Individual parent company and consolidated financial statements as at December 31, 2025 and independent auditor's report - Report of the independent auditor on the individual and consolidated financial statements

(A free translation of the original in Portuguese)

Tecnisa S.A.

To the Managers and Shareholders Tecnisa S.A.

We have examined the individual parent company financial statements of Tecnisa S.A. ("Company"), which comprise the balance sheet as of December 31, 2025 and the respective statements of income, comprehensive income, changes in shareholders' equity and cash flows for the year then ended, as well as the consolidated financial statements of the Company and its subsidiaries ("Consolidated"), which comprise the consolidated balance sheet as of December 31, 2025 and the respective consolidated statements of income, comprehensive income, changes in shareholders' equity and cash flows for the year then ended, as well as the corresponding explanatory notes, including material accounting policies and other elucidative information.

In our opinion, the above-mentioned financial statements present fairly, in all material respects, the equity and financial position of the Company and the Company and its subsidiaries as of December 31, 2025, the performance of their operations and their respective cash flows, as well as the consolidated performance of their operations and their consolidated cash flows for the year then ended, in accordance with the accounting practices adopted in Brazil and the international accounting standards (IFRS Accounting Standards), applicable to real estate development entities in Brazil, registered with the Brazilian Securities Commission ("CVM").

Our audit was conducted in accordance with Brazilian and international auditing standards. Our responsibilities in accordance with these standards are described in the section entitled "Auditor's responsibilities for auditing individual and consolidated financial statements". We are independent from the Company and its subsidiaries, in accordance with the relevant ethical principles set forth in the Code of Professional Ethics for Accountants and in the professional standards issued by the Federal Accounting Council, applicable to audits of financial statements of public interest entities in Brazil, and we comply with other ethical responsibilities in accordance with these standards. We believe that the audit evidence obtained is sufficient and appropriate to support our opinion.

https://www.pwc.com.br

PricewaterhouseCoopers Auditores Independentes Ltda. Avenida Brigadeiro Faria Lima, 3732, Edifício B32, 16o, São Paulo, SP, Brazil, 04538-132

T: +55 (11) 4004-8000

Tecnisa S.A.

As described in Note 2.1, the individual parent company and financial statements been prepared in accordance with the accounting standard CPC 21, and International Accounting Standard (IAS) 34, applicable to Brazilian real estate development entities, registered with the CVM. Accordingly, the accounting policy adopted by the Company for the recognition of revenue from the sale of real estate units under construction, as regards to timing of transfer of control, is in accordance with the guidance in CVM Circular Letter/CVM/SNC/SEP 02/2018 as to the application of Technical Pronouncement NBC TG 47 (IFRS 15). Our opinion is not qualified in respect of this matter.

Topics

Why it is

a PAA

As the

subject was led

Key Audit Matters are those that, in our professional judgment, were the most significant in our audit of the current year. These matters have been dealt with in the context of our audit of the individual parent company and consolidated financial statements as a whole and in forming our opinion on these individual and consolidated financial statements and therefore we do not express a separate opinion on these matters.

The Company and its subsidiaries recognize revenue from contracts for the sale of real estate units under construction through the Percentage of Completion ("POC") method.

The POC method requires Management to estimate future costs through to completion of the units and the date of and delivery of the to the customer which requires the proportion of costs already incurred to be determined.

This proportion is applied to the sale value of the units sold, adjusted pursuant to the conditions of the sales contracts, determining the amount of sales revenue to be recognized in each period.

We treated this as a key audit matter in view of the complexity of the revenue recognition process, which requires Management to determine projected cost and establish the stage of completion. The selection of different criteria or estimates could materially affect the amount of revenue recognized in the year.

Our audit approach considered, among others, the following procedures:

Obtaining an understanding of the processes and the main internal controls over the recognition of sales revenue from real estate units under construction, as well as the preparation and projection of future costs yet to be incurred.

Testing the costs incurred, on a sample basis, through the inspection of contracts, tax documents and proof of payments matching these to the corresponding accounting records and through auxiliary ledgers, as well as performing on-site inspections of selected works.

Reviewing, on a sample basis, project details and the budgets for construction costs and their respective approvals, including works reports issued by external specialists, comparing budgets with the respective contracts.

Comparing the financial indices used to update

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Tecnisa S.A.

future cost estimates with the respective market indices, reperforming the calculation from the historical information to update the budgeted costs yet to be incurred.

Comparing, for selected completed projects, the total final costs to original budgeted costs in order to back-test the accuracy of the budgeting process and investigating any significant differences.

Inspecting sales contracts and financial settlement receipts for a sample of the sales of real estate units under construction, as well as recalculating sales revenue and receivables adjusted by the contractual index, taking into account any contractual penalties.

During the course of our audit, we identified deficiencies in internal controls over the costings of the works and related budgets; this led us to adjust the scope of our planned substantive procedures to assure sufficient and appropriate audit evidence was obtained.

On the basis of these procedures, we consider that the estimates made by Management in recognizing the sales revenue from real estate units under construction, as well as the corresponding disclosures, to be consistent with the information obtained in our audit.

The Company and its subsidiaries have loans, financing and debentures totaling R$ 711,062 thousand as of December 31, 2025, which include restrictive contractual clauses ("covenants") requiring compliance with certain financial ratios, among other conditions, in addition to granting creditors, in the event of noncompliance, the right to declare the early maturity of these loans (Notes 1 and 10).

On December 31, 2024 and during the year ended December 31, 2025, the Company had

Our audit approach considered, among others, the following procedures:

Understanding the design and effectiveness of the significant internal controls used by Management to identify, evaluate and conclude as to the Company's compliance with the loan, financing and debenture covenants in the agreements.

Reading of loans, financing and debentures contracts.

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Tecnisa S.A.

breached the financial ratio limits of the covenants though had obtained formal waivers, prior to the year end, from the creditors for these cases of noncompliance. As part of its restructuring initiative, the Company placed an issue of debentures, granting it an 18-month grace period from covenant compliance. The debenture proceeds were used to settle then existing loans thereby lengthening the debt tenure profile.

Because of the significance of the balances and the sensitivity to the Company's liquidity risk, we treated this as a key audit matter.

Obtaining circularization responses from financial institutions requesting confirmation of the terms of financing and reconciling these to the accounting records.

Reviewing Management's analysis of the restrictive contractual clauses and consistency in applying its understanding to the financing agreements.

Recalculating financial covenants and assessing compliance.

Obtaining and analyzing, together with our specialists, the cash projections prepared by Management for the 12 months following the latest balance sheet date.

Evaluating the implications of the waivers granted.

Assessing whether the disclosures made by Management in the financial statements are appropriate.

On the basis of these procedures, we consider that the processes adopted by Management to be consistent with its assessment and with the disclosures in the notes to the financial statements, in the context of the financial statements taken as a whole.

The individual parent company and consolidated Statements of Value Added for the year ended December 31, 2025, prepared under the responsibility of the Company's management and presented as supplementary information for IFRS Accounting Standards purposes, were submitted to audit procedures performed in conjunction with the audit of the Company's financial statements. For the purposes of forming our opinion, we evaluated whether these statements are reconciled with the financial statements and accounting records, as applicable, and if their form and content are in accordance with the criteria defined in Technical Pronouncement CPC 09 - "Statement of Value Added". In our opinion, these Statements of Value Added have been properly prepared in all material respects, in accordance with the criteria established in the Technical Pronouncement, and are consistent with the individual parent company and consolidated financial statements taken as a whole.

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Tecnisa S.A.

The Company's Management is responsible for this other information that comprises the Management Report.

Our opinion on the individual parent company and consolidated financial statements does not cover the Management's Report and we do not express any form of audit conclusion on this report.

In connection with the audit of the individual parent company and consolidated financial statements, our responsibility is to read the Management Report and, in doing so, to consider whether that report is materially inconsistent with the financial statements or with our knowledge gained from the audit or otherwise appears to be materially distorted. If, based on the work carried out, we conclude that there is a material misstatement in the Management Report, we are required to communicate this fact. We have nothing to report on this.

The Company's Management is responsible for the preparation and proper presentation of the individual parent company and consolidated financial statements in accordance with the accounting practices adopted in Brazil and the international accounting standards (IFRS Accounting Standards), applicable to real estate development entities in Brazil, registered with the CVM, and for the internal controls that it has determined to be necessary to allow the preparation of financial statements free of material misstatement, regardless of whether caused by fraud or error.

In the preparation of the individual parent company and consolidated financial statements, Management is responsible for assessing the ability of the Company and its subsidiaries, as a whole, to continue operating, disclosing when applicable matters related to its operational continuity and the use of this accounting basis in the preparation of the financial statements, unless Management intends to liquidate the Company and its subsidiaries, as a whole, or cease operations, or have no realistic alternative to avoid the closure of operations. Those responsible for the Company's governance are those responsible for supervising the process of preparing the financial statements.

Our objectives are to obtain reasonable assurance that the individual parent company and consolidated financial statements, taken together, are free from material misstatement, regardless of whether caused by fraud or error, and to issue an audit report containing our opinion. Reasonable assurance is a high level of assurance, but not a guarantee that the audit carried out in accordance with Brazilian and international auditing standards always detects any material misstatements that exist. Misstatements may be due to fraud or error and are considered material when, individually or in combination, they may influence, within a reasonable perspective, the economic decisions of users made based on such financial statements.

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Tecnisa S.A.

As part of an audit conducted in accordance with Brazilian and international auditing standards, we exercise professional judgment and maintain professional skepticism throughout the audit. In addition:

• We identify and assess the risks of material misstatement in the individual and consolidated financial statements, regardless of whether caused by fraud or error, plan and execute audit procedures in response to such risks, as well as obtain

  Appropriate audit evidence sufficient to substantiate our opinion. The risk of not detecting material misstatement resulting from fraud is greater than that arising from error, as fraud may involve the act of circumventing internal controls, collusion, falsification, omission, or intentional misrepresentation.

• We obtain an understanding of the internal controls relevant to the audit in order to plan audit procedures appropriate to the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal controls of the Company and its subsidiaries.

• We evaluate the adequacy of the accounting policies used and the reasonableness of the accounting estimates and respective disclosures made by Management.

• We conclude on the adequacy of Management's use of the going concern accounting basis and, based on the audit evidence obtained, whether there is material uncertainty regarding events or conditions that may raise significant doubt regarding the Company's and its subsidiaries' ability to continue operating as a whole. If we conclude that material uncertainty exists, we shall draw attention in our audit report to the respective disclosures in the individual and consolidated financial statements or include a modification in our opinion if the disclosures are inadequate. Our conclusions are based on the audit evidence obtained as of the date of our report. However, future events or conditions may lead the Company and its subsidiaries, as a whole, to no longer remain in operational continuity.

• We evaluate the overall presentation, structure and content of individual and consolidated financial statements, including disclosures, and whether those financial statements represent the corresponding transactions and events in a manner consistent with the objective of fair presentation.

• We plan and execute the group audit to obtain appropriate and sufficient audit evidence regarding the financial information of the entities or business units of the group as a basis for forming an opinion on the individual and consolidated financial statements. We are responsible for directing, supervising and reviewing the audit work carried out for the purposes of the group's audit and consequently for the audit opinion.

We communicate with those charged with governance about, among other things, the scope and timing of planned audit engagements and significant audit findings, including significant deficiencies in internal controls that may have been identified during our engagements.

We also provide those charged with governance a statement that we comply with relevant ethical requirements, including applicable independence requirements, and communicate any relationships or matters that could materially affect our independence, including, where applicable, actions taken to eliminate threats to our independence or safeguards applied.

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Tecnisa S.A.

Of the matters that were the subject of communication with those responsible for governance, we determined those that were considered as most significant in the audit of the financial statements for the current year and that, therefore, constitute the Key Audit Matters. We describe these matters in our audit report unless law or regulation has prohibited public disclosure of the matter, or when, in extremely rare circumstances, we determine that the matter should not be reported in our report because the adverse consequences of such communication may, within a reasonable perspective, outweigh the benefits of the communication to the public interest.

São Paulo, March 25, 2026

PricewaterhouseCoopers Auditores Independentes Ltda. CRC 2SP000160/O-5

Mairkon Strangueti Nogueira Counter CRC 1SP255830/O-3

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TECNISA S.A.

BALANCE SHEETS

In thousands of Brazilian Reais (R$)

ASSETS

Note Parent Consolidated 12/31/2025 12/31/2024 12/31/2025 12/31/2024

LIABILITIES

Note Parent Consolidated 12/31/2025 12/31/2024 12/31/2025 12/31/2024

CURRENT

Cash and cash equivalents 4.1

Securities 4.2

Accounts receivable from 5

customers

Dividends receivable 9.e Other receivables

Properties held for sale 6

Prepaid expenses

4,101 2,594 4,101 2,594

Receivables from real estate business partners

Taxes recoverable Total current assets

8

296 1,643 11,510 14,162

312,209 109,896 493,526 545,646

Down payments from customers 12

Income tax and social contribution payable

- - 53,670 66,386

- - 2,190 2,972

customers

14,870 - 14,870 -

- - 71,585 86,574

672 1,003 4,527 3,284

39,799 28,815 13,492 3,780

6,492 8,160 13,723 34,012

38,514 27,616 53,676 82,931

- - 42,000 -764,122 1,024,710 419,575 489,145

- - 44,800 46,300

2,251 4,610 3,126 6,187

7,609 10,384 7,609 10,384

874,329 1,114,876 704,257 793,424

NON-CURRENT

Loans and financing Debentures

Payable for real estate acquisition Provision for long-term incentive plan Down payments from customers Provision for risks

Provision for guarantees

Participation in consortia Deferred taxes and contributions Provision for losses on investees Other payables

Total noncurrent liabilities

10

10

11

23

12

13.a

13.c

14

9

20,519 20,132 20,519 20,132

484,395 436,286 484,395 436,286

- - 111 552

459 498 459 498

- - 4,106 32,740

7,961 3,181 30,813 36,939

- - 10,934 5,817

- - 1,703 1,703

- - 390 742

39,767 33,036 3,497 3,255

475 1,759 6,356 8,856

553,576 494,892 563,283 547,520

TOTAL ASSETS 1,186,538 1,224,772 1,197,783 1,339,070

EQUITY

Share capital

Share issuance expenses Shareholder transactions Accumulated deficit

Shareholders' equity attributable to noncontrolling shareholders

Total shareholders' equity

16

16.b

1,868,316 1,868,316 1,868,316 1,868,316

(39,682) (39,682) (39,682) (39,682)

4,109 - 4,109 -

(1,546,980) (1,446,319) (1,546,980) (1,446,319)

285,763 382,315 285,763 382,315

- - 6,180 3,483

285,763 382,315 291,943 385,798

TOTAL LIABILITIES AND EQUITY 1,186,538 1,224,772 1,197,783 1,339,070

The notes are an integral part of the individual parent company and consolidated financial statements.

TECNISA S.A.

STATEMENTS OF INCOME

Year ended December 31

(In thousands of Brazilian Reais (R$), except for loss per share Note

Parent

Consolidated

01/01/2025

to

01/01/2024

to

01/01/2025

to

01/01/2024

to

12/31/2025 12/31/2024 12/31/2025 12/31/2024

(OPERATING LOSS) BEFORE FINANCIAL RESULT

FINANCIAL RESULT

Financial expenses Financial income

LOSS BEFORE INCOME TAX AND SOCIAL CONTRIBUTION

Income tax and social contribution - current Income tax and social contributions - deferred

LOSS FOR THE YEAR

EARNINGS (LOSS) ATTRIBUTED TO SHARE:

Parent's shareholders Non-controlling interests

(10,035) (54,807) (35,113) (107,429)

EARNINGS (LOSS) PER SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS

Basic

Diluted

The notes are an integral part of the individual parent company and consolidated financial statements.

TECNISA S.A.

STATEMENTS OF COMPREHENSIVE INCOME

Year ended December 31

(In thousands of Brazilian Reais - R$)

Parent Consolidated

01/01/2025

01/01/2024

01/01/2025 01/01/2024

to 12/31/2025

to 12/31/2024

to 12/31/2025

to 12/31/2024

Parent's shareholders

530 (2,641)

(100,131) (151,053)

The notes are an integral part of the individual parent company and consolidated financial statements.

TECNISA S.A.

STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

Year ended December 31

(In thousands of Brazilian Reais - R$)

Attributable to Parent shareholders

Total

Note Capital Share Capital Shareholder

Transactions

Acumulated deficit

Non- equity

The notes to the financial statements are an integral part of the individual parent company and consolidated financial statements.

TECNISA S.A.

STATEMENTS OF CASH FLOWS - INDIRECT METHOD

Years ended December 31

(In thousands of Brazilian Reais - R$)

Parent Consolidated

Changes in assets and liabilities Accounts receivable

Other receivables Properties held for sale Prepaid expenses Taxes recoverable Sundry receivables Suppliers

Taxes, contributions, and wages Advances from customers Related parties and shareholder

transactions

- -

18,194 (6,849)

- -

56 (100)

1,678 1,350

1,409 2,615

CASH FLOW FROM INVESTING ACTIVITIES

CASH AND CASH EQUIVALENTS

At the beginning of the year At the end of the year

NET INCREASE IN CASH AND CASH EQUIVALENTS

The notes to the financial statements are an integral part of the individual parent company and consolidated financial statements.

TECNISA S.A.

STATEMENTS OF VALUE ADDED

Year ended December 31

(In thousands of Brazilian Reais - R$)

The notes to the financial statements are an integral part of the individual parent company and consolidated financial statements.

TECNISA S.A.

NOTES TO THE INDIVIDUAL PARENT COMPANY AND CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2025 AND 2024

(Amounts expressed in thousands of Brazilian Reais (R$), unless otherwise indicated)

1. OPERATIONS

   Tecnisa S.A. ("Company") is a publicly traded corporation with a registered address at Avenida Nicolas Boer, 399, São Paulo - SP, Brazil, and listed on B3 S.A. in the Novo Mercado segment under the ticker symbol TCSA3.

   The Company's corporate purpose and primary business activities include the acquisition, purchase, and sale of completed or under-construction residential and commercial properties, land, and real estate interests; the construction of properties; and the provision of real estate consulting services. The Company may carry out its activities independently or in conjunction with other entities, through participation in wholly-owned subsidiaries, jointly controlled entities, or affiliated companies.

   Since the Company's IPO in 2007, a significant part of its business plan has focused on the development of the Jardim das Perdizes neighborhood. The first towers blocks in the neighborhood were developed between 2013 and 2016, and it continues new project launches having been granted Additional Construction Potential Certificates ("CEPAC") in December 2023 following the Água Branca Joint Urban Operation auction. At that time, Windsor Investimentos Imobiliários Ltda ("Windsor"), a special purpose entity (SPE) that develops Jardim das Perdizes and in which the Company held a 57.5% stake, acquired 206,152 CEPACs, a number sufficient for the construction of all projects planned for the neighborhood according to feasibility studies. The acquisition established a commitment to disburse R$ 225 million, of which R$ 130 million related to the Company's stake in the project.

   The Jardim das Perdizes project, demands the Company manage its leverage levels, accordingly, as notified at the time, it has sold the following interests in the project: R$ 50 million in the first quarter of 2024 and R$ 6.5 million in the first quarter of 2025.

   Although sales performance for the Jardim das Perdizes developments following the granting of the CEPACs has been in line with feasibility studies, with robust profit margins, he Company's other projects have continued to witness tighter margins as construction costs have increased considerably since the COVID-19 pandemic and these were not fully passed on through sales prices. In addition, some projects in the final stages of delivery experienced

   Av. Nicolas Boer, 399

   5th floor - Jardim das Perdizes 01140.060 - São Paulo - SP Tel.: 55 11 3708-1000

   https://www.tecnisa.com.br Page 1 of 63

   
   
   

   Docusign Envelope ID: 6BE3CAC5-D36A-41EF-B497-EB912B9FDA5B

labor shortages which affected the sector as a whole, leading to delays inflating indirect costs and causing rework. The higher interest rates, with the SELIC rate 15% p.a., has led to a significant increase in the cost of debt.

This scenario has caused the Company to breach certain financial covenants in its debt agreements, although installments of principal and interest have been settled on the original due dates. Prior to the close of the financial years waivers were received from the loan creditors.

The major banks offering real estate credit have continued to provide financing for all construction projects launched by the Company under the Housing Finance System-that is, using funds deposited in savings accounts, a funding source that is becoming increasingly scarce and for which banks have been reluctant to make loans. This reflects the banks' confidence in the ability of Management to conduct the Company's business and seek financial strength.

On December 30, 2025, the Company announced to the market that it had placed a R$ 178 million debenture bearing interest at CDI + 4.25% per annum and maturing in six years, with monthly interest payments and a five-year grace period on principal repayment. In addition to significantly extending corporate debt tenures, this offers grants an 18-month grace period for the calculation of financial covenants. Similarly, the Company sought waivers on other debt issuances which were granted the same 18-month grace period for purposes of measuring financial covenants. This initiative has provided the Company the confidence to continue developing its business plan and ability to generate value for its shareholders.

The Company has also been seeking less onerous sources of finance and on February 23, 2026 announced, in a Material Fact notice, that it had received a binding offer from the BTG Pactual Group to purchase the Company 26.09% stake in Windsor for R$ 261 million, to be paid in cash. Although the offer was accepted by the Company, it is still subject to completion of certain conditions precedent, including obtaining prior approvals from creditors and the anti-trust authority, CADE, among others. Any of the companies affiliated with the BTG Pactual Group, including investment funds, may be party to the transaction.

Av. Nicolas Boer, 399

5th Floor - Jardim das Perdizes 01140.060 - São Paulo - SP Tel.: 55 11 3708-1000

https://www.tecnisa.com.br

Page 2 of 63

FINANCIAL POSITION AND MANAGEMENT'S PLAN TO IMPROVE LIQUIDITY (PARENT COMPANY)

As of December 31, 2025, the individual parent company balance sheet presents current liabilities in excess of current assets of R$34,990 (R$237,669 as of December 31, 2024), primarily due to loans and financing and payables to related parties. In the consolidated balance sheet current assets exceed current liabilities by R$150,969 (R$139,894 as of December 31, 2024).

The Company's strategy to increase the individual parent company's liquidity includes the sale of units and the completion of construction projects, contributing to cash generation, thereby optimizing earnings and allowing for the distribution of dividends. The Company has also been rationalizing administrative expenses from its operations. Other options to improve liquidity include the sale of receivables, the sale of land or interests in project, and raising funds in the financial and capital markets.

The individual and consolidated financial statements have been prepared in accordance with accounting practices adopted in Brazil, taking into account Brazilian corporate law and the standards, guidelines, and interpretations issued by the Accounting Pronouncements Committee ("CPC"), and with International Financial Reporting Standards ("IFRS"), applicable to real estate development entities in Brazil registered with the Brazilian Securities Commission ("CVM"). Accordingly, the accounting policy adopted by the Company for the recognition of revenue from the sale of real estate units under construction, as regards to timing of transfer of control, is in accordance with the guidance in CVM Circular Letter/CVM/SNC/SEP 02/2018 as to the application of Technical Pronouncement NBC TG 47 (IFRS 15).

Disclosures are limited to all matters of significance to the financial statements, which is consistent with the information utilized by management in the performance of its duties, as provided for in OCPC 07. The individual parent company and consolidated financial statements were prepared on a historical cost basis, unless otherwise indicated.

The financial statements were prepared under the going concern assumption.

399 Nicolas Boer Avenue

5th Floor - Jardim das Perdizes 01140.060 - São Paulo - SP Tel.: 55 11 3708-1000

https://www.tecnisa.com.br

Page 3 of 63

Docusign Envelope ID: 6BE3CAC5-D36A-41EF-B497-EB912B9FDA5B

The financial statements are presented in thousands of Brazilian Real/Reais (R$) and all amounts are rounded to the nearest thousand, unless otherwise indicated.

The Company's Management is responsible for the preparation of the individual parent company and consolidated financial statements.

2.2 FUNCTIONAL CURRENCY

The Company's functional currency is the Brazilian Real, which is also the currency in which the individual and consolidated financial statements are prepared and presented.

2.3 APPROVAL OF THE INDIVIDUAL PARENT COMPANY AND CONSOLIDATED FINANCIAL STATEMENTS

The individual parent company and consolidated financial statements were approved by the Board of Directors on March 25, 2026.

1. MATERIAL ACCOUNTING POLICIES

   1. CASH AND CASH EQUIVALENTS

      These include cash on hand and in checking accounts, financial investments with original maturities within 90 days which are readily convertible into a known amount of cash, and subject to an insignificant risk of change in value.

      1. SECURITIES

         These include securities redeemable in more than 90 days, fixed-income investment funds, secured and restricted financial investments.

      2. ACCOUNTS RECEIVABLE FROM CUSTOMERS

         Receivables from customers include contractual indexation adjustments and accrued interest, when applicable, net of present value adjustments (Note 3.10).

      3. PROPERTIES FOR SALE

         Completed properties and properties under construction held for sale are stated at construction cost. In the case of properties under construction, this includes costs incurred for units that have not yet been sold. The net realizable value is the estimated selling price, less the costs to complete the project

         Av. Nicolas Boer, 399

         5th floor - Jardim das Perdizes 01140.060 - São Paulo - SP Tel.: 55 11 3708-1000

         https://www.tecnisa.com.br

         Page 4 of 63

         
         
         

         Docusign Envelope ID: 6BE3CAC5-D36A-41EF-B497-EB912B9FDA5B

(where applicable), less selling expenses, and taxes.

The cost of real estate for sale includes the costs/ expenses for acquisition of land, project expenses, and regulatory expenses to the competent authorities, development expenses, construction expenses, labor costs, and financial charges incurred during the development and construction of real estate projects.

Management periodically assesses the recoverable amount of real estate held for sale, taking into account certain expectations and assumptions for determining the probable realizable value. This is based on the best estimate of the sales value of the stock of real estate units, as well as its best estimate of the probable realizable value of the land, based on the market comparison method and feasibility for launching future projects.

The classification of land between current and non-current assets reflects Management's expectation of timing of the launch of real estate developments, which is reviewed periodically.

When required, following Management's assessment of the net realizable value of properties for sale, provisions are made to reduce balances to realizable values (Notes 6 and 21).

or over the term of the lease agreements in the case of improvements to third-party properties, with an average annual depreciation rate of 20%.

Expenses incurred in the construction of sales booths, model apartments, and related furnishings are classified as fixed assets and depreciated based on the estimated useful lives when these exceed one year.

The Company provides warranties to cover technical construction issues that may arise in the real estate projects sold, limited to a contractual period beginning from completion of construction (typically five years), except for subsidiaries that operate with third-party contractors. The provision for warranties on properties sold is recorded as costs for sold units based on the best estimate to cover future disbursements taking into account the stage of development, at a rate of 1.50% of the total budgeted cost of the project.

Real estate development project is free from restrictive suspensive clause contained in contract.

If circumstances arise that alter the original estimates of revenues and costs or the timeframe for the completion of real estate projects, the initial estimates are revised. These revisions may result in increases or decreases in estimated revenues or costs and are reflected in the statement of income for the period in which Management became aware of the circumstances that gave rise to the revisions.

For sales of completed real estate units, revenue is recognized upon the transfer of control over the property, regardless of the timing of receipt of the contract price.

Fixed-rate interest and indexation adjustments on the balance of accounts receivable, which begin from the date the keys are delivered to the customer, are recognized in financial results on the accrual basis.

Cancellations

Sales of real estate units are subject to requests for rescission (cancellations) related to purchase and sale agreements for real estate units sold but not delivered, requiring the return of 70% of the amounts paid prior to the enactment of Law 13,786/2018, and 50% for sales contracts signed after the law, once the rescission is in effect. On a monthly basis, the Company assesses the need to establish a provision for potential cancellations recording a provision as required. The analyses take into account delinquencies exceeding 180 days, historical data, and internal monitoring and collection controls that indicate potential new termination requests deemed probable by Management on a prospective basis. All revenue and costs are recognized up to that date, once the above criteria are met (Notes 5, 6, and 17).

Av. Nicolas Boer, 399

5th floor - Jardim das Perdizes 01140.060 - São Paulo - SP Tel.: 55 11 3708-1000

https://www.tecnisa.com.br

Page 9 of 63

When the parties terminate a contract, the accounting entries are reversed in the same accounts in which the original sales entries had been booked, including: revenue from the sale of real estate, cost of real estate sold, and related taxes.

The Company makes a provision for expected losses for accounts receivable balances arising from the sale of real estate units under construction taking into account the history of contract cancellations and projected and observable macroeconomic factors, such as unemployment rates and inflation, which may be indicators that customers may not be approved by financial institutions at the time of loan origination. This analysis is performed individually for each sales contract.

Revenue from the provision of services

Revenue from services rendered consists of real estate brokerage services, labor and management fees provided by the Company's subsidiaries to customers, and is recognized in the period in which the services are rendered.

financial assets and liabilities, and certain contracts to buy or sell non-financial items, under NBC TG 38 (IAS 39) Financial Instruments: Recognition and Measurement.

Financial instruments are measured at amortized cost or fair value and classified into one of three categories:

• Financial instruments at amortized cost;

• Financial instruments at fair value through other comprehensive income

  ("VJORA"); or

• Financial instruments at fair value through profit or loss ("FVTPL").

Transaction costs directly attributable to the acquisition or issuance of financial assets and liabilities (except for financial assets and liabilities recognized at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or liabilities, if applicable, after initial recognition. Transaction costs directly attributable to the acquisition of financial assets and liabilities at fair value through profit or loss are recognized immediately in income.

Subsequent measurement

All financial assets and liabilities are initially recognized on the trade date, that is, the date on which the Company becomes a party to the contractual relationship of the instrument. Their subsequent measurement occurs at each balance sheet date in accordance pursuant to each type of classification of financial assets and liabilities.

Financial assets

The classification of financial assets is based on the business model under which the asset is managed and on its contractual cash flow characteristics (the combination of contractual cash flows and business model), as summarized above: cash and cash equivalents (Note 4.1); securities (Note 4.2) and accounts receivable from customers (Note 5).

The Company's principal financial assets, classified between amortized cost and FVTPL,

are presented in Note 24:

The Company derecognizes a financial asset only when the contractual rights to the cash flows from that asset expire or when it transfers the asset and substantially all the risks and rewards of ownership to another entity. Upon the full derecognition of a financial asset, the difference between the asset's carrying amount and the sum of the consideration received and receivable is recognized in income.

Financial liabilities

These are classified upon initial recognition at: (i) amortized cost; or (ii) measured

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at fair value through profit or loss.

The Company's financial liabilities are classified as measured at amortized cost using the effective interest method and include primarily loans, financing, and debentures, accounts payable to suppliers, payables to related parties, business partners, and accounts payable for real estate acquisitions.

The financial liabilities are initially recognized upon receipt of the funds, net of transaction costs, where applicable. As of the balance sheet date, they are presented at their initial carrying amounts, net of principal amortization, when applicable, and plus the corresponding interest expenses incurred. Debt issuance costs are presented as a reduction of current and non-current liabilities and are charged to income over the same period as the financing that gave rise to them, based on the effective interest rate of each transaction.

Financial liabilities are written off only when the Company's obligations are extinguished and canceled or when they mature. The difference between the carrying amount of the written-off financial liability and the sum of the consideration paid and payable is recognized in income.

Financial instruments - net presentation

Financial assets and liabilities are presented on a net basis in the balance sheet if there is a current and enforceable legal right to offset the recognized amounts and there is an intention to offset them, or to realize the asset and settle the liability simultaneously.

Impairment of financial instruments

For accounts receivable balances from customers from the sale of completed real estate units, the Company makes a provision for expected losses for amounts outstanding for over180 days, including the respective balance due, when there is no collateral or guarantee. The provision for expected losses also covers receivables from completed units subject to a fiduciary sale; if a loss is identified, the amounts are provisioned.

The Company's policy is to relieve the provision for expected losses overdue for more than two years. However, collection activities to recover these amounts continue to be carried out periodically.

The Company also establishes a provision for expected losses on receivables from business partners, when recovery is not expected based on individual analyses.

The Company has not identified any impairment of its financial investments.

The Company periodically reviews its assumptions for expected loss provisions in light of the history of its current operations and improvements in its estimation processes.

Av. Nicolas Boer, 399

5th floor - Jardim das Perdizes 01140.060 - São Paulo - SP Tel.: 55 11 3708-1000

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Page 12 of 63

The Company is restating the Statement for the year ended December 31, 2024, to more appropriately reflect the nature of the transactions and made the following adjustments:

1. Reclassification of the fair value of investment property.

2. Reclassification of capitalized interest.

3. Reclassification of bonuses, profit-sharing, and long-term incentive plans.

4. Reclassification of non-controlling interests.

399 Nicolas Boer Ave.

5th floor - Jardim das Perdizes 01140.060 - São Paulo - SP Tel.: 55 11 3708-1000

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Page 13 of 63

Consolidated

STATEMENT OF VALUE ADDED - DVA

The cash flow statements were prepared using an indirect method and are presented pursuant to NBC TG 03 (R2) (IAS 7) - Statement of Cash Flows, issued by the CPC.

reported amounts of revenue, expenses, assets, and liabilities, as well as disclosures of contingent liabilities.

Estimates and assumptions are reviewed periodically. The impact of such revisions is recognized in the year in which the estimates and assumptions are revised.

Critical accounting estimates and assumptions

The main assumptions regarding sources of uncertainty in future estimates and other significant sources of uncertainty in estimates in the financial statements, with a risk of causing a significant adjustment to the carrying amount of assets and liabilities in future years, are discussed below:

Budgeted costs of real estate projects

The Company uses the percentage-of-completion (POC) method to account for its real estate unit sales contracts. The use of this methodology requires the Company to estimate the costs to be incurred (budgeted costs) through to the completion of construction and the delivery of the keys to customers. Total budgeted costs, consisting of costs incurred and costs expected to be incurred to complete the real estate project; these are periodically reviewed as construction progresses, any adjustments are reflected in the Company's results.

Provision for Risks

In the normal course of their business, the Company and its subsidiaries are subject to investigations, audits, legal proceedings, and administrative proceedings in civil, tax, labor courts and for environmental, corporate, and consumer law matters, among others. Depending on the nature of the investigations, legal proceedings, tax assessment notices, or administrative proceedings brought against the Company and its subsidiaries, may affect the financial statements. The Company conducts regular reviews to appropriately reflect and disclose any provisions of this nature.

Provision for the net realizable value of properties held for sale

The balance consists of completed projects for properties as well as those under construction, including land for future real estate developments. Management periodically assesses the net realizable value of properties for sale, based on expectations and assumptions to determine the realizable value, using available information to estimate the sales value of real estate unit in stock and land banks, based on comparative market data.

Warranty Provision

A warranty provision for properties sold is established as units are sold, calculated using the best estimate to cover future disbursements of this nature, taking into account the projection

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Page 15 of 63

stage of construction and historical basis per project, at a rate of 1.50% of the total budgeted cost of the project.

Provision for contract cancellations

On occasion, requests are received for termination of sales agreements for completed units and projects in progress, particularly during periods of adverse economic activities which apply to contracts accounted for using the percentage-of-completion method. At balance sheet dates, the Company conducts analyses to assess the need to establish a provision for losses from cancellations. These analyses are based on estimates derived from historical data and internal monitoring and collection models that indicate the risk of receipt of new cancellation requests when Management believes these to be likely. The provisions are recorded against accounts receivable from customers and properties for sale, and potential refunds of amounts recorded as other accounts payable, with corresponding charges to statement of income under "net operating revenue and costs."

Allowance for expected credit losses

For customer receivables for completed projects, when no warranty is presented, the Company and its subsidiaries assess the outstanding accounts receivable balances; for customers more than 180 days past due, a allowance for losses is established based on estimates of the receivables' recoverability, using the percentage of our historical successful collection rate applied to those customers.

1. Adoption of new accounting pronouncements

   399 Nicolas Boer Ave.

   5th floor - Jardim das Perdizes 01140.060 - São Paulo - SP Tel.: 55 11 3708-1000

   https://www.tecnisa.com.br

   Page 16 of 63

   
   
   

   Docusign Envelope ID: 6BE3CAC5-D36A-41EF-B497-EB912B9FDA5B

There are no new standards or amendments, effective for annual periods beginning on or after January 1, 2025, that would materially affect the Company's financial statements. The Company has not early adopted any standards, interpretations, or amendments that have been issued but are not yet effective.

1. New standards issued but not yet adopted

As of the date of issuance of the financial statements, the Company has not adopted the following IFRS (and corresponding CPCs), which have been issued but are not yet effective:

• IFRS 18 - Presentation and Disclosure in Financial Statements;

• IFRS 19 - Subsidiaries without public obligations: disclosure;

• Amendments to IFRS 9 and IFRS 7 - Amendments to the classification and measurement of financial instruments.

The Company does not expect the adoption of the standards listed above to have a material impact on the Group's financial statements in future periods, except for the following standard:

IFRS 18 - Presentation and Disclosure in Financial Statements

In April 2024, the IASB issued IFRS 18, which replaces IAS 1 (equivalent to CPC 26 (R1) -Presentation of Financial Statements). IFRS 18 introduces new requirements for presentation within the statement of comprehensive income, including specified totals and subtotals. In addition, entities are required to classify all revenue and expenses within the statement of comprehensive income into one of five categories: operating, investing, financing, income taxes, and discontinued operations, of which the first three are new.

The standard also requires the disclosure of Management's performance measures, subtotals of revenue and expenses, and includes new requirements for the aggregation and disaggregation of financial information based on the identified "functions" of the Primary Financial Statements (PFS) and the notes to the financial statements.

The entity must apply IFRS 18 for annual reporting periods beginning on or after January 1, 2027; early adoption is permitted, but requires approval from the local regulatory authority. The standard requires retrospective application with specific transition provisions. The Company is still assessing the impacts of adopting the standard.

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5th floor - Jardim das Perdizes 01140.060 - São Paulo - SP Tel.: 55 11 3708-1000

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Page 17 of 63

1. CASH, CASH EQUIVALENTS, AND SECURITIES

   1. Cash and cash equivalents

      Savings and banks Financial investments (i)

      Average annual yield

      12/31/2025	12/31/2024	12/31/2025	12/31/2024
      175,221	192	179,834	6,794
      758	65,317	19,674	124,027
      175,979	65,509	199,508	130,821

      97.37% and

      98.50% of the CDI

      Parent Consolidated

      (i) For financial investments (Bank Deposit Certificates (CDB) and Repurchase Agreements), there are no lock-in periods, penalties, loss of investment income, or any other restrictions on their immediate redemption.

   2. Securities

   Parent Consolidated

   	12/31/2025	12/31/2024	12/31/2025	12/31/2024
   Restricted financial assets (a)	13,458	9,578	13,458	9,578
   Fixed-income investment funds (b)	637	2,568	2,914	31,447
   	14,095	12,146	16,372	41,025
   Current assets	14,095	2,568	16,372	31,447
   Non-current	-	9,578	-	9,578

   1. The balance of R$13,458 relates to certificates of deposit (CDBs), bearing interest at an average rate of 97.82% of the CDI rate, held as "Cash Collateral" for the 9th and 15th debenture issues (Note 10(b)) (December 31, 2024: average yield of 98%, R$9,578).

   2. Fixed-income investment funds are open-end investment funds, with average returns of 99.59% and 99.00% of the Interbank Deposit Certificate (CDI) in 2025 and 2024, respectively.

   These items are classified as non-current assets to cover settlements of debentures due 12 months or more from the date of issuance.

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   Docusign Envelope ID: 6BE3CAC5-D36A-41EF-B497-EB912B9FDA5B

1. ACCOUNTS RECEIVABLE FROM CUSTOMERS

   Consolidated

   	12/31/2025	12/31/2024
   Completed projects	27,093	46,958
   Projects under construction	43,935	183,467
   Present value adjustment	(451)	(1,557)
   Allowance for expected credit losses	(4,004)	(3,263)
   Provision for contract cancellations	(2,502)	(4,620)
   	64,071	220,985
   Current assets	48,797	199,736
   Non-current	15,274	21,249

   Classification as non-current assets reflects the contractual payment schedule, for due dates beginning 12 months after the date of these financial statements.

   Accounts receivable balances are adjusted for changes in the National Civil Construction Index (INCC) until such date as the keys are handed over and, thereafter, by changes in the General Market Price Index (IGP-M) or the Broad National Consumer Price Index (IPCA), plus interest at rates of 8% and 12% per annum, with provisions for customer contract cancellations of R$2,502 as of December 31, 2025 (R$4,620 as of December 31, 2024). As of December 31, 2025, there was a reversal of provisions for contract cancellations in the amount of R$2,118 (R$3,365, respectively, in 2024) (Note 17).

   The present value is calculated based on the weighted average cost of the Company's loans and financing, net of the IPCA, or the interest rate on NTN-B government securities, whichever is higher.

   The average rate used to calculate the present value discount for the year ended December 31, 2025, was 7.63% (7.90% for the year ended December 31, 2024).

   REVENUE ALLOCATED AND TO BE ALLOCATED

   Supplemental information: the balance of the realized sales portfolio includes the portion previously recognized (as shown in the table above), plus R$ 38,164 (R$ 73,725 as of December 31, 2024), which corresponds to revenue to be recognized, net of customer advance payments, to be recognized in accordance with the percentage of costs incurred, as follows:

   Consolidated

   	12/31/2025	12/31/2024
   Current	77,957	230,255
   Non-current	24,278	64,455
   	102,235	294,710

   399 Nicolas Boer Ave.

   5th Floor - Jardim das Perdizes 01140.060 - São Paulo - SP Tel.: 55 11 3708-1000

   https://www.tecnisa.com.br

   Page 19 of 63

   
   
   

   Docusign Envelope ID: 6BE3CAC5-D36A-41EF-B497-EB912B9FDA5B

The balance of the sales portfolio (cash flow), including installments not yet recognized, with a maturity of more than one year, by year of maturity follows, along with the opening balances of past-due and future installments:

Docusign Envelope ID: 6BE3CAC5-D36A-41EF-B497-EB912B9FDA5B

1. Receivables primarily from units subject to fiduciary sale that are in foreclosure to repossess the unit for auction.

1. PROPERTIES FOR SALE

   These consist of land for future developments and costs incurred with respect to the real estate units, as below:

   Consolidated

   	12/31/2025	12/31/2024
   Land (i)	72,988	111,261
   Properties under construction (ii)	24,272	60,136
   Completed properties (iii)	57,210	44,593
   Allowance for net realizable value - Completed properties	(2,477)	(1,931)
   Advances to suppliers	3,831	4,917
   	155,824	218,976
   Working capital	84,239	132,402
   Non-current	71,585	86,574

   1. Land for future development is classified as either current or non-current assets based on the expected timing of the launch of real estate projects or the sale of land, which is reviewed periodically by Management. Properties under construction and completed properties are classified as current assets, reflecting their availability for sale.

   2. As of December 31, 2025, the Company had two projects under construction in the State of São Paulo: Kalea Jardins and Zait.

   3. The amounts are presented net of the effect of the provision for customer cancellations in the amount of R$2,672 (R$6,202 as of December 31, 2024) (Note 17). As of December 31, 2025, there was a reversal of the provision in the amount of (R$3,530) (provision of R$3,918 in 2024, respectively), compared to the year ended December 31, 2024, resulting from the execution of contract cancellations (Note 17).

   The balance of capitalized expenses in the Consolidated Financial Statements amounted to R$2,055, relating to charges from the Housing Finance System (SFH) and R$38,347 related to charges on debentures and CCBs, totaling R$40,402 as of December 31, 2025, (SFH charges of R$2,786, charges on other debts of R$45,691, totaling R$48,477 as of December 31, 2024).

   The recognition of capitalized charges in the consolidated statement of income, in "Cost of real estate sold," totaled R$5,354 related to charges from the Housing Finance System - SFH and R$21,249 related to charges on other debts, totaling R$26,603 as of December 31, 2025, (SFH charges of R$10,924 and charges on other debts of

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   Docusign Envelope ID: 6BE3CAC5-D36A-41EF-B497-EB912B9FDA5B

R$48,476, bringing the total to R$59,400 as of December 31, 2024), recognized in income pursuant to OCPC 01 (R1) Real Estate Development Entities (Note 17).

1. RELATED PARTIES

Parent Consolidated

12/31/2025 12/31/2024 12/31/2025 12/31/2024

128,003 205,943 (ii) 18,831 (ii) 22,499

1. Other subsidiaries and companies under common control representing less than 10% of total related parties.

2. These represent amounts from third parties participating in SPEs that are not consolidated entities.

At the Ordinary and Extraordinary General Meeting held on April 30, 2025, the shareholders approved the annual limit for compensation of the Company's executive officers and directors for the 2025 of up to R$22,638 (R$25,021 for the 2024 year). The "Management Fees" line item in the Consolidated Financial Statements, relates to the Company's Management and Board of Directors, as shown below:

December 31, 2025 Statutory Executive

Board and Directors

Board of

Directors

Consulting Committee

Total

(i) including one paid member.

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December 31, 2024, Board of Directors and

Board of Directors

Board of

Board

Advisory Committee Advisory Committee Total

1. of whom one is a paid member.

The Company's Management also participates in the Long-Term Incentive Program, established in 2019, with a provision of R$216 for the year ending December 31, 2025, consisting of R$257 in provisions for the current year and (R$41) from the reversal of an excess provision recorded in 2024, (As of December 31, 2024, the amount of (R$760) was reversed, of which (R$753) was for the current year and (R$7) was a reversal of an excess provision recorded in 2023) (Note 23).

On December 31, 2025, the Company paid a bonus of R$4,171 (R$3,590 in bonus and R$581 in INSS), (on December 31, 2024, R$1,200, consisting of R$1,000 in bonuses and R$200 in INSS), and a retention bonus of R$2,642, consisting of (R$100) in 2023 bonuses, R$11 in INSS, R$2,276 in 2024 bonuses, and R$455 in INSS (December 31, 2024: retention bonus of R$3,904 (consisting of R$1,043 in 2023 bonuses, R$253 in INSS, and R$2,174 in 2024 bonus, R$435 in INSS)) and, 2026 Retention Plan, recorded as a provision of R$225.

As of December 31, 2025, the Company recorded a provision for Profit Sharing - PLR 2025 in the amount of R$536 as "Management Fees," reversing the surplus provision for Profit Sharing - PLR 2024 in the amount of (R$250) (December 31, 2024: R$1,053 was recorded as "Management Fees," (Note 22))

On September 30, 2025, the Company sold 1,485,860 shares, representing a 50.00% stake in Silay Investimentos Imobiliários Ltda., which holds 1,966,132 shares of Windsor Investimentos Imobiliários Ltda., corresponding to 0.65% of the share capital; The transaction was conducted with Mr. Joseph Meyer Nigri ("Nigri"). Mr. Nigri is a shareholder in the Company's majority shareholder group and currently holds management positions within the Company. As a result, the transaction was reviewed by the Company's Audit Committee, which issued a favorable opinion regarding its approval and compliance with the requirements of the Company's Related Party Transaction Policy. The sale price was R$6,500, paid in cash, generating a net gain from the sale of the stake in the amount of R$4,109.

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5th floor - Jardim das Perdizes 01140.060 - São Paulo - SP Tel.: 55 11 3708-1000

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Page 26 of 63