the Nordic portfolio. Mr. Ferm's current position at Nordic is SVP BU Wi-Fi, and he served as Interim SVP R&D before assuming his current role. Before joining Nordic, he worked for Nokia in Copenhagen, Denmark. Joakim Ferm is based in Oslo, Norway. Holdings in the company: 2,824 shares and 7,673 RSUs and 8,436 performance shares Kjetil Holstad | EVP Corporate Strategy and BU PMIC Member of the Executive Management Team since 2019. Member of the Executive Management Team since 2019, Mr. Holstad took on the corporate strategy role in July 2023. He holds a B.Sc degree in Electronics from Sør-Trøndelag University College (HiST). After working 15 years in various technical and marketing positions related to MCUs and wireless technologies at Atmel Corporation and Texas Instruments, he joined Nordic in 2015 as a Product Manager for the short-range wireless business, before taking over all Product Management in 2019. Kjetil Holstad is currently EVP Strategy and also heads BU PMIC. He is based in Oslo, Norway. Holdings in the company: 19,859 shares and 14,145 RSUs and 16,738 performance shares Sonja Kusmin | SVP People & Culture Member of the Executive Management Team since 2024. Ms. Kusmin holds a Master's degree in Business and Administration from the University of Jyväskylä. She has held leadership roles in human resources, financial planning, and administration at Nordic Semiconductor, Analog Devices, and National Semiconductor. Since joining Nordic in 2014, she has worked on HR strategy and organizational development and is currently holding position as SVP People and Culture. Ms. Kusmin is based in Oulu, Finland. Holdings in the company: 2,801 shares and 5,275 RSUs and 6,109 performance shares 2025 Message from the CEO Nordic at a glance Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices 22 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks Geir Langeland | EVP Sales and Marketing Member of the Executive Management Team since 2005. Mr. Langeland has a Bachelor of Engineering (Honours) degree in Electronics from University of Manchester Institute of Science and Technology (UMIST). He started as a Product Manager Standard Components in Nordic Semiconductor in 1999, before being appointed as a member of the Executive Management Team in 2005. Before joining Nordic, Mr. Langeland worked as Field Sales/Applications Engineer in Memec Norway, a leading global electronic components distribution company. Geir Langeland is based in Oslo, Norway. Holdings in the company: 224,411 shares and 15,620 RSUs and 18,482 performance shares Ole-Fredrik Morken | EVP Supply Chain Member of the Executive Management Team since 2010. Mr. Morken joined the company as an Analog IC designer in 1994 and has since held numerous positions related to Project- and Supply Chain Management, including a brief employment for SensoNor ASA in 1999. Mr. Morken holds a Master's degree in Electronics Engineering from Norwegian University of Science and Technology (NTNU). Ole-Fredrik Morken is based in Oslo, Norway. Holdings in the company: 207,721 shares and 13,252 RSUs and 15,845 performance shares Øyvind Strøm | EVP BU Short-Range Member of the Executive Management Team since 2024. Mr. Strøm holds a Master of Science degree from Delft University of Technology and a PhD in Computer Architecture from the Norwegian University of Science and Technology. He comes with more than 25 years of experience from the semiconductor industry where he has held various global product- and business leadership roles. In 2000 Mr. Strøm joined Atmel where he headed the global microcontroller business, and has held similar positions with Microchip Technology after their acquisition by Atmel in 2016. He joined Nordic from the position as CEO of the Schibsted owned company Sentinel Software. Øyvind Strøm is based in Trondheim and Oslo, Norway. Holdings in the company: 10,000 shares and 10,599 RSUs and 13,399 performance shares Ståle "Steel" Ytterdal | SVP IR Member of the Executive Management Team since 2019. Mr. Ytterdal holds a Bachelor of Electronics Engineering and Business Administration from NKI College of Engineering in Oslo, Norway. He worked several years in Ericsson Standard Component before starting in Nordic as Regional Sales Manager for Asia and the Pacific in 2001. Between 2004 and 2019, Mr. Ytterdal was stationed in Hong Kong as Director of Sales & Marketing in APAC, establishing Nordic's presence in the region. He also held a position as Director of the Board of the Norwegian Chamber of Commerce in Hong Kong from 2005-2008. Mr. Ytterdal moved back to Oslo, Norway in 2019, where he now has his base. Holdings in the company: 143,708 shares and 8,766 RSUs and 10,092 performance shares 2025 Message from the CEO Nordic at a glance Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices 23 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks 2025 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks 01 Message from the CEO 02 Nordic at a glance Financial Nordic reported revenue of USD 668 million for 2025 representing a 31% increase compared to 2024. This reflects that Nordic has retained a strong competitive position in a recovering Short-range market, built a gradually stronger position in both cellular and satellite within Long-range, and added Cloud services revenue with the strategic acquisition of Memfault. Short-range revenue increased by 28% to USD 625 million, while Long-range revenue doubled to USD 34 million. The 2025 adjusted gross margin was 51% and adjusted EBITDA margin was 10%. Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices 24 Review of the annual accounts Nordic prepares consolidated annual accounts in accordance with IFRS (International Financial Reporting Standards) as approved by the EU, relevant interpretations, and the Norwegian Accounting Act. A summary of internal controls related to the accounting process can be found in the Corporate Governance section of this Annual Report. The Group has identified gross margin, adjusted gross profit, adjusted gross margin, EBITDA, EBITDA margin, adjusted EBITDA, adjusted EBITDA margin, total operating expenses and cash operating expenses as Alternative Performance Measures in addition to the financial information, as prepared in accordance with IFRS as adopted by the EU. Please see the separate chapter on Alternative Performance Measures for further details. Income statement The Group classifies its revenues by technology and end-user markets. Nordic reports on the revenue contribution from Short-range wireless components (Short-range), Long-range wireless components (Long-range), and Other. Short-range includes multiprotocol products including Bluetooth Low Energy, Thread, Zigbee, and Matter as well as proprietary products, whereas Long-range includes cellular products, proprietary products and Cloud services, including the recently acquired Memfault business. The Other category includes the early- stage businesses in PMIC and Wi-Fi as well as ASIC components and development tools. USDm 2025 2024 Change Short-range 625.4 487.3 28.3% Long-range 33.6 17.0 98.2% Other 8.7 7.1 21.4% Total 667.6 511.4 30.5% Revenue by technology Total revenue increased by 30.5% to USD 667.6 million in 2025, up from USD 511.4 million in 2024. This increase reflects that Nordic has retained a strong competitive position in a recovering Short-range market and built a gradually stronger position in cellular within Long-range. Revenue from Short-range increased by 28.3% to USD 625.4 million in 2025. Short-range accounted for 94% of total revenue in 2025. The revenue level demonstrates the persisting competitive strength of Nordic's product portfolio in the nRF52 and nRF53 Series products. Revenue contribution from the new and groundbreaking nRF54 Series products was limited in 2025 and will start to contribute meaningfully to revenue from 2026 onwards. Revenue from Long-range doubled to USD 33.6 million in 2025. The increase reflects higher demand on the back of the nRF9151 launch late 2024 with sales to a broader set of industrial verticals. The growth also reflects increasing Cloud services revenue after the acquisition of Memfault, which has performed in line with the expectations outlined in connection with the acquisition. Other revenue increased by 21.4% to USD 8.7 million in 2025. This includes the early-stage businesses in PMIC and Wi-Fi, where commercial progress continues to depend on expansion of the product portfolios and broader customer adoption. Short-range and cellular components by end-product markets USDm 2025 2024 Change Consumer 400.3 349.6 14.5% Industrial & healthcare 244.5 146.8 66.5% Other 20.5 12.5 64.2% Total 665.3 508.9 30.7% The Group reports on the three end-user markets Consumer, Industrial and Healthcare, and Other. Consumer revenue increased by 14.5% in 2025. The growth was relatively modest, following last year's especially strong demand in PC accessories and gaming/VR. Industrial & healthcare revenue increased by 66.5% in 2025 to USD 244.5 million. The increase partly reflects the strong growth in Long-Range including services, which mainly is Industrial customers. The Group continues to view healthcare as a market with potentially disruptive growth possibilities and one of the key growth drivers for combined short-and long-range products and solutions. However, revenues are still dependent on a relatively small number of customers and are hence prone to wide variations. Other revenue increased by 64.2% in 2025 to USD 20.5 million. Gross profit USDm 2025 2024 Change Gross profit 346.0 242.0 43.0% Gross margin 51.8% 47.3% 4.5 p.p. Adjusted gross profit 341.1 252.0 35.4% Adjusted gross margin 51.1% 49.3% 1.8 p.p. Gross profit amounted to USD 346.0 million, an increase of 43.0% from the previous year. Hence, gross margin increased to 51.8% in 2025 from 47.3% in 2024. Reported gross margin included a partial reversal of a write-down of long-range components made in 2024. Adjusted gross margin was 51.1%, reflecting an improvement of 1.8 percentage from 2024. Adjusted gross margin excludes the impact of the inventory write-down recognized in 2024 and the corresponding partial reversal in 2025. This improvement from 2024 was primarily driven by changes in customer and product mix, higher sales in the broad market, and positive contribution from Cloud services revenue after the Memfault acquisition. 2025 Message from the CEO Nordic at a glance Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices 25 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks Operating expenses USDm 2025 2024 Change Payroll expenses 194.0 170.3 13.9% Other OPEX 85.8 76.9 11.6% OPEX excl. D&A 279.8 247.2 13.2% Depr., amort & impairments 43.1 40.6 6.1% Total 322.8 287.8 12.2% Operating expenses excluding depreciation and amortization amounted to USD 279.8 million in 2025. This was an increase of 13.2% from USD 247.2 million in 2024. The increase in expenses is due to a combination of increase in variable compensation, salary adjustments, acquisition of Memfault and Neuton.AI and a weaker USD, offset by restructuring costs in the prior year. Measured by function, R&D accounted for USD 174.7 million of operating expenses in 2025, compared to USD 161.2 million excluding restructuring costs in 2024. R&D intensity, measured as a percentage of revenue, decreased from 32% in 2024 to 26% in 2025. This is primarily due to revenue growth. Nordic has a strong commitment to innovation, and will continue to target a long term R&D investment level of 15%-20% of revenue in existing and new markets. SG&A increased to USD 99.8 million from USD 82.8 million excluding restructuring costs in 2024. As a percentage of revenue, SG&A decreased from 16% in 2024 to 15% in 2025 due to both revenue fluctuations and cost development. Total cash operating expenses amounted to USD 278.8 million in 2025, when adjusting for non-cash items, capitalized development expenses, equity-based compensation, and depreciation, amortization and impairments. This was an increase from USD 254.9 million in 2024. Nordic capitalized USD 15.6 million development expenses in 2025, down from USD 19.3 million in 2024. The reduced capitalization of development costs in 2025 reflects lower allocation of resources to projects in development phases where capitalization is applicable. Equity-based compensation was USD 16.6 million in 2025, compared to USD 11.7 million in 2024. See the section on Alternative Performance Measures for more details. EBITDA and operating profit USDm 2025 2024 Change EBITDA 66.3 -5.2 NA EBITDA margin 9.9% -1.0% 10.9 p.p. Adjusted EBITDA 66.5 8.0 735.2% Adjusted EBITDA margin 10.0% 1.6% 8.4 p.p. Operating profit (EBIT) 23.2 -45.8 NA EBIT margin 3.5% -9.0% 12.4 p.p. Earnings before interest, tax, depreciation, and amortization (EBITDA) amounted to USD 66.3 million, an increase from negative USD 5.2 million in 2024. The corresponding EBITDA margin increased 10.9 percentage points to 9.9%. Adjusted EBITDA totaled USD 66.5 million, equivalent to a margin of 10.0% in 2025. This compares to an Adjusted EBITDA of USD 8.0 million and a margin of 1.6% in 2024. The adjustment reflects that a portion of the consideration for the acquisition of Memfault is in the form of a share-based remuneration program to retain key employees over a three-year period. This portion of the total consideration is being expensed over the length of the program rather than capitalized as an investment. In addition, Adjusted EBITDA excludes the positive impact from the reversal of previously written down inventory. Depreciation, amortization and impairments amounted to USD 43.1 million in 2025, compared to USD 40.6 million in 2024. The increase was partially driven by a USD 2.0 million write-down of a previously capitalized R&D project. Operating profit (EBIT) amounted to USD 23.2 million, compared to a loss of USD 45.8 million in 2024. The EBIT margin increased to 3.5% in 2025 from -9.0% in 2024. Net financial items USDm 2025 2024 Net interest -3.3 -0.9 Net financial items -6.9 3.8 Total -10.2 2.9 Nordic had a net interest expense of USD 3.3 million in 2025, compared to a net interest expense of USD 0.9 million in 2024. In 2025, the net interest is influenced by the bond and the bridge loan taken in connection with the acquisition of Memfault. Profits and taxes USDm 2025 2024 Profit before tax 12.6 -43.2 Income tax expense 3.7 4.7 Net profit after tax 16.4 -38.5 The Group recognized a tax gain of USD 3.7 million in 2025, compared to a tax gain of USD 4.7 million in 2024. The parent company's statutory tax rate is 22%. The Group presents its accounts in USD, with the parent company's profits translated into NOK for taxation purposes. The tax income in 2025 is mainly due to currency losses from translating the accounts into NOK. Taxes payable amounted to USD 2.6 million in 2025, compared to USD 1.8 million in 2024. 2025 Message from the CEO Nordic at a glance Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices 26 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks Financial position Balance sheet Nordic had total assets of USD 983.4 million at the end of 2025, of which USD 582.8 million were current assets and USD 400.5 million were non-current assets. These assets were financed by total equity of USD 679.6 million at the end of 2025, non-current liabilities of USD 158.4 million, and current liabilities of USD 145.4 million. Current assets were USD 582.8 million at the end of 2025, compared to USD 553.3 million at the end of 2024. This included cash and cash equivalents of USD 307.4 million at the end of 2025, up from USD 287.9 million at the end of 2024. Inventory decreased to USD 155.0 million from USD 171.9 million at the end of 2024. Accounts receivable increased to USD 93.5 million from USD 66.4 million at the end of 2024, reflecting higher revenue. Overall, net working capital amounted to USD 145.7 million, compared to USD 174.2 million at the end of 2024. Measured as a percentage of full year revenue, net working capital decreased to 21.8% from 34.1% at the end of 2024. This reflects lower inventory and higher accounts payable in 2025, combined with higher revenue, which reduces net working capital as a percentage of revenue. Non-current assets increased to USD 400.5 million at the end of 2025 compared to USD 253.4 million at the end of 2024. The increase is primarily attributable to the acquisition of Memfault and the recognition of goodwill and identifiable intangible assets as part of the purchase price allocation, see Note 13: Business combinations for further information. Fixed assets totaled USD 28.8 million at year end, up from USD 22.0 million in 2024. Software and other intangible assets increased to USD 54.1 million from 13.8 million reflecting the purchase of IP and core technology assets from Neuton.AI. Capitalized development expenses increased to USD 52.9 million from USD 50.1 million at the end of 2024. Total shareholders' equity amounted to USD 679.6 million at the end of 2025, up from USD 569.8 million at the end of 2024. The increase reflects both the net profit, and a share issue in which the Group raised gross proceeds of USD 105 million. The Group equity ratio was 69.1% at the end of 2025, compared to 70.6% at the end of 2024. Total liabilities amounted to USD 303.8 million in 2025, compared to USD 236.9 million at the end of 2024. Non-current liabilities increased to USD 158.4 million from USD 133.9 million, mainly due to currency effects on the issued NOK bond. Deferred tax liabilities are related to recognized intangible assets in connection with the acquisition of Memfault, see Note 13: Business combinations for details. Lease liabilities of USD 50.8 million are included in the non-current liabilities. Current liabilities increased to USD 145.4 million, from USD 103.1 million at the end of 2024. The increase is mainly explained by an increase in accounts payable and in other current liabilities. Cash flow and funding USDm 2025 2024 Net cash flow from: Operating activities 115.7 60.4 Investing activities -162.3 -29.6 Financing activities 51.1 -23.2 Currency adj. 15.1 -10.7 Net change in cash and cash equivalents 19.5 -3.0 Cash and cash equivalents 1.1 287.9 291.0 Cash and cash equivalents 31.12 307.4 287.9 Cash flow from operating activities was USD 115.7 million in 2025, compared to USD 60.4 million in 2024. The strong operating cash flow in 2025 was primarily driven by higher EBITDA and lower working capital. Cash flow used for investing activities had an outflow of USD 162.3 million in 2025, compared to an outflow of USD 29.6 million in 2024. The change is primarily attributable to two acquisitions. The acquisition of Memfault resulted in a net cash outflow of USD 105.3 million (net of acquired cash), while capital expenditure increased to USD 40.8 million from USD 9.8 million, mainly due to the purchase of IP and core technology assets from Neuton.AI. Capitalized development expenses decreased to USD 15.6 million from USD 19.3 million due to regular variation between projects in capitalization phase. Cash flow from financing activities was an inflow of USD 51.1 million in 2025 compared to an outflow of USD 23.2 million in 2024. The cash inflow in 2025 mainly reflects the capital increase of net USD 102.9 million completed in Q3 2025. The cash inflow was partially offset by share buybacks under two programs: one related to the Memfault founders' reinvestment in Nordic, and one related to the Group's long-term equity-linked incentive programs. Including the effect of exchange rates, net change in cash and cash equivalents was a cash inflow of USD 19.5 million in 2025, compared to a cash outflow of USD 3.0 million in 2024. Cash and cash equivalents increased to USD 307.4 million at the end of 2025, from USD 287.9 million at the end of 2024. To minimize the impact of currency fluctuations, the cash is primarily held in the Group's functional currency, USD, except for the cash and cash equivalents maintained in NOK to counterbalance the bond exposure in NOK. In addition to cash at hand, Nordic has undrawn revolving credit facility (RCF) of USD 200 million. In total, available cash amounted to approximately USD 507 million at the end of 2025. Disciplined cash management is a key priority for the Group, as a strong financial position is required to realize the Group's strategic priorities and growth opportunities. The Board of Directors assesses the liquidity position as adequate given the Group's current activity level, investment plans, and business outlook. 2025 Message from the CEO Nordic at a glance Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices 27 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks 2025 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks 01 Message from the CEO 02 Nordic at a glance Risk management The Group's corporate level risk management framework aims to proactively identify, assess and manage risks that may impact the Group's ability to achieve its strategic objectives. Risk management is integrated into planning, capital allocation and operational decision-making processes. The Executive Management Team (EMT) is accountable for managing risks and opportunities at a consolidated corporate level. The Board of Directors oversees risk management through reviews of key risk exposures and controls twice a year, and ongoing oversight of material operational and business initiatives. Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices 30 Risk factors 28 2025 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks 01 Message from the CEO 02 Nordic at a glance Nordic Semiconductor's risk framework Risk Influence Impact Strategic risks Cyclical nature of semiconductor industry Constraints in the supply of wafers and assembly & test capacity Customer concentration Attraction and retention of key talent Competitiveness of Nordic products Adverse global economic conditions, geopolitical risks and trade tensions Uncertainty arising from the emergence of artificial intelligence and machine learning Operational, Financial & Legal risks Product ramp Product liability warrant claims Product security Credit risk Intellectual property rights Information security and cyber risks Acute physical events and natural disaseters Failure to comply with regulatory requirements Exchange rate and interest rate risk Framework Nordic has a well-established corporate level risk framework to manage risks and opportunities that may impact the strategic objectives in a proactive and systematic manner. Risks are evaluated by the Executive Management Team and put into actions and priorities proportionate to identified risks and opportunities to reach or maintain target risk levels. Process The Board of Directors oversee risk management through biannual reviews of the Group's most important areas of exposure and internal controls, and on an ongoing basis in relation to the assessment of specific projects or other matters of regular business. Categories Nordic utilizes a methodology to assess risks within six categories: Strategic, Operational, Financial, Legal & Compliance, Climate & Environmental and Social, and rates likelihood and impact, as well as how Nordic may influence the risks as means of prioritizing appropriate risk mitigating measures. 100% High 75% Medium 50% Low 25% Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices 29 ‌Risk factors In conducting business, the Group faces risks that may affect its objectives. Based on the information currently available to the Group, the key risks are outlined below. While the Group implements risk mitigation measures, certain risks may still materialize, and additional risks may arise as market, regulatory, and geopolitical conditions evolve. The risks described in this section should therefore be considered carefully. For further details on environmental, climate-related, and other sustainability-related risks, please refer to the Sustainability statement section of the Annual Report. Theme Risk Response Cyclical nature of the semiconductor industry The semiconductor industry is inherently cyclical and characterized by periodic fluctuations in demand and supply that can significantly impact the financial performance and stability of companies operating within this sector. The industry faces rapid technological shifts, swift product obsolescence, volatile pricing, evolving standards, short life cycles, and erratic supply and demand, which contribute to cyclical volatility. Downturns are often associated with maturing product cycles of semiconductor companies and their customers' products, inventory corrections and macroeconomic slowdowns, and may result in reduced product demand, declines in average selling prices, decreased revenues, underutilized production capacity and increasing inventory levels. In addition, recent imbalances between supply and demand for certain semiconductor components, such as memory chips, may result in price increases and higher input costs for end-product manufacturers. Higher component costs can lead to higher prices for finished consumer products and may reduce end-customer demand. Lower demand for such products may in turn reduce demand for complementary products that use other semiconductor components, including connectivity solutions supplied by the Group. Nordic has historically experienced adverse effects on its results of operations and cash flows during such downturns, primarily in the form of decreased revenue due to reduced demand from end-customers and increased inventory levels. The Group may experience similar adverse effects in future cycles, which could be severe or prolonged. The Group's ability to reduce costs during downturns through reductions in capital expenditure and research and development expenses or other means may be constrained by the need to maintain its competitive position. Nordic maintains a strong balance sheet with sufficient liquidity to withstand periods of reduced demand. The Group continues to invest in research and development strategically to support its position at the forefront of technological innovation, which can provide a competitive edge and potentially stabilize revenue streams during industry downturns. As a fabless company, Nordic retains operational flexibility by leveraging its ability to adjust inventory levels more swiftly and with lower overhead costs compared to traditional manufacturers, which supports resilience during industry downturns. 2025 Message from the CEO Nordic at a glance Financial statements Responsibility statement 06 Audit opinion letter Alternative Performance Measures Appendices 30 03 Report from the Board of Directors Our group Financial Risk management Sustainability statement Environment Social Governance Outlook Concluding remarks

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