Assets
| Type | Time | Amount | Unit |
|---|---|---|---|
| ifrs-full:Assets | 2025-12-31 | 271955000 | dkk |
| ifrs-full:Assets | 2024-12-31 | 229926000 | dkk |
Revenue
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| ifrs-full:Revenue | 2025-01-01 | 2025-12-31 | 146609000 | dkk |
| ifrs-full:Revenue | 2024-01-01 | 2024-12-31 | 116408000 | dkk |
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<mrv:CorporateGovernanceReport contextRef="ctx-1" id="f1__s9__7__5" xml:lang="en">CORPORATE GOVERNANCE The Company's Board of Directors recognizes the importance of good Corporate Governance. This is ensured through interaction between shareholders, the Board of Directors, and the admin-istration. Napatech's goal is that all interested parties are confi-dent that the group's activities are carried out acceptably and that the governing body has sufficient insight and influence to undertake their functions. The communication between the Company and shareholders primarily takes place at the annual general meeting, quarterly reporting, and via company announcements. The company shareholders are encouraged to subscribe to our newsletter ser-vice to receive company news via email. Guidelines on Corporate Governance are approved annually by the Board of Directors or when deemed necessary. Napatech A/S is subject to Danish law but is listed on Euronext Oslo. Napatech follows the Danish recommendations for good Corporate Governance. The Company follows the majority of the Danish recommendations for good Corporate Governance ex-cept for a few areas where Napatech has chosen a different ap-proach compared to the recommendations. The statutory report on Corporate Governance is available at http://www.na-patech.com/corporate-governance/report2025. The Board of Directors has established two committees within the Board: the Remuneration Committee and the Audit Commit-tee, which both are sub-committees of the Board (the Board committees report to the Board of Directors) and operate ac-cording to the established internal procedures for each commit-tee decided by the Board of Directors. General Shareholder Meetings Nomination Board of Directors Committee Audit Committee Remuneration Committee Executive Management Team The Remuneration Committee is composed of three members of the Board of Directors. Patricia Kummrow is the Chairman of the Remuneration Committee, and Lynnn Comp and Zane Ball are members. The Remuneration Committee handles the Company's remuner-ation policy and program and presents recommendations to the Board of Directors for decision according to its meeting proto-cols and underlying material prepared. The committee annually evaluates the CEO's remuneration and presents recommenda-tions to the Board of Directors for a decision. When the Compa-ny's remuneration policy proposes a change, it is subject to ap-proval in the annual general meeting. The committee has pre-pared a separate Remuneration Report to be presented at the annual general meeting. The remuneration report provides an overview of the total remuneration received by each member of the Board of Directors and the executive management board of Napatech. The report is available at http://www.na-patech.com/remuneration/report2025. The Audit Committee is composed of two members of the Board of Directors. Svenn Tore Larsen is the Chairman of the commit-tee, and Christian Jebsen is the other member. This committee supports the Board of Directors in fulfilling its responsibilities concerning financial reporting, auditing matters, internal con-trol, and risk matters. The Audit Committee has two meetings per year with the company auditors. The Company's Board of Directors shall have a diverse composi-tion and competence tailored to meet the Company's needs. The Board of Directors' work complies with the Company's internal instructions, guidelines, and procedures for the Board members. The Board normally also carries out a self-assessment of its ac-tivities and competence. The Company's corporate governance guidelines, including the annual Corporate Governance status, can be found in the inves-tor relations section www.napatech.com/investor-relations. RISKS AND UNCERTAINTIES The group is, due to its normal course of business, exposed to many risk factors. The group operates in a technology market that could change the need for the solutions that Napatech pro-vides. The customers are mainly large tier-one customers with normal credit terms. The group is not significantly exposed to credit risks, but as some customers are large, the outstanding amounts can potentially be substantial. The group is exposed to operational risks due to the dependence on suppliers to deliver both components and the finished prod-ucts necessary to recognize revenue. The group's growth partly depends on the delivery and adoption of new products and func-tionalities by the market. As the group has all revenue in USD, as well as some financial assets in USD, there is a risk that fluctuations in the USD ex-change rate will affect our financial performance. See notes 3 and 27 in the notes to the consolidated financial statements for more information on risks and uncertainties. RISK MANAGEMENT AND INTERNAL CONTROL Managing risk related to the group's financial performance is controlled by our CFO. The Board of Directors receives monthly financial reports from the finance department, including key fi-nancial and operational performance indicators. The Company presents interim management statements for Q1, Q3, and Q4 and a half-year report per IAS 34 to the market. </mrv:CorporateGovernanceReport>
<mrv:StatementOfPolicyForDataEthics contextRef="ctx-1" id="f1__s9__7__6" xml:lang="en">DATA ETHICS POLICY In compliance with the requirements under section 99(d) of the Danish Financial Statements Act, Napatech has implemented a data ethics policy. Napatech complies with both Danish and EU laws on data and privacy protection, and we recognize that thoughtful and responsible decision-making guided by internal policies can be needed as laws and regulations sometimes do not necessarily provide clear ethical guidance. Napatech wants to be perceived as a respected, competent, and proper business partner who complies with current legislation and follows developments in good data ethics. We aspire to treat all the data we produce as part of our daily operations ethically and responsibly, and our approach to the handling of data is based on three key principles: trust, integrity, and security. Napatech uses and processes data, both nonpersonal data and personal data. We collect data regarding Napatech employees for administrative purposes and contact details on customers and their employees so we can deliver our consultancy services. We also collect data from our webpage mainly for marketing purposes and data directly from our customers when we create customer accounts in our systems. To earn the trust of our customers, employees, and sharehold-ers, we process all data with the utmost respect for the sensitiv-ity of the data and any privacy rights. We do not buy or sell cus-tomer data to third parties, and we do not use artificial intelli-gence and machine learning in the analysis of any data. Making sure that our processing activities and security measures match the requirements for the data we are handling, we always apply our standards for data ethics to the way we work, whether we process personal data or other types of data.</mrv:StatementOfPolicyForDataEthics>
<mrv:StatementOfCorporateSocialResponsibility contextRef="ctx-1" id="f1__s9__7__7-1" xml:lang="en">CORPORATE SOCIAL RESPONSIBILITY In 2025, Napatech continued its efforts around the ESG develop-ment initiative. Napatech has taken the first steps towards the sustainability reporting requirements, including the EU Corpo-rate Sustainability Reporting Directive (CSRD) and the European Sustainability Reporting Standards (ESRS) that underpin it. Reporting on the CSRD is a significant undertaking, and while Na-patech is not legally obligated to report on CSRD, we have cho-sen to proactively enhance our sustainability reporting with some of the elements deemed relevant. The sustainability state-ment is prepared with reference to the ESRS. We have aimed to implement the key principles of the standards and to align them as closely as possible with the other sections of our annual re-port, demonstrating our steadfast commitment to sustainability. Our CSR reporting for 2025 regarding section 99a of the Danish Financial Statements Act on corporate social responsibility stated below is therefore based on the material topics deter-mined by the ESRS guidelines. NAPATECH BUSINESS MODEL & VALUE CHAIN Napatech's business model centers on developing and selling high-performance, programmable network interface cards and software for programmable NICs. Production of the hardware is outsourced to a contract manufacturer. This model is designed to ensure efficiency and sustainability across our value chain, from product development to customer service. Napatech's solutions consist of three main components: ⢠The hardware devices. ⢠The software drivers and tools are software components that enable the integration of Napatech's programmable NICs with various applications and platforms. ⢠Professional services, such as engineering consulting, extended warranties, and support services. Napatech's strategy is to leverage its core competencies in net-work acceleration technology and innovation and to expand its market presence and customer base in emerging markets. Napatech's strategic objectives are to: ⢠Grow its revenue and profitability by increasing its market share, diversifying its product portfolio, and enhancing customer loy-alty and satisfaction. ⢠Strengthen its competitive advantage by investing in research and development and collaborating with strategic partners. ⢠Enhance its sustainability performance by minimizing its envi-ronmental footprint, promoting social responsibility and ethical conduct, and engaging with its stakeholders and communities. Napatech's value chain consists of the following main activities: ⢠Research and development: designing, developing, and testing programmable network interface cards and software for pro-grammable NICs. ⢠Procurement: sourcing components and services from suppliers. ⢠Manufacturing: outsourced assembly, testing, and quality con-trol of Napatech's smart NICs. ⢠Distribution: outsourced storage, packaging, and delivery of Na-patech's products to customers. ⢠Sales and Marketing: promotion, pricing, and selling Napatech's products and services to customers through direct and indirect channels. ⢠Support: troubleshooting Napatech's products and supporting customers. DOUBLE MATERIALITY ASSESSMENT The starting point for Napatechâs sustainability reporting is the materiality assessment performed by our management and Board of Directors. As a key element of our work to prepare for CSRD reporting, we have conducted a double materiality assess-ment following the ideas of the ESRS guidelines. We have assessed how we affect the environment and society (impact materiality) and how sustainability issues can affect us financially (financial materiality). All evaluated impacts and risks are linked to their corresponding topical ESRS standard. The top-ic's highest-scored impact or risk decides the position in our dou-ble materiality matrix. We based our value chain assessments on internal knowledge and mostly looked at our first-tier suppliers. In our impact assessment, we considered both positive and neg-ative effects and current and future effects related to sustaina-bility. In our financial assessment, we measured possible sustain-ability-related risks that could have a negative financial impact on our business. We applied the ESRS guidance and used three criteria of 'scale', 'scope', and 'irremediable character' to assess the 'severity' of our actual impacts. Due to the complexity of as-signing exact values for possible sustainability risk scenarios, we have primarily used qualitative assessments to evaluate the per-ceived risks when scoring them. The materiality threshold, set by our Board of Directors, is 'sig-nificant'. This means that impacts and risks perceived as 'signifi-cant' or higher, and the ESRS topic related to them, are consid-ered material. MATERIAL ESRS TOPICS IN NAPATECH Our preliminary scoring of each ESRS topic highlights that the most important sustainability matters for Napatech are E1, E2, S1, S2, S4, and G1. ESRS STANDARD: ESRS E1 CLIMATE CHANGE Napatech is committed to conducting business operations in an environmentally responsible manner. Our strategy focuses on reducing emissions through energy efficiency, engaging with suppliers to lower our overall carbon footprint, and increasing the use of renewable energy. Napatech is using the Climate Compass provided by the Danish Business Authority to calculate its energy consumption and greenhouse gas emissions. Our ambition is to reduce our carbon intensity. In 2025, efforts have mainly been focused on getting an overview of emissions. In 2026, further work with the Climate Compass is needed to increase our knowledge of the mechanism involved, set a specific target for reducing our carbon intensity and develop an implementation plan to achieve our target. Most emissions are scope three emissions. Emissions in scope two relate to electricity and heating, while emissions in scope one relates to the company car fleet. The only greenhouse gas emission that Napatech has and accounts for is carbon dioxide. Most scope three emissions are related to consultants and IT as-sets used for research and development activities, and the use of Napatechâs sold products by the customers. As a global com-pany, our business activities include travel, which impacts the environment. Napatech is looking into different ways to improve our energy efficiency and will consider getting more of our electricity from renewable sources. In the office, Napatech recycles plastic, shredded paper, and printer cartridges to minimize the environ-mental effects of the production hereof. We aim to minimize our travel activities by using virtual meetings whenever possible. ESRS STANDARD: ESRS E2 POLLUTION Napatech is committed to conducting business operations in an environmentally responsible manner. We must take responsibil-ity, mitigate potential risks, and install countermeasures. We provide green solutions in the form of energy-efficient products that save on data center power consumption, and we strive for products to be recycled or disposed of safely. Napatech has a Conflict Mineral policy with the objective of only using tin, tantalum, tungsten, and gold (3TG) that originate from conflict-free sources. We require all of our suppliers to provide reports on the use and sourcing of conflict minerals in products they supply to Napatech. The information acquired from the re-ports is screened against the Responsible Minerals Initiative's smelter database, and corrective steps are taken when needed. The screening and data collection procedure is outsourced to Greensoft. Since 2018, all our products have been 100% conflict-free. Our commitment to achieving 100% conflict-free products is supported by our membership in the Responsible Minerals In-itiative. Napatech has contracted with Greensoft Technology to collect material information on the components from our suppliers. Greensoft Technology contacts our suppliers and requests Full Material Disclosures for each component, when possible, and if not, declarations of compliance with the following industry standards and environmental requirements: ⢠RoHS-2 per EU Directive of 2011/65/EU and EU Directive of 2015/863/EU. ⢠REACH SVHC per EU Regulation EC/1907/2006 and ECHAâs up-dated Candidate List. ⢠REACH Annex-17 per EU Regulation EC/1907/2006. ⢠Substances of Concern In Products (SCIP) and the SCIP database reference number â per EU Waste Framework Directive 2008/98/EC, including its amendments Directive (EU) 2018/851 and Regulation (EU) 2023/1542. ⢠EU Persistent Organic Pollutants (EU POPs) per EU Regulation EU 2019/1021. ⢠Ozone Depleting Substances (ODS) per Regulation (EU) No 2024/590. ⢠Persistent, Bioaccumulative, and Toxic (PBT) substances as re-stricted under US Code of Federal Regulations Title 40, part 751, subpart E â âRegulation of Certain Chemical Substances and mix-tures under section 6 of The Toxic Substances Control Actâ (TSCA). ⢠Reporting and recordkeeping requirements for Perfluoroalkyl and Polyfluoroalkyl Substances (PFAS) under Section 8(a)(7) of the Toxic Substances Control Act (TSCA). ⢠Environmental Requirements per IBM Engineering Specification 46G3772. To reduce the negative impact of waste materials on the envi-ronment and to protect human health, Napatech provides infor-mation to the European SCIP database about hazardous sub-stances in our products. This information enables proper han-dling, recycling, and disposal of products containing hazardous substances and informs consumers about the presence of such substances. Reporting on our compliance with various restrictions on sub-stances under regulatory requirements such as RoHS, REACH/SVHC, POPs, ODS, TSCA-PBT, TSCA-PFAS, and others, along with our sourcing of conflict minerals is a testament to our commitment to the environment and ethical responsibility. As a manufacturing company, there is a risk that producing and delivering products to our customers will impact the environ-ment. We work actively to limit adverse impacts that we cause or contribute to or that we are directly linked to through our business relationships. Napatech also supports and promotes environmental concerns with suppliers to help them conduct manufacturing activities in an environmentally safe and respon-sible manner. Our products are assembled by a contract manufacturer who shares our ambitions for social responsibility. We investigate each component regularly, as declared in our conformance dec-larations. By adhering to regulatory rules and guidelines, Na-patech ensures that its products are free from specific hazardous substances that can cause significant harm to the environment and human health. When improperly disposed of, these sub-stances can pollute our land, air, and water, posing serious envi-ronmental challenges. Furthermore, Napatechâs conformance with environmental regulations is a testament to our commit-ment to environmental responsibility. For example, the REACH regulation is designed to protect human health and the environ-ment from potential risks posed by chemicals. By complying with REACH, we ensure that the substances we use during manufac-turing and in our products for the market are safe for both hu-mans and the environment. Furthermore, we work closely with our contract manufacturer in the US to improve their environmental performance through more efficient resource use and waste reduction. On our re-quest, our contract manufacturer is ISO 14001 certified. During 2024, we continued discussing the initiatives under their envi-ronmental management system with our contract manufacturer to evaluate the effectiveness of the processes. All our products are investigated and analyzed to comply with rules for substances and minerals. The following declarations ap-ply to all Napatech products: ⢠RoHS Declaration of Compliance ⢠REACH Declaration of Compliance ⢠EU Declaration of Conformity We ensure that our products meet electromagnetic compatibil-ity requirements. Accredited third parties verify all our products for electromagnetic compliance with international EMC stand-ards. The declaration and report below cover all Napatech prod-ucts: ⢠EU Declaration of Conformity ⢠EMC Test Reports Napatech has a regulatory compliance manager whose full-time job is to ensure that Napatech and our suppliers comply with the various legal requirements and certain ethical standards. ESRS STANDARD: ESRS S1 OWN WORKFORCE Napatech is committed to fostering a supportive and inclusive workplace. Napatech has a diversification strategy and employs more than 10 different nationalities. Salaries, positions, and du-ties are determined based on qualifications and experience. Our strategy promotes employee well-being, enhances diversity and inclusion, provides ongoing training and development, and en-sures fair labor practices. Napatech adheres to national regulations on health, working en-vironment, and safety. In Denmark, this includes regular inspec-tions from the Danish Working Environment Authority, and Na-patech has been awarded a 'green smiley' indicating that the company's work environment is satisfactory. In the US, Napatech provides a safe working environment following general guide-lines from the Federal Occupational Safety and Health Admin-istration (OSHA) and carries Worker's Compensation Insurance. At Napatech, the Board regularly reviews overall results and plans for health, environment, and safety. In 2025, Napatech continued its focus on developing and retaining employees via structured Employee Development Interviews and increased the number of one-on-one employee satisfaction interviews. Em-ployee satisfaction surveys are carried out every third year aspart of the mandatory health and safety risk assessment. Our latest employee satisfaction survey from 2025 placed us weabove the benchmark level overall. We detected ergonomicswithin the working environment as a focus area and a visit from an external provider has already been planned for Q1 2026 to help address it. All employees are offered counseling to preventinjuries due to sedentary computer work. In 2025, Napatech continued our focus on the physical working environment. There are policies in place around stress and har-assment to ensure a healthy and safe working environment where employees can thrive and feel secure. This is for preven-tative reasons and contributes to a good tone of communication. ESRS STANDARD: ESRS S2 WORKERS IN THE VALUE CHAIN Napatech is committed to ensuring fair labor practices and pro-tecting human rights throughout our supply chain. Our strategy focuses on promoting ethical labor practices and enhancing health and safety for workers in our value chain. We have imple-mented a supplier code of conduct that outlines our expecta-tions for fair labor practices and human rights protections. Ourhuman rights due diligence process includes regular supplier au-dits and assessments to ensure compliance. We assess risks re-lated to workers in our value chain when our sourcing depart-ment engages with our supplier in our regular supplier meetingsAdditionally, we support initiatives to improve working condi-tions and provide training for workers in our supply chain. In2025, our sourcing department discussed the approach to hu-man rights with both Asian, European, and American suppliers on multiple different occasions. Napatech complies with The Responsible Business Alliance(RBA), formerly the Electronic Industry Citizenship Coalition(EICC), Code of Conduct that establishes standards to ensurethat working conditions in the electronics industry, or industriesin which electronics is a key component, and its supply chainsare safe, that workers are treated with respect and dignity, and that business operations are environmentally responsible andconducted ethically. The Napatech RBA (EICC) conformancestatement is available upon request through the company web-site. ESRS STANDARD: ESRS S4 CONSUMERS AND END-USERS Napatech is committed to ensuring the safety and satisfaction of our consumers and end-users. Our strategy focuses on maintain-ing high product safety standards and improving customer satis-faction. Our products' safety is ensured by accredited third parties. The following declarations, certificates, and reports apply to all Na-patech products: ⢠EU Declaration of Conformity ⢠IEC CB Safety Certificates ⢠UL Safety Certificates ⢠IEC CB Safety Test Reports ⢠UL Safety Test Reports Our products comply with EU directives and carry the CE mark, as declared in our EU declaration of conformity. The CE mark is a certification mark that indicates a productâs compliance with essential health and safety requirements set forth by EU direc-tives. They also hold the UL mark for recognized components. The UL Mark is a certification mark issued by UL Solutions. It sig-nifies that a product has been certified to meet scientific safety, quality, or security standards. They are manufactured under UL's inspection and follow-up service, ensuring that safety-critical components are authenticated and handled according to UL's procedures. We regularly assess risks related to consumers and end-users, focusing on product liability and changing consumer preferences. We also identify opportunities to innovate and of-fer superior products and services that meet consumer needs. ESRS STANDARD: ESRS G1 GOVERNANCE Napatech's governance practices include regular board meet-ings, transparent decision-making processes, and active stake-holder engagement. Our code of conduct outlines our commit-ment to ethical business practices, anti-corruption measures,and conflict-of-interest policies. Anti-corruption Napatech will conduct its business openly, honestly, and ethi-cally. We commit to being open and transparent about our busi-ness activities and will not participate in or support any form ofbribery, corruption, or fraudulent practices. Our code of conducoutlines our anti-corruption policies, including zero tolerance forbribery and corruption. Our sales and operations teams are regularly reminded of ourposition on anti-corruption, including recognizing and reportingany suspected corrupt practices and emphasizing our zero-toler-ance policy to the teams. In addition, a double-check reviewedprocess of all expense claims from the sales team is in place. Fur-thermore, a whistleblower hotline is implemented to report un-ethical behavior. No incidents of non-compliance or ethical breaches have oc-curred in the company's history until now. Our code of conductis regularly reviewed to reflect best practices and regulatory re-quirements. Napatech's Corporate Social Responsibility policy is available at www.napatech.com/investor-relations/corporate-governance.</mrv:StatementOfCorporateSocialResponsibility>
<mrv:StatementOfTheDiversityPolicies contextRef="ctx-1" id="f1__s9__7__8" xml:lang="en">Napatech was 82 full-time employees, as of December 31st, 2025, including seven women (9%), compared to eight (9%) in2024. In general, Napatech wants to increase the presence of women throughout the organization. Our efforts are focused onimproving work-life balance as one way to attract more female applicants. It is, however, always the candidate who is deemed best suited for a position that will be offered the position. It hasbeen difficult to raise the presence of women in the organizationas women are significantly underrepresented in the workforce the group is recruiting within. The supreme governing board in Napatech consists of the Boardof Directors, which, on December 31, 2025, included four menand two women (33%). In 2025, One female and one male mem-ber left the board. Two new female bord members were electedand one new male board member was elected, thereby increas-ing the representation of women.</mrv:StatementOfTheDiversityPolicies>
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<sob:StatementByExecutiveAndSupervisoryBoards contextRef="ctx-1" id="f1__s9__7__145" xml:lang="en">STATEMENT BY THE EXECUTIVE MANAGEMENT AND THE BOARD OF DIRECTORS ON THE ANNUAL REPORT The Board of Directors and the Executive Board have today discussed and approved the annual report of Napatech A/S for 2025. The annual report has been prepared in accordance with IFRS Accounting Standards, as adopted by the EU, and additional requirements of the Danish Financial Statements Act. In our opinion, the consolidated financial statements and the parent company's financial statements give a true and fair view of the financial position of the Group and the Parent Company on 31 December 2025 and of the results of their operations and cash flows for the financial year 1 January â 31 December 2025. Further, in our opinion, the Management's review gives a fair review of the development in the Group's and the Parent Company's activities and financial matters, results for the year, cash flows, and financial position, as well as a description of material risks and uncertainties that the Group and the Parent Company face. In our opinion, the Annual Report of Napatech A/S for the financial year 1 January to 31 December 2025 with the file name Napatech-2025-12-31-en.zip has been prepared, in all material respects, in compliance with the ESEF Regulation. We recommend that the annual report be approved at the annual general meeting. </sob:StatementByExecutiveAndSupervisoryBoards>
<sob:PlaceOfSignatureOfStatement contextRef="ctx-1" id="f1__s9__7__146" xml:lang="en">Søborg</sob:PlaceOfSignatureOfStatement>
<sob:DateOfApprovalOfAnnualReport contextRef="ctx-1" id="f1__s9__7__147">2026-03-19</sob:DateOfApprovalOfAnnualReport>
<cmn:NameAndSurnameOfMemberOfExecutiveBoard contextRef="ctx-37" id="f1__s9__7__148" xml:lang="en">Kartik Srinivasan</cmn:NameAndSurnameOfMemberOfExecutiveBoard>
<cmn:TitleOfMemberOfExecutiveBoard contextRef="ctx-37" id="f1__s9__7__149" xml:lang="en">Chief Executive Officer</cmn:TitleOfMemberOfExecutiveBoard>
<cmn:NameAndSurnameOfMemberOfSupervisoryBoard contextRef="ctx-38" id="f1__s9__7__150" xml:lang="en">Lars Boilesen</cmn:NameAndSurnameOfMemberOfSupervisoryBoard>
<cmn:TitleOfMemberOfSupervisoryBoard contextRef="ctx-38" id="f1__s9__7__151" xml:lang="en">Chairman</cmn:TitleOfMemberOfSupervisoryBoard>
<cmn:NameAndSurnameOfMemberOfSupervisoryBoard contextRef="ctx-39" id="f1__s9__7__152" xml:lang="en">Christian Jebsen</cmn:NameAndSurnameOfMemberOfSupervisoryBoard>
<cmn:NameAndSurnameOfMemberOfSupervisoryBoard contextRef="ctx-40" id="f1__s9__7__153" xml:lang="en">Lynn A. Comp</cmn:NameAndSurnameOfMemberOfSupervisoryBoard>
<cmn:NameAndSurnameOfMemberOfSupervisoryBoard contextRef="ctx-41" id="f1__s9__7__154" xml:lang="en">Patty Kummrow</cmn:NameAndSurnameOfMemberOfSupervisoryBoard>
<cmn:NameAndSurnameOfMemberOfSupervisoryBoard contextRef="ctx-42" id="f1__s9__7__155" xml:lang="en">Shannon Poulin</cmn:NameAndSurnameOfMemberOfSupervisoryBoard>
<cmn:NameAndSurnameOfMemberOfSupervisoryBoard contextRef="ctx-43" id="f1__s9__7__156" xml:lang="en">Svenn Tore Larsen</cmn:NameAndSurnameOfMemberOfSupervisoryBoard>
<cmn:NameAndSurnameOfMemberOfSupervisoryBoard contextRef="ctx-44" id="f1__s9__7__157" xml:lang="en">Zane Ball</cmn:NameAndSurnameOfMemberOfSupervisoryBoard>
<arr:AddresseeOfAuditorsReportOnAuditedFinancialStatements contextRef="ctx-1" id="f1__s9__7__159" xml:lang="en">TO THE SHAREHOLDERS OF NAPATECH A/S</arr:AddresseeOfAuditorsReportOnAuditedFinancialStatements>
<arr:OpinionOnAuditedFinancialStatements contextRef="ctx-1" id="f1__s9__7__160" xml:lang="en">Opinion We have audited the consolidated financial statements and the parent company financial statements of Napatech A/S for the financial year 1 January â 31 December 2025, which comprise income statement, statement of comprehensive income, balance sheet, statement of changes in equity, cash flow statement and notes, including material accounting policy information, for the Group and the Parent Company. The consolidated financial statements and the parent company financial statements are prepared in accordance with IFRS Accounting Standards as adopted by the EU and additional requirements of the Danish Financial Statements Act. In our opinion, the consolidated financial statements and the parent company financial statements give a true and fair view of the financial position of the Group and the Parent Company at 31 December 2025 and of the results of the Group's and the Parent Company's operations and cash flows for the financial year 1 January â 31 December 2025 in accordance with IFRS Accounting Standards as adopted by the EU and additional requirements of the Danish Financial Statements Act. Our opinion is consistent with our long-form audit report to the Audit Committee and the Board of Directors. </arr:OpinionOnAuditedFinancialStatements>
<arr:DescriptionOfQualificationsOfAuditedFinancialStatements contextRef="ctx-1" id="f1__s9__7__161" xml:lang="en">Basis for opinion We conducted our audit in accordance with International Standards on Auditing (ISAs) and additional requirements applicable in Denmark. Our responsibilities under those standards and requirements are further described in the "Auditor's responsibilities for the audit of the consolidated financial statements and the parent company financial statements" (hereinafter collectively referred to as "the financial statements") section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Independence We are independent of the Group in accordance with the International Ethics Standards Board for Accountants' International Code of Ethics for Professional Accountants (IESBA Code), as applicable to audits of financial statements of public interest entities, and the additional ethical requirements applicable in Denmark to audits of financial statements of public interest entities. We have also fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. To the best of our knowledge, we have not provided any prohibited non-audit services as described in article 5(1) of Regulation (EU) no. 537/2014. AppointmentofauditorWe were initially appointed as auditor of Napatech A/S on 29 April 2014 for the financial year 2014. We have been reappointed annually by resolution of the general meeting for a total consecutive period of 12 years up until the financial year 2025.</arr:DescriptionOfQualificationsOfAuditedFinancialStatements>
<arr:KeyAuditMattersAudit contextRef="ctx-1" id="f1__s9__7__162" xml:lang="en">Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements for the financial year 2025. These matters were addressed during our audit of the financial statements as a whole and in forming our opinion thereon. We do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context. We have fulfilled our responsibilities described in the "Auditor's responsibilities for the audit of the financial statements" section, including in relation to the key audit matters below. Accordingly, our audit included the design and performance of procedures to respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the financial statements. Revenue recognition The Groupâs revenue primarily consists of the sales of goods that are recognized at a point in time. Engineering services are recognized as revenue in the income statement based on the stage of completion (over time), which is determined on the basis of the relationship between the Groupâs resources spend in relation to the total estimate of resource consumption. The degree of completion is assessed regularly and adjustments are made to the stage of completion if deemed necessary. Revenue recognition and measurement of the degree of completion for the Group is a matter of most significance in our audit due to the inherent risk in the estimates and judgements made by Management in the normal course of business as to timing of revenue and measurement of the degree of completion. Refer to note 2 and 4 in the consolidated financial statements and to note 2 in the financial statements for the parent company. How our audit addressed the above key audit matters: ⢠Assessment of management IFRS-15 accounting memorandum regarding recognition of revenue over time. ⢠Test of Managementâs assessment of the degree of completion of Engineering services, including test to underlying contract, supporting documentation and evaluation of assumptions. ⢠Data analytical procedures on revenue including correlation analysis and activity analysis. ⢠Test of sales transactions during the year and recognized before and after the balance sheet date to contracts and other supporting documentation to assess proper revenue recognition and cut-off. ⢠Assessment whether the applied revenue recognition criteria follow the Groupâs accounting policies as disclosed in note 2 to the consolidated financial statements. ⢠Evaluation of the adequacy of the disclosures provided by management in the financial statements compared to applicable accounting standards</arr:KeyAuditMattersAudit>
<arr:StatementOnManagementsReviewAuditorsReportOnAuditedFinancialStatements contextRef="ctx-1" id="f1__s9__7__163" xml:lang="en">Statement on the Managementâs review Management is responsible for the Management's review. Our opinion on the financial statements does not cover the Management's review, and we do not express any assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read the Management's review and, in doing so, consider whether the Management's review is materially inconsistent with the financial statements, or our knowledge obtained during the audit, or otherwise appears to be materially misstated. Moreover, it is our responsibility to consider whether the Management's review provides the information required by relevant law and regulations. Based on our procedures, we conclude that the Management's review is in accordance with the financial statements and has been prepared in accordance with the requirements of relevant law and regulations. We did not identify any material misstatement of the Management's review.</arr:StatementOnManagementsReviewAuditorsReportOnAuditedFinancialStatements>
<arr:StatementOfExecutiveAndSupervisoryBoardsResponsibilityForFinancialStatements contextRef="ctx-1" id="f1__s9__7__164" xml:lang="en">Managementâs responsibilities for the financial statements Management is responsible for the preparation of consolidated financial statements and parent company financial statements that give a true and fair view in accordance with IFRS Accounting Standards as adopted by the EU and additional requirements of the Danish Financial Statements Act and for such internal control as Management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, Management is responsible for assessing the Group's and the Parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting in preparing the financial statements unless Management either intends to liquidate the Group or the Parent Company or to cease operations, or has no realistic alternative but to do so.</arr:StatementOfExecutiveAndSupervisoryBoardsResponsibilityForFinancialStatements>
<arr:StatementOfAuditorsResponsibilityForAuditAndAuditPerformed contextRef="ctx-1" id="f1__s9__7__165" xml:lang="en">Auditorâs responsibilities for the audit of the financial statements Our objectives are to obtain reasonable assurance as to whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs and additional requirements applicable in Denmark will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements. As part of an audit conducted in accordance with ISAs and additional requirements applicable in Denmark, we exercise professional judgement and maintain professional scepticism throughout the audit. We also: ⢠Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal control. ⢠Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's and the Parent Company's internal control. ⢠Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by Management. ⢠Conclude on the appropriateness of Management's use of the going concern basis of accounting in preparing the financial statements and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's and the Parent Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group and the Parent Company to cease to continue as a going concern. ⢠Evaluate the overall presentation, structure and contents of the financial statements, including the note disclosures, and whether the financial statements represent the underlying transactions and events in a manner that gives a true and fair view. ⢠Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the group as a basis for forming an opinion on the group financial statements. We are responsible for the direction, supervision and review of the audit work performed for purposes of the group audit. We remain solely responsible for our audit opinion. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements and the parent company financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter.</arr:StatementOfAuditorsResponsibilityForAuditAndAuditPerformed>
<arr:AuditorsReportOnXbrlTagging contextRef="ctx-1" id="f1__s9__7__166" xml:lang="en">Report on compliance with the ESEF Regulation As part of our audit of the Consolidated Financial Statements and Parent Company Financial Statements of Napatech A/S, we performed procedures to express an opinion on whether the annual report of Napatech A/S for the financial year 1 January â 31 December 2025 with the file name Napatech-2025-12-31-en.zip is prepared, in all material respects, in compliance with the Commission Delegated Regulation (EU) 2019/815 on the European Single Electronic Format (ESEF Regulation) which includes requirements related to the preparation of the annual report in XHTML format and iXBRL tagging of the Consolidated Financial Statements including notes. Management is responsible for preparing an annual report that complies with the ESEF Regulation. This responsibility includes: ⢠The preparing of the annual report in XHTML format; ⢠The selection and application of appropriate iXBRL tags, including extensions to the ESEF taxonomy and the anchoring thereof to elements in the taxonomy, for all financial information required to be tagged using judgement where necessary; ⢠Ensuring consistency between iXBRL tagged data and the Consolidated Financial Statements presented in human readable format; and ⢠For such internal control as Management determines necessary to enable the preparation of an annual report that is compliant with the ESEF Regulation. Our responsibility is to obtain reasonable assurance on whether the annual report is prepared, in all material respects, in compliance with the ESEF Regulation based on the evidence we have obtained, and to issue a report that includes our opinion. The nature, timing and extent of procedures selected depend on the auditorâs judgement, including the assessment of the risks of material departures from the requirements set out in the ESEF Regulation, whether due to fraud or error. The procedures include: ⢠Testing whether the annual report is prepared in XHTML format; ⢠Obtaining an understanding of the companyâs iXBRL tagging process and of internal control over the tagging process; ⢠Evaluating the completeness of the iXBRL tagging of the Consolidated Financial Statements including notes; ⢠Evaluating the appropriateness of the companyâs use of iXBRL elements selected from the ESEF taxonomy and the creation of extension elements where no suitable element in the ESEF taxonomy has been identified; ⢠Evaluating the use of anchoring of extension elements to elements in the ESEF taxonomy; and ⢠Reconciling the iXBRL tagged data with the audited Consolidated Financial Statements. In our opinion, the annual report of Napatech A/S for the financial year 1 January â 31 December 2025 with the file name Napatech-2025-12-31-en.zip is prepared, in all material respects, in compliance with the ESEF Regulation.</arr:AuditorsReportOnXbrlTagging>
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<cmn:NameAndSurnameOfAuditor contextRef="ctx-45" id="f1__s9__7__173" xml:lang="en">Peter Andersen</cmn:NameAndSurnameOfAuditor>
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