THEON INTERNATIONAL PLC - 2138002Y6CEIWHLN8775

ANNUAL REPORT 2025 FOR THE YEAR ENDED 31 DECEMBER 2025

Theon International Annual Report 2025 1 Declaration Statement Management Report Corporate Governance Report Financial Report Board of Directors and Other Principal Officers 2 Declaration by the Members of the Board of Directors and the Company Officials 3 Message from the Chair of the Board 4 Message from the Founder & CEO 6 Shareholder Information 9 Management Report 10 Corporate Governance Report 119 Financial Report 134 Contents

Theon International Annual Report 2025 2 Declaration Statement Management Report Corporate Governance Report Financial Report Board of Directors and Other Principal Officers Board of Directors Kolinda Grabar-Kitarović Chair of the Board of Directors and Non-Executive Independent Director Christianos Hadjiminas Vice-Chair of the Board of Directors and Chief Executive Officer Philippe Jean Mennicken Executive Director, Deputy Chief Executive Officer and Business Development Director Stelios Anastasiou Executive Director Efstathios Potamitis Non-Executive Director Hans-Peter Bartels Non-Executive Director Maria Athienitou Anastasiou Non-Executive Independent Director Company Secretary Stelios Anastasiou Independent Auditors KPMG Limited Chartered Accountants 14 Esperidon Street, 1087 Nicosia, Cyprus P.O. Box 21121 1502 Nicosia, Cyprus Registered Office 5, Agios Antonios str. Muskita Building 2, 1st Floor, Office/Apart. 102 2002 Nicosia, Cyprus Registration Number HE 424549 Bankers Alpha Bank Aegean Baltic Bank Attica Bank Aspire FT Eurobank BNP Paribas National Bank of Greece Commerzbank Optima Bank First Abu Dhabi Bank Piraeus Bank JP Morgan Chase KBC Bank OCBC Macau SydBank UBS Group AG United Bank Limited Lawyers George Karavokiris RASK Attorneys-at-Law Alexandra Papasteriadi Tegos Legal Norton Rose Fulbright Greece and UK Sorainen Latvia KRAGARIS LAW OFFICE Al Tamimi & Company HARNEYS Mashora Law Firm Panos Labropoulos & Co. LLC SyCipLaw Centre Clifford Chance, Frankfurt BEDAR LAW OFFICE Bird & Bird LLP Spain, Germany, Denmark, UAE, Belgium, Australia Cassels Brock & Blackwell LLP Bird & Bird AARPI SheppardMullin UK and USA Clifford Chance Europe LLP Reed Smith LLP Lee & Ko

3 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report (In accordance with the provisions of Law 190(I)/2007 on Transparency Requirements) In accordance with sections (3)(c) and (7) of Article 9 of the Transparency Requirements (Traded Securities in Regulated Markets) Law 190(I)/2007, as amended from time to time (the “Law”), we, the members of the Board of Directors, the Chief Financial Officer and the Chief Executive Officer responsible for the drafting of the consolidated financial statements of the Company and its subsidiaries (the “Group”), confirm, to the best of our knowledge, that: DECLARATION BY THE MEMBERS OF THE BOARD OF DIRECTORS AND THE COMPANY OFFICIALS RESPONSIBLE FOR THE DRAFTING OF THE CONSOLIDATED FINANCIAL STATEMENTS AND MANAGEMENT REPORT a) the consolidated financial statements of the Group for the year ended 31 December 2025, that are presented on pages 142 to 218: i) have been prepared in accordance with the International Financial Reporting Standards as adopted by the European Union, and in accordance with the provisions of section (4) of Article 9, of the Law; and ii) give a true and fair view of the assets, liabilities, financial position and profit or loss of the Group; and b) the Management Report includes a fair review of the information required by subsection (7) of Article 9, of the Law. Members of the Board of Directors: Kolinda Grabar-Kitarović Chair of the Board of Directors and Non-Executive Independent Director Christianos Hadjiminas Vice-Chair of the Board of Directors and CEO Philippe Jean Mennicken Executive Director, Deputy CEO and Business Development Director Stelios Anastasiou Executive Director Efstathios Potamitis Non-Executive Director, Non-independent Hans-Peter Bartels Non-Executive Director, Non-independent Maria Athienitou Anastasiou Non-Executive Director, Independent Responsible for drafting the financial statements: Dimitris Parthenis Chief Financial Officer 20 April 2026

Declaration Statement Management Report Corporate Governance Report Financial Report Theon International Annual Report 2025 4 Message from the Chair of the Board Dear Investors, We are pleased to present to you THEON’s Annual Report for 2025, a year in which we continued to make significant progress across all fronts as we deepen our role within Europe’s defence ecosystem. As the global security environment undergoes structural change, this report highlights how THEON is positioning itself to meet the evolving needs of NATO and EU partners, strengthening readiness, supporting industrial resilience, and aligning with emerging European defence priorities. Europe’s security reset is structural, not cyclical Across 2024–2025, European defence moved from short-term reaction to enduring rearmament. EU Member States lifted defence outlays to around €343bn in 2024 (approximately 1.9% of GDP) and are projected around €381bn in 2025 (roughly 2.1%), with a record share channelled into equipment procurement and investment, the categories that translate budgets into fielded capability. This is a profound, multi-year shift that will shape demand, standards and industrial capacity well beyond the near term. Alliance posture: from spending to output Within NATO, allies are institutionalising higher readiness. In July 2024, a record 23 allies met the 2% benchmark, an historic high since 2014 and a clear sign that deterrence and defence are now organised on multi-year horizons. In parallel, policy is pivoting from budgets to industrial outcomes. The Alliance’s Defence Production Action Plan (updated in February 2025) and the Industrial Capacity Expansion Pledge (Washington Summit, 2024) commit allies to aggregate demand, expand production capacity, standardise requirements and provide firm, multi-year demand signals to industry. Looking into 2026, the Alliance and the EU have already set frameworks and budgets that signal continued prioritisation of readiness and industrial output: NATO allies agreed 2026 common-funded budgets of €2.42bn (military) and €528.2m (civil), and the EU’s 2026 annual budget totals €192.8bn in commitments with a reinforced emphasis on security and strategic resilience. External macro research also points to continued increases through 2026, with EU defence spending projected to rise toward ~2.4% of GDP by 2027. Europe’s defence roadmap: EDIS and EDIP On the EU side, the first-ever European Defence Industrial Strategy (EDIS) sets a pathway to 2035 to strengthen the European defence industrial and technological base and raise the share of joint, standards-aligned procurement. The Strategy is paired with the European Defence Industry Programme (EDIP), formally adopted in December 2025, to fund common procurement, ramp up critical production, improve interoperability and create a European security-of-supply framework; EDIP also earmarks funding to integrate Ukraine’s defence industry with Europe’s ecosystem. US policy and transatlantic expectations The 2025 US National Security Strategy signals a sharper prioritisation of “vital” interests and a sustained expectation that European allies assume greater responsibility for their own defence, while channeling industrial cooperation through NATO frameworks and pledges agreed in 2024– 2025. For European industry, the practical implication is consistent: align to NATO/EU standards, deliver at scale, and prove time-to-field. The market we serve is re-baselining at higher levels of preparedness. Our task is to meet that standard.

5 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Message from the Chair of the Board continued Geopolitical uncertainty and volatility Conflict in Eastern Europe has persisted into January 2026, with continued long-range strikes and active operations on multiple fronts documented by independent monitoring. Meanwhile, Red Sea maritime security deteriorated again in July 2025, when renewed attacks on commercial shipping, including the sinking of two merchant vessels and crew casualties occurred, with authorities recording 100+ incidents since late 2023. In the Baltic Sea, a series of subsea infrastructure incidents, damaging power and telecom cables in late 2024–2025 and triggering fresh investigations in Dec 2025–Jan 2026, has prompted heightened regional vigilance and criminal inquiries. In the North Atlantic, NATO has increased presence and patrols in the GIUK Gap and launched Baltic Sentry to safeguard critical undersea infrastructure, while the UK–Norway defence pact formalised joint patrols to protect infrastructure and territory from hostile activity. In the Pacific, tensions rose as the PLA conducted large-scale drills around Taiwan in late Dec 2025 simulating blockade operations, and the South China Sea saw repeated confrontation. How THEON is positioned Positioned where demand is durable THEON’s core portfolio, military grade NVGs, thermal imaging and digital interconnected soldier solutions, maps directly onto Europe’s rearmament priorities, where the equipment/ investment share of defence budgets is rising and NATO allies are embedding higher readiness. Our technologies are already embedded in marquee European programmes, including Germany’s IdZ digital-soldier initiative, and the supplier of choice of OCCAR NVG programme for Germany and Belgium, with more countries imminent to join. These are long-cycle procurements that translate policy into fielded capability and stage deliveries through the 2026–2030 window and beyond. The focus on soldier-level overmatch, fused vision and interoperability mirrors EU/ NATO modernisation, positioning the portfolio to be standards-ready for joint purchasing and common battlefield capabilities requirements. United Nations Global Compact (UNGC) inclusion THEON has been proudly accepted as a member of UNGC since 6 January 2026. This milestone reflects THEON’s commitment to aligning with the Ten Principles of the UNGC, which include Human Rights, Labour, Environment, and Anti-Corruption. It also demonstrates dedication to contributing to the advancement of the UN Sustainable Development Goals (SDGs). Industrial readiness by design THEON’s operating model emphasises European supply-chain sovereignty, lead-time reduction and local fulfilment, core aims of EDIS/EDIP and NATO’s production agenda. Long-term tube security via the Exosens agreement (recently extended to 2030), in-house tube capacity through Harder Digital, and local assembly (e.g. HTN Wetzlar under the OCCAR framework) underpin reliable output at scale. The Kappa Optronics acquisition extends us from man-portable optics into platform-based EO/IR for land and air, broadening contribution to multi-domain readiness. Together these choices reinforce the policy shift from budgets to industrial outcomes, ever-warm capacity, interoperable designs and reliable European delivery. Outlook The market we serve is re-baselining at higher levels of preparedness. European and transatlantic policy now orients around industrial capacity, time-to-field and interoperability, not just spending inputs. Our task is to meet that standard: reliably, safely, and at scale, by aligning to EU/NATO roadmaps and delivering the soldier and platform capabilities that allies are prioritising. We maintain a prudent, enterprise-wide risk posture by focusing on export-control and sanctions compliance; security-of-supply and supply-chain resilience (multi-sourcing, on-shore capacity, and inventory buffers for critical components); cyber protection; product safety and quality assurance across programmes; health, safety and environment (HSE) and duty of care; ethical conduct and third-party integrity due diligence; financial discipline (liquidity, counterparty, and overall financial risk management); and business- continuity/crisis response to geopolitical, maritime and infrastructure disruptions. This framework is reviewed regularly at Board level and aligned to evolving EU/NATO regulatory and security standards. We remain committed to our mission to provide allied armed forces professionals with trusted night-vision, thermal imaging and digital-soldier solutions that deliver decisive situational awareness even under the most adverse conditions. We support the European defence sovereignty by innovating responsibly, localising production and addressing real end user needs. On behalf of the Board, I want to thank our people, partners, shareholders and customers. The work ahead is significant; so is the responsibility. Our commitment is to meet this moment with the discipline, transparency and ambition it deserves. To our investors, we remain focused on disciplined capital allocation, robust governance and transparent reporting, with the goal of compounding sustainable value over the long term. Kolinda Grabar-Kitarović Chair of the Board of Directors

6 Declaration Statement Management Report Corporate Governance Report Financial Report Theon International Annual Report 2025 6 Message from the Founder & CEO Dear Shareholders, 2025 was a transformative year of decisive execution and momentum for THEON. We scaled delivery, won monumental tenders, and advanced our new products roadmap. We now enter the next phase with a clear agenda: further accelerate growth, expand our global footprint, and deepen technology leadership, with balanced capital allocation and a resolute customer focus. Strategic priorities Our strategy is built on four pillars: 1. Top-line growth through vigilance for new opportunities; 2. Delivering on our commitments both to customers and shareholders; 3. Focused R&D efforts to innovate and swiftly introduce new products to the markets and 4. Strategic M&A to integrate critical capabilities, access new technologies, and extend our product portfolio. We aim to increase our global footprint by expanding and adding production facilities, including collaborating with local players to bring capabilities closer to end-users, transferring know-how and delivering differentiated value. We are also actively seeking to expand our activity in the APAC region, where we see a similar acceleration in defence spending as happens in Europe, prioritising partnerships and localisation to scale efficiently. Order momentum and pipeline visibility underpin our confidence in the medium term. Order intake for 2025 was at record high €1.3bn and our backlog significantly increased to a total of approximately €2.3bn, including the additional options. We aim to maintain a book-to-bill ratio above 1.0x, as options are expected to turn into firm orders and new orders will materialise, both from our traditional revenue sources as well as our new products and consolidated entities. THEON holds a leading position in night-vision goggles, and we intend to maintain cost leadership in man-portable equipment while replicating our success in mounted/platform products as that segment scales, by leveraging our excellent customer relationships. Component capacity (e.g. image-intensifier tubes) and rapid technology cycles remain key considerations. We mitigate these with long-term inventory planning, selective vertical integration, multiyear supplier agreements and sustained R&D to limit reliance on scarce materials, turning disruption into faster time-to-capability and product improvement. Harder Digital’s capacity is now projected to ramp faster than earlier anticipated to meet rising demand, without a material change to our capex projections. Operations, Leadership, Financials Execution remained strong across regions. We met delivery milestones on existing contracts and secured unprecedented wins in competitive tenders. With added capacity and local collaborations, we are positioned to convert a robust opportunity set while maintaining execution quality and margin THEON holds a leading position in night-vision goggles, and we intend to maintain cost leadership in man-portable equipment while replicating our success in mounted/platform products.

7 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Message from the Founder & CEO continued discipline. We are establishing premises in pivotal locations to support key-markets entry, customer proximity and after-sales capabilities. The introduction of our A.R.M.E.D. product family is already delivering results. It secured our participation in Germany’s IdZ Future Soldier programme, and in OCCAR’s IRCOD programme. Demonstrations and pilots have validated the Ecosystem’s modularity, connectivity and interoperability, converting into firm orders. We have strong conviction in IRIS-C as a cost-effective way to add digital capabilities to analogue NVGs at the man portable sector. We are ready to compete in forthcoming Future-Soldier-type programmes in additional geographies. Demand is also visible for platform based solutions that combine optics, sensors, software and connectivity. Our respective product range and planning is designed to meet evolving operational concepts and interoperability requirements. We intend to replicate our success in the man-portable segment by maintaining our competitive advantages of cost effective production and R&D, by offering to the markets custom made value for money solutions, according to their unique requirements. Finally, we see significant potential for our newly introduced Fire Control Systems that improve targeting accuracy, increasing effectiveness, conserving ammunition, and reducing signature exposure, preserving the invaluable soldier’s life. We expect our new FCS product family to meet great acceptance by customers We strengthened our leadership bench and supported transitions to sustain growth and operational excellence. We appointed George Papageorgiou as CEO of THEON Sensors S.A., who brings excellent operational and integration know-how to support our growth plans and acquisition-consolidation efforts. Philippe Mennicken has been appointed Deputy CEO and Director of Business Development, further leveraging his pivotal role in the evolution of the Group. Dionisis Kolokotsas has been appointed Chief Global Affairs Officer, bringing extensive expertise in corporate and international affairs, to support our global expansion plans. Last but not least, a number of our internal executives have been promoted to mid-level management as our ranks continue to grow and headcount increases. M&A remains a selective tool to advance our strategy, focused on vertical integration, technology access, and market expansion. Our investment in Harder Digital has already begun to bring in new orders while securing our supply chain. The acquisition of Kappa Optronics will be accretive to both revenue and capabilities from 2026 onward. Our minority stakes also play a significant role in our strategy: Andres in Germany serves as an after-sales support and maintenance centre, with further potential under our future plans. The investment in KOPIN offers a strong pathway to develop ITAR-free new technologies. Our investment in EXOSENS allows us to secure large orders, such as the monumental OCCAR order of December, with greater confidence. This move was further invigorated by the renewal and extension of the Long-Term Commercial Agreement we had with EXOSENS. We are evaluating our next moves with the particular investment and any progress made will be announced in due course. The investment in ShockEOS, where we hold a minority stake and a majority option which we intend to exercise, helped us win the first meaningful order for armoured-vehicle gimbals, which we expect to grow meaningfully. Through these minority positions, we gain access to new technologies, accelerate our product roadmap, capabilities and R&D, and expand our global presence. The convertible loan granted in Varjo, is to enable future synergies in virtual and mixed reality immersive technologies. We continue to pursue similar opportunities along the same direction. Our financial priorities are unchanged: maintain a healthy balance sheet and prudent leverage, disciplined capital allocation, and cash generation. We will continue being ambitious and a disruptor, and will use our balance sheet as necessary to achieve this with clear deleveraging plans.

8 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report The near-term focus is on further strategic stakes and smaller complementary acquisitions that are to be funded without affecting the current capital structure. The share capital increase transaction we completed just before year’s end, to support the closing of our acquisition in Exosens, while maintaining prudent leverage and financial flexibility, without preventing us from meeting rising demand, was well received, demonstrating strong confidence in our business plan by our investors as well as in the sector’s potential. We are now committed to fulfilling this confidence and executing our backlog and further investments plan. We expect working capital to improve, although it will remain somewhat elevated given our growth profile and delivery schedules. Over the medium term, we aim for an approximately 50:50 revenue mix between Night Vision and Digital equipment. Digital products are complementary to Night Vision; they do not cannibalise each other, and we do not intend to decelerate our core NV business. Our goal is to grow overall sales by expanding the portfolio, not by substituting it. We intend to propose to the Shareholders AGM, a dividend distribution of €24.4m, which translates to 30% of the net profit, in line with the guidance we provided during our Capital Markets Day. Market outlook The global defence spending remains elevated, with advanced forces prioritising to obtain technological edge to deter sovereign threats. We are expanding our Total Addressable Market through both new products and feature upgrades to existing ones, and by developing transition enabling solutions that bridge analog and digital Night Vision, providing backward compatibility today and a clear pathway to full digital over time. In Europe, defence modernisation and readiness continue to support programme activity and platform demand. We also expect an increasing shift toward more mid- and long-term procurement cycles as more countries leverage joint procurement agencies (notably OCCAR) and emerging financing mechanisms (e.g. SAFE). In the Middle East, we expect a renewed surge in demand as repeatedly noted in our global analyses, which we see already materialising earlier than anticipated due to ongoing regional conflicts. We expect that, even as conditions stabilise, more emphasis will be placed on land forces and therefore on Theon products as well. In APAC, we see a similar acceleration in defence investment. For instance, budgets in Japan and South Korea are in record high. We established our subsidiary in South Korea, with aim of pursuing opportunities through partnerships and localisation in the region. We enter the next chapter confident and ambitious: expanding capacity with local partnerships, scaling in Europe, Middle East and APAC, and accelerating platform-based innovation such as A.R.M.E.D. Our focus remains unwavering: deliver mission-critical capability, sustain best-in-class margins, and compound long-term value. We are decisive and ambitious, operating in a high growth market with strong drivers. We successfully built a market-leading position in NVGs, and are now firmly focused on continuing to expand our horizons into new and adjacent areas. We are intent on building a globally leading group delivering next generation soldier systems and advanced defence optronics. We appreciate the continued support of our shareholders, the commitment of our people, and the collaboration of our customers and partners worldwide. We also thank our Board of Directors for their oversight and confidence in THEON’s leadership as we execute our strategy with prudence and focus. Yours sincerely, Christian Hadjiminas Founder, CEO and Vice President to the BoD Message from the Founder & CEO continued

59.60% Venetus CHRE Investments Treasury Shares Free Float 10.51% 1.28% 28.61% 18% 25% UK US Europe ROW 32% 25% Theon International Annual Report 2025 9 Declaration Statement Management Report Corporate Governance Report Financial Report Shareholder Information Share capital Changes to share capital are disclosed in Note 29 of the consolidated financial statements. Dividends In 2025 the Company distributed dividend of €23.8 million, which accounts for 35% of Net Profit (2024: €14.4 million). Free float In 2025, free float was increased by two secondary placements of the main shareholder, Venetus Ltd. In December 2025 a Rights Issue offering was completed, with the main shareholders fully taking up their rights. By the end of 2025, shareholder structure is as follows: Free float regional breakdown 1 : 1 This breakdown includes only the part of the free float that has been disclosed to the company under certain regional regulations, estimated at c.99%.

Theon International Annual Report 2025 10 Declaration Statement Management Report Corporate Governance Report Financial Report MANAGEMENT REPORT Vision and Mission 11 2025 Highlights 12 Events after the Reporting Date 15 Business Overview 16 Investment Case 17 Business Model 20 Global Operations 21 Product Portfolio 23 Strategy 25 Mergers and Acquisitions 26 Market Analysis and Business Opportunities 29 Financial Review 34 Principal Risks and Uncertainties 41 Sustainability Statement 46 The Board of Directors of Theon International Plc (the “Company”) presents to the members its Management Report accompanied by the audited consolidated financial statements of the Company and its subsidiaries (the “Group”) for the year ended 31 December 2025, prepared in accordance with IFRS Accounting Standards (“IFRS”) as adopted by the European Union (EU) and the requirements of the Cyprus Companies Law, Cap 113.

Theon International Annual Report 2025 11 Declaration Statement Management Report Corporate Governance Report Financial Report Vision and Mission VISION To be the trusted market leader in next generation optronics, enhancing security globally. MISSION LISTEN. DESIGN. DELIVER. Developing cutting-edge solutions through in-house engineering and strategic partnerships, addressing the rapidly evolving needs of the defence and security sectors worldwide. EMPOWERING VISION. WHEN IT MATTERS.

12 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 2025 Highlights For the year ended 31 December 2025 JANUARY Awarded contract for the German Future Soldier Programme (IdZ) to supply newly developed Heads-Up Displays (HUD) for the German Army (part of the A.R.M.E.D. ecosystem). JANUARY Founded THEON Optronics Equipment Manufacturing LLC-SPC (Abu Dhabi), a 100%-owned subsidiary for the manufacturing of security and surveillance equipment. JANUARY Acquired 100% of NVT Sensor General Trading LLC (Dubai) for AED 101,000 (c.€27k to support expansion of operations. JANUARY Acquired 100% of Focus Optech Co., Ltd (South Korea) for €356k to support expansion of operations; renamed THEON Korea Co., Ltd. on 1 April 2025. APRIL Founded Theon Canada Incorporated (Ontario), a 100%-owned subsidiary for the manufacturing of commercial and service industry machinery. FEBRUARY Refinanced a €12m short-term loan with a €20m revolving bond loan on favourable terms. MARCH Venetus Ltd completed the placement of c. 3.2m shares (4.5% of share capital) at €17.7 per share, increasing the Company’s free float to 24.7%. MAY Completed full deployment of the first new Harder Digital production line, scaling output and increasing yield. JUNE Venetus Ltd completed the placement of c.3.7m shares (5.3% of share capital) at €31.1 per share, increasing the Company’s free float to 30.0%, supporting trading liquidity and momentum. JUNE Received final €1.2m disbursement under the State-Supported Loan Facility of the Recovery and Resilience Fund (RRF), completing total approved financing of €7.91m. JULY Acquired an ~7,600 m² land plot in the industrial zone of Koropi, Greece, opposite the main facility, to support production capacity expansion.

13 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 2025 Highlights continued For the year ended 31 December 2025 JULY Initiated establishment of a new production facility in Zaventem (Ikaros Business Park) and a liaison office in Brussels for EU/NATO programmes (via THEON Belgium). AUGUST Signed a renewable two-year supply agreement with eMagin Corporation (US) for OLED micro-displays, securing high-resolution displays used in products including IRIS-C. JULY Invested €5m in Varjo Technologies Oy via convertible loan, with an option for an additional €5m. AUGUST Agreed to acquire 100% of Kappa Optronics GmbH (Germany), a specialist in aviation and land optronics, for an enterprise value of €75m via a mix of cash and debt; transaction completed in January 2026. AUGUST Entered a strategic partnership with ALEREON (US) to integrate UWB technology into the A.R.M.E.D. product line, with production in Greece and exclusive promotion rights in Europe and the Middle East. SEPTEMBER Acquired a 10% strategic equity stake in Andres Industries AG via a €1.1m share capital increase, with option to increase the stake up to 24.99% within two years for a total consideration of €4.5m. SEPTEMBER Purchased common shares of Kopin Corporation with an aggregate value of €15.55m. SEPTEMBER Initiated a share repurchase programme for future LTIP obligations, as approved at the 5 June 2025 General Meeting (up to 1,400,000 ordinary shares until 5 June 2026); repurchased 1,002,833 shares as at 31 December 2025. OCTOBER Formed a strategic partnership with Kopin Corporation to create a new European joint venture focused on AR-enabled systems and ITAR-free microLED display production, and to establish an AR-focused manufacturing and R&D hub in Reston, Virginia for U.S. development and production capabilities. OCTOBER Signed a definitive agreement to acquire a 9.8% minority stake in Exosens SA for €268.7m (€54.0 per share), becoming its second-largest shareholder; transaction completed in January 2026. OCTOBER Entered a new €300m senior revolving credit facility with a syndicate of nine international and Greek banks to refinance existing short-term debt, support general corporate purposes, and potentially fund larger acquisitions.

14 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 2025 Highlights continued For the year ended 31 December 2025 OCTOBER Awarded a multi-year framework contract by a European NATO member state for Night Vision binoculars, monoculars and the IRIS-C thermal clip-on system (incl. spares); initial firm order of €100m; aggregate contract value exceeds €300m; deliveries expected 2026–2028 with options for multi-year extensions from 2029 onwards. NOVEMBER Agreed to acquire a 30% stake in Al Meezan Ltd (holding company of ShockEOS), with the option to reach majority, as part of a €10m investment programme launched in October 2024, transaction subject to customary closing conditions; received an initial sample order for a newly developed stabilised multi-sensor optronics platform from a European defence prime contractor. DECEMBER Extended the long-term commercial agreement with Exosens for the supply of Image Intensifier Tubes through 2030, securing higher annual volumes compared to the 2025–2027 agreement. DECEMBER Received a €25m order for 3rd-generation Image Intensifier Tubes via Harder Digital, its largest such order to date, with deliveries scheduled for 2026–2027. Following capacity expansion and operational improvements, THEON will absorb half of Harder Digital’s production, with the remainder supplied to third parties, benefiting from improved product quality, higher average selling prices and scale. DECEMBER Revised the OCCAR/Hensoldt consortium contract, converting options into firm orders for 100,000 additional Night Vision Goggles for the German Bundeswehr and 4,000 NVGs for the Belgian Armed Forces; value c.€1bn, the largest single NVG procurement by a European NATO member. DECEMBER Completed a rights issue of 8,624,645 new ordinary shares, raising c. €148m. Issuance and listing of all new shares on Euronext Amsterdam occurred on 18 December 2025; 180-day lock-ups apply to the Company and committing shareholders.

15 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Events After The Reporting Date On 2 January 2026, Theon International Plc drew the second and final tranche of €185 million under the €300 million senior revolving credit facility entered into in October 2025. On 7 January 2026, the Group, through Theon International Plc, completed the acquisition of a 9.8% equity interest in Exosens S.A., following the satisfaction of all required regulatory notifications, for a total cash consideration of €268.7 million. The transaction relates to the agreement entered into in October 2025 and results in the Group becoming the second-largest shareholder of Exosens S.A. Exosens S.A. is a French company specialising in advanced electro- optical technologies and is an existing commercial partner of the Group, including a long-term supply agreement extended through to 2030.* On 14 January 2026, the Group, through Theon International Plc, completed the acquisition of 100% of the shares and voting rights of Kappa Optronics GmbH, a Germany- based company specialising in aviation and land optronics. The transaction, was executed for a total cash consideration of €69.9 million. The acquisition supports the Group’s strategic objective to expand into adjacent product markets and strengthen its electro-optical portfolio, leveraging Kappa’s capabilities in aviation platforms and land systems to enhance technological breadth and customer offering.* On 21 January 2026, Theon International Plc entered into a liquidity contract with Kepler Cheuvreux in relation to the management of treasury shares and the enhancement of liquidity of THEON shares traded on Euronext Amsterdam. An initial amount of €1 million in cash and 33,000 treasury shares were made available to Kepler Cheuvreux. On 18 February 2026, the parties agreed to increase the cash allocation by a further €2 million, with all other terms remaining unchanged. In January 2026, Team Wendy Ceradyne, a US-based developer and manufacturer of advanced combat helmets, and Theon International Plc announced a strategic partnership under a US Army Combat Capabilities Development Command (DEVCOM) Soldier Centre–funded initiative for the development of a next-generation Integrated Multi-Threat Headborne System (IMHS). The programme aims to integrate ballistic protection technologies with THEON’s electro-optical systems, including night vision, thermal imaging and augmented reality (AR), to enhance soldier protection, situational awareness and operational effectiveness in multi-domain operations through a modular headborne architecture incorporating communications and electronic systems. On 11 February 2026, Theon Sensors SA was informed that its investment plan submitted under the incentives scheme “Manufacturing – Supply Chain” (3rd call) of Greek Development Law 4887/2022 (file code ΥΠΕ/07/8/02689/03) was included in the Final Ranking List issued by the competent authority of the Ministry of Development and approved for the next stage of the process. The investment relates to the expansion/ diversification of the Company’s existing production facilities and the development of new electro-optical systems/platform products, with a total planned investment budget of approximately €10 million (20% tax- exemption incentive) and, as of the date of authorisation of these consolidated financial statements, no amounts have been recognised in respect of this matter. On 27 February 2026, the Group, through Theon International Plc, entered into a convertible capital loan agreement with Varjo Technologies Oy for a principal amount €5.0 million. The transaction had been contemplated in the initial convertible capital loan agreement between the same parties. In February 2026, the Group has secured new firm orders from European NATO member states and countries in the Middle East totaling approximately €41 million, relating to night vision goggles and thermal clip-on devices. A significant portion of this intake relates to a newly signed framework agreement which also includes additional purchase options of approximately €40 million. In addition, the Group received a further delivery order under the Squad Binocular Night Vision Goggle (SBNVG) programme for the United States Marine Corps. On 8 April 2026, the Group, through Theon International Plc, completed the acquisition of a 30% equity interest in Al Meezan Limited, holding company of ShockEOS design house incorporated in the Masdar City Free Zone, Abu Dhabi, UAE, for a total cash consideration of USD 12.0 million. The transaction relates to a share purchase agreement entered into in November 2025. The acquisition supports the Group’s ongoing collaboration with Al Meezan Limited, enabling closer alignment in research and development activities. In April 2026, the Group, through Theon Sensors SA, entered into a strategic agreement with Rheinmetall Electronics GmbH for the development, qualification and serial supply of a stabilised multi-sensor electro-optic system based on the Group’s PHYLAX technology. Subject to the successful completion of development and qualification activities, the programme is expected to transition to serial production, with an initial committed contract value exceeding €40 million. * Control was obtained upon completion of the transaction in January 2026, and therefore the acquisition will be accounted for as a business combination in the Financial statements for the year ending 31 December 2026.

Theon International Annual Report 2025 16 Declaration Statement Management Report Corporate Governance Report Financial Report THEON is a leading developer and manufacturer of customisable night vision and thermal imaging systems for military and security applications in Europe, with a global footprint spanning 72 countries, including 26 NATO countries. Business Overview DELIVERING OPERATIONAL SUPERIORITY Established in 1997 as a supplier to its domestic market in Greece THEON won the first tender to procure the Swedish Army for 500 NVG monoculars. To date Sweden remains a key customer with >25,000 systems delivered Won the largest tender in Europe to date for NV goggles run through OCCAR in consortium with Hensoldt 1997 2004 2010 2013 2019 2022 2023 2024 2024 2024 2025 2025 Theon International listed on Euronext Amsterdam Introduced ARMED ecosystem of connected devices THEON and Exosens announce the signing of a longer-term commercial agreement (LTA) Launch of THEON Next Initiative Agreement for acquisition of 9.8% stake in Exosens and expansion of LTA until 2030 First international contract awarded for the supply of night driver viewers to the Australian Defence Force THEON launched the NYX night vision binocular in response to the global trend of switching to binocular Celebrated the initial US Marine Corps contract Award of second US Marines Corps contract and OCCAR Tranche 2 Acquisition of Harder Digital Announced OCCAR contract revision for 100,000 NVGs, (5th tranche) Agreement for acquisition of Kappa Optronics THEON started its operations in Greece and today occupies a leading role in the sector thanks to growing international presence through subsidiaries and production facilities in Greece, Cyprus, Germany, the Baltics, the United States, the Gulf States, Switzerland, Denmark, Belgium, Singapore and South Korea.

Theon International Annual Report 2025 17 Declaration Statement Management Report Corporate Governance Report Financial Report >270,000 systems manufactured and sold until December 2025 Theon is focused on delivering operational superiority and safety through best-in-class products. We will continue growing globally, building on our successful track-record, both organically and through acquisitions. Theon International Plc is listed on Euronext Amsterdam (AMS: THEON) included in Mid-Cap Index AMX. It is also included in Euronext Tech Leaders’ segment showcasing high-growth and leading tech companies. >28 years of expertise ~40% revenue CAGR last six years (FY 2025: €443.4m) 3.2x coverage ratio over FY 2025 revenue 72 countries with customers 26.2% adjusted EBIT margin at FY 2025 3.0x book to bill ratio in FY 2025 20-30% dividend pay out ratio >130 engineers in Design and Development Delivering operational superiority Investment Case

18 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 84% 2025 2024 55% 9% 8% 5% 8% 3% 29% 75% 82% 6% 11% 19% 7% 2025 2024 Investment Case continued Research, Design & Prototyping Testing & Evaluation Product Development & Enhancement Enhanced Automation & Technology Aftermarket Support & Modernisation Process & Production Capability Global Presence EUROPE Largest provider of night vision goggles AMERICAS Preferred Supplier of the USMC ROW Market leader in GCC nations Revenue Regional Breakdown Europe Americas Rest of World Backlog Regional Breakdown Europe MENA APAC Americas THEON has the ambition of growing from being a leader in Night Vision, to becoming a leader in the Defence Optoelectronics sector.

Theon International Annual Report 2025 19 Declaration Statement Management Report Corporate Governance Report Financial Report Investment Case continued 01: LEADING MARKET POSITION WITH A GLOBAL FOOTPRINT 02: SUCCESSFUL GROWTH STRATEGY 03: HIGH MARGIN, COST EFFICIENT BUSINESS 04: GROWING SHAREHOLDER RETURNS Established reputation with a solid track-record of more than 28 years of expertise Customers across 72 countries (26 NATO), including multiple MoDs and Armed Forces In-house design and manufacturing capabilities complemented by external partnerships and collaborations Capability to provide full product customisation based on customer requirements Direct relationship with customers, and closed partnerships, leading to high barriers to entry Proven product innovation and diversification supporting new contracts, cross-selling and up-selling Organic growth into new markets, expanding the addressable opportunity Strong pipeline of potential partnerships and M&A to support verticalisation, product diversification and global expansion All supported by strong underlying growth in our markets with defence electronics spending projected to grow at a 13% 1 CAGR 2025-2030 Solid order backlog with a significant number of contractual options, providing good visibility on future revenues High and sustainable margins, with an EBIT margin around the mid-twenties Low capex requirements leading to strong cash conversion Well-invested platform (facilities) with increasing capacity to support growth High operational leverage and efficient R&D spending Focused on delivering shareholder value and maximising returns Robust balance sheet, provides the ability to both execute on the growth strategy and provide shareholder returns Progressive dividend policy in place with a 20–30% payout ratio 1. Source: RSA analysis (excluding Russia, China, North Korea, Iran and other embargoed countries).

20 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Business Model KEY COMPETITIVE ADVANTAGES THE STRENGTHS OF OUR MODEL THEON’s business model leverages its technological and engineering expertise with fully integrated processes, ranging from design and production to business development. This vertical integration allows for firm oversight of engineering and production, resulting in high-quality, cost-efficient solutions. Customisation THEON’s ability to customise products is a key competitive advantage. Its fast-track design and prototyping procedure enable it to promptly respond to modification requests. This focus on customisation has led to long-standing relationships globally, some spanning over 15 years. Price Competitiveness Our diversified global production footprint enables a structurally low-cost manufacturing base, allowing us to offer high-value, cost-efficient solutions across our product portfolio. This operational model enhances our ability to remain highly competitive on price while maintaining uncompromising quality and performance. Large Scale Leading in the man-portable night vision segment, with over 50% market share in Europe and the Gulf States. Disruptive Operating Model Asset light and vertically integrated, with an agile corporate structure and competitive cost base due to Greek-based operations. Advanced Product Offering Continuously developing and improving mission-critical products to stay ahead of the competition. Strong Financial Profile Fast-growing with clear growth visibility, lean cost structure, high-profitability, strong cash conversion and healthy leverage. International Presence Utilising a global supply chain and establishing co-production facilities in strategic regions. Leading Technology Deep technological know-how and engineering expertise at the core of our operations. Established Client Base Long-standing relationships with a diversified global customer base in multiple attractive markets, leading to high repeat business. Attractive Workplace Highly skilled workforce, recognised as one of the top companies to work for in Greece by the Great Place To Work Certification TM .

21 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Global Operations United Kingdom Denmark Belgium Latvia Germany Serbia Switzerland Greece Cyprus UAE KSA South Africa USA Indonesia South Korea Singapore Spain WORLDWIDE Offices, production and co-production facilities enable us to remain close to our global customer base, offer local content to key customers and provide them with after sales support. Commenced construction of the third Athens facility, >3,000 sqms Two main facilities in Athens, c. 8,500 sqms

22 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 243 213 1 135 183 247 303 390 767 633 980 2020 2021 2022 2023 2024 2025 58% 9% 29% 3% Split per country 62% 38% Split per gender 63% 7% 19% 11% Split per capability Global Operations continued Headcount evolution GROWING WORKFORCE Our team grows, to follow and support the company’s accelerating course. Greece Germany Rest of Europe Rest of the World R&D Production BD/Marketing Corporate/Shared services Male Female 1 KAPPA workforce incorporated since January 2026, following official transaction finalisation. >30% MSc/PhD holders

Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 23 Product Portfolio Man Portable ARGUS, NYX, MIKRON • State-of-the-art mono- and binoculars • Tube agnostic • Support 16–18 mm IITs • Configurable for various use cases and Field of View (FoV) NIGHT VISION GOGGLES THEA ORION IRIS-C SMART BATTERY PACK & BATTLE MANAGEMENT SYSTEM A.R.M.E.D.* ECOSYSTEM * Augmented Reality Modular Ecosystem of Devices. DAMON, ARTEMIS • Clip-on or stand alone • Tube agnostic • Support 18mm tubes • Multiple FoV and magnification options NIGHT VISION WEAPON SIGHTS THERMIS, TH60, TH100, DSA • Clip-on or stand alone • Digital product series • Configurable for various use cases and FoV THERMAL WEAPON SIGHTS • Digital product series • THEON proprietary ballistic calculator • Configurable for various use cases FIRE CONTROL SYSTEMS • Next Generation HUD • Daytime tactical Augmented Reality (AR) display • Real-time intelligence among combat units and Command and Control centre • Fused Night Vision Binoculars • Combining Night Vision (NV) and Thermal Imaging (TI) technologies with AR capabilities in one device • Lightweight thermal clip-on • Compatible with any NVG • Upgrading NV image to Fused (Modular Solution) with digital target marking • Optimal energy efficiency • Interconnectivity enablers • Interoperability, multi-system integration NEW PRODUCT

24 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Product Portfolio continued Platform Based THERMON, URANIA • Enables operation under adverse conditions • Fit for virtually any type of vehicle • Supports 25 mm IIT, uniquely manufactured by Harder Digital PHYLAX • Vehicle mounted systems • Digital Product Series • ShockEOS co-developed stabilised gimbal • Accelerator of Platform Products Expansion Strategy • Owned IP rights, already the first selection by OEM • Thermal imaging and Zoom capabilities for long range observation • Crew protection and precision targeting • Internal Development • AI ready NIGHT DRIVER PERISCOPES GIMBALS REMOTE WEAPON STATION CAMERAS NEW PRODUCT NEW PRODUCT TALOS, TRITON • Multi-Sensor Inspection Surveillance Reconnaissance systems • Configurable and customisable for mobile or fixed site applications (Day Channel, Thermal Channel, SWIR Channel, Laser Range Finder, Laser Pointer/Illuminator/ Designator) • Optional gyro-stabilisation for enhanced performance in adverse environments. ISR PLATFORMS • Range up to 50km 1 • Range up to 20km • Range up to 5km LONG RANGE MEDIUM RANGE SHORT RANGE Growth to be sustained by continuous R&D efforts from recent investees, combined with in-house development, to introduce new products in this category addressing specific operational requirements. Dr. Dimitrios Mandridis, Group CTO 1. Varies based on actual configuration.

25 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report STRONG UNDERLYING MARKET GROWTH STRATEGY FOR GROWTH THEON operates in markets with strong underlying growth. Overall global defence spending is forecast to grow at a c. 5% CAGR from 2025-2030, with the defence optronics market expected to grow at over twice that pace at a 12% 1 CAGR. Strategy Supporting growth driven by the momentum in our markets is our growth strategy which will enable us to increase our market share organically and inorganically. Our growth strategy is focused in 4 key areas: Read more on page 21 Read more on page 26 Read more on pages 23-24 Read more on pages 26-28 1 These market figures likely underestimate the projected increase in defence spending given the anticipated increase in defence budgets across Europe, following recent macro developments. GEOGRAPHIC EXPANSION STRENGTHENING OUR SUPPLY CHAIN PRODUCT INNOVATION STRATEGIC M&A THEON has already established a strong global footprint, but there are significant opportunities to expand worldwide both in man-portable and platform based products, particularly in markets in North America and throughout the East where there are large and growing defence budgets. 2025 Progress Expanded presence in Belgium, Denmark and S. Korea THEON intends to complement its organic growth through targeted M&A activities in the near to medium term. Our focus is to invest in companies to gain complementary products, innovative technologies, extended capabilities, and broader geographic reach. 2025 Progress Agreed to acquire Kappa Optronics Invested in Exosens, ShockEOS, KOPIN, Varjo, Andres THEON consistently works to strengthen its supply chain by establishing long- term commercial agreements with key suppliers, including those that produce image intensification tubes, an essential component of night vision goggles. 2025 Progress Scaled Harder Digital capacity Extended LTA with Exosens Established LTA with eMagin Product innovation is central to our business strategy. We are constantly designing more sophisticated and technologically advanced products to complement and add to our existing product set. 2025 Progress Introduced new platform products Introduced the first Fire Control System

26 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report ACTIVITY AND INVESTMENTS Mergers and Acquisitions As set out at our Capital Markets Day in November 2025, our M&A strategy is targeted and focused around securing our future via tapping into new technologies, as well as regions & products where we are currently under-represented. Harder Digital Progress: • Further integration progress made following the second consolidation, post 2024 acquisition • Deployment of second production line of final products What the Acquisition Achieved • Production verticalisation • Production scale to ~15.000 IITs, (vs 6,000 pre-investment) • Acceleration of production ramp-up plan for a third production line • Top line synergies (direct order of €25m from a defence prime) • Absorption rate of production by THEON c. 66% Exosens • Announced: October 2025 Completion in January 2026 • €268m for 9.8% stake • Source of Funds: Share Capital Increase and RCF Rationale • Strengthen relationship with key supplier • Benefit from the anticipated upcoming demand • Boost customer confidence in placing larger and longer-term orders • Become the largest strategic stakeholder in a niche product company • Pursue synergies in sensor technologies Objective SECURING SUPPLY CHAIN Absorption rate of production c. 66% Acquisition value €268m Extended LTA agreement both in time and volumes

27 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report SECURING OUR FUTURE Mergers and Acquisitions continued Kappa Optronics • Acquired: August 2025 Completion in January 2026 • €70m, for 100% acquisition • Consolidation in FY 2026 Rationale • Accelerate expansion into platform-based sector products • Increase TAM & diversify revenue sourcing • Access to high-end clientele • Immediate top-line contribution of c. €40m to FY 2026 revenue • Group synergies in product development • Extended product offering in Air and Land Platforms ShockEOS • Acquired: November 2025 Completion in April 2026 • $12m for 30% stake • Option to reach majority Rationale • Strategic co-development partnership evolved into equity ownership • Increase TAM & diversify revenue sourcing • Leverage engineering capabilities to improve and expand product roadmap • Secure inaugural order for new product from a defence prime in heavy armoured vehicles • Support efficient execution of production scale-up, post final testing phase Objective ACCELERATING PLATFORM BUSINESS Acquisition 100% Acquisition 30%

28 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report SECURING OUR FUTURE Mergers and Acquisitions continued Kopin • Acquisition: August-September 2025 • $8m (€6.9m) for 49% stake in KOPIN Scotland • $15m for c.3.5% stake in KOPIN US Rationale • Accelerate R&D capabilities • Expand footprint in US • Develop ITAR free AR-enabled products • Access to IP rights technology • Support THEON Next Vision Varjo • Investment: August 2025 • €5m interest bearing convertible loan • Option for additional €5m, exercised in February 2026 Rationale • Develop immersive AR technology • Footprint in hard to access market • Developmental synergies within the Group • Support THEON Next Vision Andres • Acquisition: July 2025 • €1.1m for 10% stake • Option to reach 24.99% for additional €4.5m Rationale • Obtain maintenance capabilities • Provide total support solutions • Expand footprint in Germany Focus Optech (Now THEON Korea) • Acquisition: January 2025 • €358k for 100% Rationale • Expand footprint in Asia • Acquire Industrial defence license • Enablement for participation in APAC tenders • Additional 4,500sqm of production space Objective ACCESSING NEW REGIONS AND TECHNOLOGIES

Theon International Annual Report 2025 29 Declaration Statement Management Report Corporate Governance Report Financial Report Market Analysis 1 and Business Opportunities 2 Earlier-than-expected increases in defence budgets reflect evolving geopolitical conditions, reinforcing the growing role of advanced technologies in national defence, deterrence, and sovereignty priorities. 1 Public data and THEON analysis. 2 Excluding Russia, China, North Korea, Iran and other sanctioned countries. THEON’s growth is driven by a globally engaged Business Development team that stays close to customers and tracks defence-spending priorities across all regions. We remain alert to new opportunities and pursue key partnerships and alliances. This approach enables us to expand while supporting localisation and sovereignty objectives. APAC Defence budget 2026 €320bn Already Identified Opportunities €1.35bn 1 Middle East Defence budget 2026 €320bn Already Identified Opportunities €1.3bn 1 Europe Defence budget 2026 €450bn Already Identified Opportunities €1bn 1 North America Defence budget 2026 €1trn Already Identified Opportunities €1.5bn 1

30 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Market Analysis and Business Opportunities continued >+100% 2023-30 growth +70-100% 2023-30 growth <70% 2023-30 growth Europe Defence Budget Growth Outlook EU countries are expediting their re-armament efforts to meet NATO’s 5% new goal. The SAFE 1 mechanism is expected to work as an additional catalyst. 1. SAFE = Security Act For Europe. Source: RSA analysis (excluding Russia, China, North Korea, Iran and other embargoed countries). THEON’s export success is driven by a strong, globally active Business Development team that maintains close customer relationships, along with strategic industrial partnerships with domestic electro-optics manufacturers in countries adopting its products. Europe is expected to remain our main customer base for the foreseeable future, and we continue to strengthen our presence in our core focus areas. At the same time, we remain alert to new markets and opportunities to capture rising demand. Philippe Mennicken Deputy CEO & BD Director

31 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 2,514 48 47 48 685 802 950 855 797 1,187 372 766 909 854 933 1,086 470 463 496 544 543 597 883 1,438 1,590 1,698 1,706 1,538 3,578 4,098 3,999 4,026 4,456 2025 2026 2027 2028 2029 2030 2025 - 2030 CAGR: 12.1% 2,514 162 191 231 184 150 209 50 70 91 122 150 167 176 186 226 210 219 188 490 656 709 595 664 928 1,636 2,475 2,841 2,888 2,843 2,964 3,578 4,098 3,999 4,026 4,456 2025 2026 2027 2028 2029 2030 2025 - 2030 CAGR: 12.1% Market Analysis and Business Opportunities continued Regional Breakdown (€m) Product Category Breakdown (€m) Platforms Addressable Market (Vehicle Mounted) Growth driven by: Growth mainly driven by large European Armoured vehicle programmes as well as MENA starting in 2026 Main focus on Armoured Fighting Vehicles using RWS 1 / turrets with advanced optronics 1 RWS = Remote Weapon Stations. 2 EW = Electronic Warfare. Source: RSA analysis (excluding Russia, China, North Korea, Iran and other embargoed countries). Armoured Fighting Vehicle Protected Patrol Vehicle Light Utility Vehicle Reconnaissance/EW 2 vehicle Other Europe Americas MENA APAC Other

32 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 1,715 8 8 8 6 6 7 113 132 222 266 433 461 104 82 95 99 102 119 1,071 1,145 1,150 1,232 1,264 1,326 419 552 649 742 899 922 1,919 2,124 2,345 2,704 2,835 2025 2026 2027 2028 2029 2030 2025 - 2030 CAGR: 10.6% 1,715 198 349 543 734 926 912 180 244 303 316 341 380 273 253 206 236 256 286 1,063 1,072 1,071 1,059 1,181 1,257 1,919 2,124 2,345 2,704 2,835 2025 2026 2027 2028 2029 2030 2025 - 2030 CAGR: 10.6% Regional Breakdown (€m) Product Category Breakdown (€m) Dismounted Addressable Market Growth driven by: Increased penetration rate, increased personnel and increased demand for advanced situational awareness Countries moving towards long term agreements to secure supply of equipment for the coming 3-5 years Fire Control Systems expected to lead growth, an area of focus for THEON (see next slide) Source: RSA analysis (excluding Russia, China, North Korea, Iran and other embargoed countries). Europe Americas MENA APAC Other Helmet-Mounted Weapon Scopes Targeting Fire Control Systems Market Analysis and Business Opportunities continued

33 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 198 0 10 47 121 183 222 79 103 143 148 135 133 103 218 335 447 590 541 349 543 734 926 912 2025 2026 2027 2028 2029 2030 198 73 143 245 287 318 291 125 206 299 447 608 621 349 543 734 926 912 2025 2026 2027 2028 2029 2030 Market Analysis and Business Opportunities continued Regional Breakdown (€m) Product Category Breakdown (€m) Fire Controls Systems The FCS category is experiencing the fastest acceleration among the man-portable equipment The new FCS system we introduced, addresses the ISW/Small Arms category, by meeting end-user needs for improved accuracy, mitigating ammunition scarcity and reducing exposure to counter fire Source: RSA analysis (excluding Russia, China, North Korea, Iran and other embargoed countries). Europe Americas MENA APAC ISW & Small Arms Recoilless Rifle

34 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Financial highlights The Group’s results for the year 2025 are detailed on page 143. The revenue for the year reached €443.4 million (2024: €352.4 million), while the operating profit rose to €108.8 million (2024: €89.3 million). Adjusted EBIT climbed to €116.1 million, marking a 27.8% increase year-over-year, with the adjusted EBIT margin improving to 26.2%, higher than the 25.8% margin reported for the year 2024. Net profit attributable to Group shareholders was €81.2 million (2024: €67.4 million). As at 31 December 2025, total assets of the Group stood at €623.1 million (31 December 2024: €392.4 million) and net assets rose €410.8 million (31 December 2024: €236.2 million). Revenue generated from night vision devices reached €413.6 million for the year 2025, accounting for 93.3% of total revenue. This represents an increase from €321.0 million recorded during the prior year. The growth was driven primarily by the acquisition of new contracts and the activation of options on FINANCIAL HIGHLIGHTS For the year ended 31 December 2025, the Group delivered robust financial performance, with revenue increasing by 25.8% and adjusted EBIT rising by 27.8%, reflecting improved operating efficiency. Operating cash flow turned positive at €45.5 million, mainly due to improved working capital management. The Group maintains a solid financial position, with total assets of €623.1 million and strong net asset growth. Financial Review Net Cash €126.9m 1 31 December 2024: €35.0 million Total Assets of the Group €623.1m 31 December 2024: €392.4 million Net Assets €410.8m 31 December 2024: €236.2 million existing agreements. Europe continues to be the dominant market for sales, with Asia also experiencing notable expansion. The Group demonstrated a robust commitment to global markets, focusing on increasing its market presence through ongoing innovation and dedicated customer support. Sales within Greece contributed a minimal 0.06% to overall revenue. As at 31 December 2025, the Group’s soft backlog reached €1,414.3 million, representing a substantial 116.2% increase from €654.2 million on 31 December 2024. This significant growth is primarily attributable to the award of the largest-ever contract for the supply of 100,000 night vision goggles to OCCAR, valued at approximately €1 billion. The soft backlog includes the remaining contract value of existing and anticipated contracts. Operating cash flow improved, shifting from a net outflow of €26.1 million in 2024 to a net inflow of €45.5 million in 2025. This positive change was mainly attributable to a notable reduction in receivables. Net cash used in investing activities decreased, primarily due to higher allocations to term deposits with maturities of less than three months, despite increased investments in financial assets and property, plant, and equipment. Furthermore, net cash flows from financing activities rose, reflecting proceeds from the share capital increase and the drawdown of a new Revolving Credit Facility. For 2026 we target to further improve our performance metrics, with focus on improving cash generation and working capital absorption. Dimitris Parthenis Group CFO 1 Including the net proceeds of €147.7 million from the rights issue offering completed in December 2025. The cash outflows related to the acquisitions of Kappa Optronics (€69.9 million) and 9.8% stake in Exosens (€268.7 million) on a pro-forma basis would have resulted in a Net Debt position of €211.7 million, with a leverage ratio of 1.8x LTM EBITDA.

75% 2025 2024 82% 6% 11% 19% 7% 2023 8% 10% 82% 35 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 31 December 2023 31 December 2024 31 December 2025 +116.18% 1,414.3 654.2 540.2 2023 2024 2025 +18.37% 1.16 0.98 0.60 2023 2024 2025 +20.47% 81.2 67.4 36.1 2023 2024 2025 +17.76% 12.20 10.36 4.80 2023 2024 2025 +25.84% 443.4 352.4 218.7 2023 2024 2025 1,313.9 466.0 506.0 +181.95% Financial Review continued Soft Backlog (€m) 1,414.3 Revenue (€m) 443.4 Revenue Regional Breakdown For the year ended on December 2023, 2024 and 2025 Europe Americas Rest of the World Following the net profit increase for the year compared to the previous year, earnings per share (EPS) have also increased by 18.4%, primarily driven by higher sales. Order Intake (€m) 1,313.9 Earnings per Share (€) 1.16 Net Profit (€m) 81.2 Research and Development Department Expenditure (€m) 1 12.2 1 Includes capitalised R&D

~93% ~91% 2025 2024 2023 ~7% ~9% ~92% ~8% 36 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 2023 2024 2025 27.1 26.5 26.7 +2.25% 2023 2024 2025 +27.79% 116.1 90.8 56.3 2023 2024 2025 26.2 25.8 26.1 +1.55% 2023 2024 2025 +28.67% 120.1 93.3 58.3 Financial Review continued Revenue Product Breakdown Adjusted EBITDA Margin 27.1% Adjusted EBIT Margin 26.2% Night Vision Products Non-Night Vision Products Adjusted EBIT (€m) 116.1 Adjusted EBITDA (€m) 120.1

37 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 2023 2024 2025 -7.27% 41.0 44.2 29.1 2023 2024 2025 +73.8% 18.7 10.7 7.7 2023 2024 2025 +63.39% 0.34 0.21 0.17 2023 2024 2025 -4.56% 84.5 88.5 86.9 Capital Expenditure (CapEx) (€m) 18.7 NWC Absorption (% of Revenues) 41.0 % Cash Conversion (%) 84.5 Defined as (Adj. EBITDA-Capex)/ Adj. EBITDA Financial Review continued As at 31 December 2025, the Group’s total debt (as defined in the Key Financial Ratios section on page 40) increased to €130.0 million from €82.8 million as at 31 December 2024. Despite the increase in debt, the Group maintains a strong net cash (as defined in the Key Financial Ratios section on page 40) position of €126.9 million (31 December 2024: €35.0 million). The net cash over capital employed ratio (Net cash/Total equity + Non-current liabilities), stands at 23.7% as at 31 December 2025 (compared to -12.3% as at 31 December 2024). Financial leverage remained at a prudent level in 2025, with the Group continuing to rely primarily on equity and its strong net cash position to finance operations, despite the increase in debt. The negative net cash over capital employed ratio reflects the Group’s substantial liquidity buffer, and overall financial leverage continues to be healthy, supported by a robust equity base and strong cash position. The Board of Directors is committed to preserving a robust capital base to uphold the confidence of investors, creditors and the market, while also supporting the Group’s future growth initiatives. Throughout the reporting year, the Group’s approach to capital management remained consistent. Capital Expenditure The Group’s total investments for the reporting year amounted to €18.7 million. The Group’s Management team will continue to dynamically implement the budgeted €30 million investment programme in 2026, placing emphasis on state-of-the-art platform-based products to capture further revenue opportunities. Research and Development The Group invests significant amounts in research and development (R&D) of optical systems with emphasis on new innovative products that ensure a competitive edge. In 2025, the total research and development expenditure, including capitalised development costs, amounted to €12.2 million representing a 17.8% increase compared to the corresponding period of the previous year(2024: €10.36 million). Of the total R&D expenditure for the current year, €6.83 million was capitalised, compared to €5.56 million in the prior year. This increase is primarily attributable to the recruitment of highly trained engineers across various specialties to support the development of new products, as well as to the development of new platform-based solutions. Additionally, part of the increase reflects the partial outsourcing of R&D activities to specialised partners engaged in the development of an advanced electrooptics system. Dividend per Ordinary Share (€) 0.34

38 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Financial Review continued Existence of branches Head Office – Branch Country of the Branch Theon Sensors MEA FZC – BRANCH OFFICE DUBAI (DMCC BRANCH). United Arab Emirates (UAE) Board of Directors The members of the Company’s Board of Directors as at 31 December 2025 and at the date of this report are presented on page 3. In accordance with the Company’s Articles of Association all Directors presently members of the Board continue in office. There were no significant changes in the assignment of responsibilities and remuneration of the Board of Directors. Significant Related Party Transactions The commercial transactions of the Group with related parties during 2025, were realised under the common commercial terms. The Group or any of its related parties has not entered any transactions that were not in an arm’s length basis, and do not intent to participate in such transactions in the future. No transaction was made under any special terms and conditions. The tables included in Note 37 present the transactions and balances, among the Group and its related parties as at 31 December 2025 and for the year 2025. Key Financial Ratios The Group uses Alternative Performance Measures (“APMs”) to support decision making and performance assessment, as they provide meaningful insights into the underlying financial and operational performance of the business. Management monitors and reports on these APMs as key performance indicators for evaluating the Group’s financial results, preparing annual budgets and assessing long-term strategic plans, and also uses them to manage performance and ensure alignment with the Group’s long-term objectives. While APMs are not defined under IFRS, the Group considers them relevant and reliable for evaluating its financial performance and position. They are presented in addition to IFRS measures and are not intended to replace them. Dividend Distribution €23.8m 2024: €14.4 million Payout ratio 35% 2024: 40%

Theon International Annual Report 2025 39 Declaration Statement Management Report Corporate Governance Report Financial Report 0.27 0.26 0.27 2025 2024 2023 2025 2024 2023 2023 -1.06 -0.38 0.19 2025 2024 2023 0.26 0.26 0.26 0.24 0.26 0.46 2025 2024 2023 0.22 0.32 0.52 2025 2024 2023 6.12 3.08 1.89 2025 2024 2023 5.12 2.38 1.25 2025 2024 2023 0.19 0.29 0.47 2025 2024 2023 KEY FINANCIAL RATIOS 1 An analysis of the key financial ratios and their calculation is provided below: For the year ended 31 December Financial Review continued Return on Equity (ROE) 0.19 Current Ratio 6.12 Adjusted EBITDA Margin 0.27 Return on Capital Investment (ROCE) 0.22 Adjusted EBIT Margin 0.26 Quick Ratio 5.12 Debt Ratio 0.24 Net Debt-to-EBITDA Ratio 2 -1.06 1 All ratio explanatories to be referenced in the Appendix on the following page. 2 Including the net proceeds of €147.7 million from the rights issue offering completed in December 2025. The cash outflows related to the acquisitions of Kappa Optronics (€69.9 million) and 9.8% stake in Exosens (€268.7 million) on a pro-forma basis would have resulted in a Net Debt position of €211.7 million, with a leverage ratio of 1.8x LTM EBITDA.

Theon International Annual Report 2025 40 Declaration Statement Management Report Corporate Governance Report Financial Report Appendix Financial Review continued Calculations Adjusted EBITDA Margin = Adjusted EBITDA/Revenue Adjusted EBIT Margin = Adjusted EBIT/ Revenue ROCE = Adj. Trailing EBIT/Invested capital ROE = Trailing Net profit after tax/ Total Equity Net Debt-to-EBITDA Ratio = Net cash/Adj. Trailing EBITDA Debt Ratio = Debt/Debt + Total Equity Current Ratio = Current assets/Current liabilities Quick Ratio = Current assets – inventories/ Current liabilities General Definitions Adjusted EBITDA: For more information, refer to Note 39 Adjusted EBIT: For more information, refer to Note 39 Invested capital: Total assets – Current liabilities Net cash: Debt (as defined below) – Term deposits – Cash and cash equivalents Debt: Loans and borrowings (total of current and non-current part) + Amount owed for share buy-back (total of current and non- current part) + Lease liabilities (total of current and non-current part)

Theon International Annual Report 2025 41 Declaration Statement Management Report Corporate Governance Report Financial Report Principal Risks and Uncertainties PRINCIPAL RISKS AND UNCERTAINTIES Risks and risk management are integral aspects of the Group’s operations. A thorough understanding of these risks and a continuous monitoring of changes in the risk profile are essential for informed decision making, thereby enhancing the Group’s ability to achieve its strategic objectives. Effective operations management demands ongoing risk analysis and the implementation of appropriate measures to mitigate significant negative impacts on THEON’s objectives. The Group conducts a comprehensive assessment of the overall risk exposure, categorising risks into three main areas: business/operational risks, legal risks, and financial risks. The following sections provide an overview of the most significant risks (without prioritisation) and the corresponding management strategies. Detailed information on financial risks is available in Note 38.

42 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Principal Risks and Uncertainties continued 1. The Group’s and its affiliates’ core customers are government agencies, supranational organisations, and their armed and security forces and therefore Company’s revenues depend, directly and indirectly, on their defence and security spending Due to the nature of the sector the Group operates into, its operating profit mostly derives either directly or indirectly from government agencies, armed and security forces and therefore is connected to the public military expenditure and in turn to the geopolitical and economic developments and conditions. Substantial changes either to the public defence spending or global geopolitical status may have a detrimental effect on the Group’s business and operations. RISK MITIGATION: The Group thoroughly observes and monitors the international economic and geopolitical evolutions and proceeds with necessary strategic adjustments involving the engagement with various stakeholders and counterparties in different markets and regions. 2. The Group’s financial results and growth depend on the award of defence contracts Considering that most of the Group’s profits and cash flows derives from the defence contracts, these are heavily contingent on the awarding of the contracts. Unexpected delays to the receipt of orders and receivables during the contracts award would negatively affect the Group’s reported financial year forecasts and results. In addition, challenges and legal actions in the context of awarded contracts would also cause delays in the receipt of orders. RISK MITIGATION: The Group constantly examines and evaluates new market opportunities and potential customers around the globe. Additionally, possible synergies and strategic partnerships with other counterparties with a view to developing, expanding and marketing additional products and services to clients are being explored by the Group on an ongoing basis. 3. The Group’s activities and supply chains are subject to sales and export restrictions and controls that may involve government approvals The Group’s products qualify as dual-use goods or military services which are subject to export control rules and regulations and consequently sales and export restrictions. Regularly, special governmental approvals should be granted to the Group in addition, before it proceeds with imports or exports of goods. Such limitations lead to additional costs and compliance risks for the Group, and, in some cases, restrict or prevent the Group’s access to certain markets or customers. Non – compliance with the applicable sales and export restrictions and controls could possibly lead the Group to face penalties and fines negatively affecting its business and activities. RISK MITIGATION: The Company considers it essential to ensure the conformity with the national and European export controls legislation. Therefore, the compliance department overseen by the legal department in coordination with the contracts and purchasing department, are strictly monitoring an ongoing basis the regulatory developments that may affect the Group’s contractual obligations and day to day business. 4. The Group operates in a very competitive sector The Group offers customisable night vision and thermal imaging systems based on customer requests. The Group operates in a highly competitive sector, in which several players offer similar goods and products could pose a significant risk of reducing its orders and consequently profits. RISK MITIGATION: To be able to maintain its competitive advantages in the market sector, the Group tries to keep the high level of its products’ innovation. To achieve this, the Group invests in R&D and highly depends on its key executives and personnel that in turn requires competitive compensation and a fair corporate environment. In addition, the Group constantly examines new M&As opportunity to expand its technology. Business/Operational Risks

43 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Principal Risks and Uncertainties continued 5. The Group is exposed to infrastructure and data breaches, attacks, or disruptions to its IT systems risks The Group, being an advanced technology- based solutions provider, handling national security and similar highly confidential information faces risks of a security breach or disruption from unauthorised access to its IT networks. RISK MITIGATION: The Group’s information systems conform to ISO27001 standards and cyber essentials scheme certified by IASME, incorporating best practices for security. Biannual training on phishing and performance of comprehensive penetration testing yearly, in addition to monthly automated vulnerability scans of the Group’s external IPs and website secure the Group from external cybersecurity threats. The Group maintains also an asset monitoring system operating around-the-clock protecting its IT infrastructure. 6. The Group’s growth strategy involves mergers, acquisitions, and other industrial cooperation initiatives to enhance its market position and capabilities. However, integrating newly acquired businesses or merging operational units presents inherent challenges and risks that may impact the Group’s efficiency and profitability The complexity of integrating different corporate cultures, IT systems, supply chains, and operational processes can lead to inefficiencies, delays, or disruptions in business operations. Failure to successfully integrate acquired businesses may result in increased costs, lower than expected synergies, or an inability to fully realise the anticipated benefits of the integration. Additionally, unforeseen regulatory, legal, or compliance hurdles may emerge during the integration process, leading to further operational risks. RISK MITIGATION: The Group has established a structured business integration framework, ensuring thorough due diligence, strategic planning, and clear transition roadmaps before undertaking any mergers or acquisitions. Internal and external teams follow best practices and oversee the alignment of corporate cultures, IT systems and business processes to minimise risks. Business/Operational Risks

44 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Principal Risks and Uncertainties continued 1. Credit risk: Credit risk derives from a possible failure to comply with the counterparty’s contractual terms. The Group’s exposure to credit risk is limited to the financial assets (instruments), comprising mainly of trade receivables. RISK MITIGATION: The Group and its affiliates provide goods and services solely to established, solvent counterparties. It is the Group’s policy that all clients to whom goods and services are provided on credit must undergo credit checks. In addition, trade receivables are constantly being monitored to minimise risk from bad debt. 2. Currency risk: The Group’s and its affiliates’ results of operations are exposed to currency exchange rate fluctuations due to its buying and selling products in foreign currencies. The exchange rate risk derives primarily from existing or expected cash flows in foreign currency and from foreign investments. RISK MITIGATION: The Group normally concludes its contracts and transactions with its customers and suppliers in the reporting currency to address the currency risk. Additionally, for surplus cash in USD, it is the Group’s practice to enter forward contracts to hedge the exchange rate risk. 3. Liquidity risk: The Group has incurred, and may as part of future expansion, incur upfront investments in connection with its long-term projects which could pressure its and its affiliates’ liquidity. In addition, the Group’s activities require substantial expenditures for R&D, which may not be recovered. RISK MITIGATION: To ensure that there is sufficient liquidity to meet its payment obligations, the Group receives sufficient funding through bank lending. In addition, the Group holds adequate cash reserves to meet its needs. 4. Interest rate risk: The Group’s bank lending and bond loans increase the interest rate risk due to any fluctuation in the market interest rates. An increased interest rate may have a deteriorating effect on the Group’s financial results. RISK MITIGATION: The Group is not usually investing in interest-bearing assets that may pose its operating profit dependent on interest rate changes. 5. Price risk: The Group and its affiliates are exposed to the risk that might arise due to increases in commodity prices and more specifically in the value of the raw materials which the Group depends its production on. Also, the limited number of the Group’s suppliers for sourcing the necessary components for the Group’s production eliminates the flexibility of the Group to negotiate pricing terms. RISK MITIGATION: By entering into sales and supply agreements at fixed prices, the Group ensures its operating income is not sensitive to fluctuation of commodity prices. Financial Risks

45 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Principal Risks and Uncertainties continued 1. Group’s operations are subject to complex and volatile regulatory environment The Group’s operations are subject to compliance risks with respect to various rules and regulations, including, among other things, capital markets, public procurement, international sanctions, anti-corruption, anti-money laundering antitrust and state aid laws. Due to the Group’s product portfolio and regulations, which include, to a large extent, military equipment, the Group is subject to international, European, and national export control and foreign trade laws and regulations. In addition, antitrust rules and regulations in certain jurisdictions, including merger control laws and regulations, may impose restrictions on the Group’s ability to carry out certain acquisitions or enter into cooperations and partnerships, thus limiting the Group’s ability to grow inorganically, or require forced divestments or other measures. The Group is also subject to corporate and other tax rules in Cyprus where the Theon International PLC is incorporated, in the Netherlands where Theon International PLC shares are listed for trading as well as the jurisdictions where the Group conducts its business operations. In addition to the laws and regulations described Legal Risks above, the Group is subject to new laws and regulations or changes in the interpretation of existing laws and regulations. The implementation of these changes, contingent to its operations and activities, may prove time-consuming and may cause the Group to be forced to adjust internal procedures, which could also affect its business operations. Non-compliance with the abovementioned rules and regulations and any change in the regulatory framework the Company is subject to could have a material effect on the Group’s business, assets, results of operations, financial condition. RISK MITIGATION: The Group has implemented a structured set of guidelines setting out its organisation’s processes, standards, and best practices to aggregate and harmonise its operations with the applicable established regulations and legislation, which is enforced and overseen by the Legal Department of the Group in coordination with the other teams involved. External advisors and counsels are also on an ad-hoc basis engaged by the Group to provide tailored-made advice and solutions and support when bespoke solutions are required. Legal Risks

Theon International Annual Report 2025 46 Declaration Statement Management Report Corporate Governance Report Financial Report SUSTAINABILITY STATEMENT 1 General Information 47 1.1 Basis for Preparation 47 1.2 Governance 49 1.3 Strategy 52 1.4 Impact, Risk and Opportunity Management 63 2 Environmental Information 66 2.1 Climate Change 66 2.2 Water and Marine Resources 73 2.3 Resource Use and Circular Economy 76 3 EU Taxonomy 81 3.1 Introduction – Article 8 Taxonomy Regulation 81 3.2 Overview 81 3.3 Eligibility Assessment 82 3.4 Alignment Assessment 82 4 Social Information 87 4.1 Own Workforce 87 4.2 Consumers and End-Users 95 5 Governance 98 5.1 Business Conduct 98 6 Appendices 107 6.1 Overview of General Disclosure Requirements 107 6.2 List of Datapoints that Derive from other EU Legislation 108 7 Auditor’s Sustainability Statement 113

47 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Theon International PLC Sustainability Statement 1 GENERAL INFORMATION 1.1 Basis for Preparation 1.1.1 General basis of preparation [BP-1] The Sustainability Statement for the fiscal year 2025 has been prepared on a consolidated basis for Theon International PLC (hereinafter “the Company” and together with its subsidiaries, the “Group”), in accordance with the ESRS standards, as per Commission Delegated Regulation (EU) 2023/2772 of 31 July 2023 amended by Commission Delegated Regulation (EU) 2025/1416 of 11 July 2025, while the EU Taxonomy disclosures were prepared under the provisions of Regulation (EU) 2020/852. The scope of consolidation is aligned with the financial reporting framework and based on the consolidated financial statements. The reporting perimeter includes the parent company as well as all of its subsidiaries. Specifically, for reporting on GHG emissions, the reporting perimeter includes also associates for which the company has operational control. The Sustainability Statement includes information on own operations along with upstream and downstream value chain information where available based on the value chain of the Group. The value chain has been evaluated as part of the Double Materiality Assessment (DMA) to identify material impacts, risks and opportunities (hereinafter “IROs”). The assessment includes financially and strategically significant activities. The process involves identifying activities of suppliers and business partners that are essential to the Group’s operations. No subsidiary undertakings are exempt from the consolidated sustainability reporting pursuant to Articles 29a of the Directive 2013/34/EU. All subsidiary undertakings are included within the scope of the consolidated sustainability reporting and do not publish individual sustainability statements. In addition, no information has been omitted on the grounds that it is sensitive or connected with intellectual property, technical expertise or outcomes of research. The Company has also not relied on the exemption available to companies established in a Member State of the European Union that permits the withholding of information regarding forthcoming developments or matters under negotiation, in accordance with Articles 19a(3) and 29a(3) of Directive 2013/34/EU. 1.1.2 Disclosures in relation to specific circumstances [BP-2] Time horizons The Company applies the European Sustainability Reporting Standards (ESRS), and therefore the time horizons that are applied are the following: • Short-term: one year • Medium-term: two to five years • Long-term: > five years Value chain, sources of estimation and outcome uncertainty, changes in preparation or presentation of sustainability information The Company publishes for the first time its Sustainability Statement in accordance with European Sustainability Reporting Standards (ESRS) for the Fiscal Year (FY) 2025. For FY 2024, the Group included sustainability disclosures in the Non-Financial Statement of its Board of Directors’ report within the Group Annual Financial Report 2024. Thus, comparative data has only been included, where appropriate, based on the Group’s prior year non-financial statement. Where direct value chain data is unavailable for fiscal year 2025, the Company has used reasonable estimates and proxies. For information derived from estimates, the relevant preparation basis, accuracy level, and improvement actions are explained within the disclosures of each topical standard. Methodology followed as well as limitations, if existent are presented in the relevant topical Standard. The estimated figures are subject to estimation uncertainty because they rely on indirect calculation approaches. To satisfy reporting obligations, the Company relies on expert judgement and estimates, including forward-looking information on global, European, and national developments, as well as ambitions, objectives, targets, and expectations. As a result, these estimates involve uncertainty, and actual outcomes may differ from current assumptions.

48 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Theon International PLC Sustainability Statement continued Table 1 – Estimations and uncertainty Topic Sub-topic Specific metric Own operations/ Value chain assessment Section ESRS E1 – Climate change Energy consumption and mix [E1-5] Fuel consumption Own operations Details in section 2.1.4.2. Energy consumption and mix [E1-5] ESRS E1 – Climate change Gross Scopes 1 and 2 GHG emissions [E1-6] Gross Scope 1 GHG emissions Own operations Details in section 2.1.4.3. Gross Scopes 1 and 2 GHG emissions [E1-6] ESRS E3 – Water and marine resources Water consumption [E3-4] Water consumption from own operations Own operations Details in section 2.2.2.2. Water consumption [E3-4] ESRS E5 – Resource Use and Circular Economy Resource Outflows [E5-5] Total amount of waste generated (tn) Own operations Details in section 2.3.2.2. Resource Outflows [E5-5] ESRS S1 – Own workforce Health and safety metrics [S1-14] Number of total hours worked Own operations Details in section 4.1.4.5. Health and safety metrics [S1-14] Policies In the context of Group-level policy harmonisation, the Environmental Policy, Health and Safety Policy, Information Security Policy, Procurement Policy, Quality Policy, Code of Ethics and Business Conduct, ESG Steering Committee Governance Composition, LD Framework, and Human Rights Policy were formally approved at Group level in the first quarter of 2026 following a Group-wide consolidation exercise. Stakeholder interests were taken into account through ongoing day-to-day interactions, and the insights gathered informed the scope, content, and key commitments of each policy. During the 2025 financial year, equivalent corresponding policies, procedures, and controls, when relevant, were applicable at subsidiary level, and these arrangements were effective throughout FY2025 and constituted the basis for the disclosures included in the Sustainability Statement for that year across the relevant ESRS topical standards. Throughout the reporting period, subsidiaries continued to apply their existing procedures and controls to address impacts, risks, and matters related to environmental, social, governance, quality, information security, procurement, and ethical topics. The Group- level approvals in 2026 did not introduce new principles, and they formalised and standardised pre-existing practices to ensure consistency and comparability across the Group, and this timing is clearly reflected in the narrative for transparency purposes. Incorporation of information by reference Certain ESRS disclosure requirements are closely related to or already within the information which the Group has already included as required by other laws and regulations in various sections. Aiming to avoid duplication, references in the Sustainability Statement are made to these sections. Information incorporated by reference in the Sustainability Statement mainly related to the following. Table 2 – Information by reference ESRS Disclosure Requirement Reference Relevant Section of the Annual Report ESRS 2 GOV-1 – The role of the administrative, management and supervisory bodies Corporate Governance Statement 121-125 Disclosures stemming from other legislation or generally accepted sustainability reporting pronouncements The Sustainability Statement has been prepared in accordance with the requirements of the European Sustainability Reporting Standards (ESRS). No other legislative provisions, nor any generally accepted sustainability reporting standards or frameworks, have been applied or utilised. Use of phase-in provisions The Company, in accordance with Regulation (EU) 2025/1416 (“Quick-Fix”), applies the transitional provisions available to wave one undertakings with less than 750 employees on average for the reporting period 2025. For this reason, the Group will not provide disclosures on anticipated financial effects across all the material topics. In addition, Scope 3 GHG emissions and total GHG emissions for FY 2025 will not be disclosed. Furthermore, the disclosures under S1 “Own workforce” will not be presented for certain sub-subtopics (S1-7 Characteristics of non-employees in the undertaking’s own workforce, S1-8 Collective bargaining coverage and social dialogue in non-EEA countries, S1-11 Social protection, S1-12

49 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Persons with disabilities, S1-13 Training and skills development, S1-14 Cases of work- related ill-health, Number of days lost to injuries, accidents, fatalities and work-related ill health, Health and safety regarding non-employees, S1-15 Work-life balance and S1-16 Remuneration metrics). Finally, for the topic S4 “Consumers and end-users” the phased-in relief (introduced as part of the “Quick Fix”) will be applied in full, notwithstanding its classification as material under the Double Materiality Assessment (DMA), as further described in Chapter 4.2 Consumers and end-users [ESRS S4]. 1.2 Governance 1.2.1 The role of the administrative, management and supervisory bodies [GOV-1] The Company places strong importance on maintaining sound corporate governance that supports value creation for all stakeholders. The Group’s internal structure reflects the governance practices that have guided its development and supports an uninterrupted flow of information in real time, which improves responsiveness and reduces risks related to the business operations. Board of Directors At the top of the Company’s governance framework, the Board of Directors constitutes the highest decision-making body and exercises oversight over all strategic and operational matters. The executive management team regularly informs the Board on a wide range of topics, including environmental, social, governance, operational, legal, and emergency-related matters. The Board of Directors is appointed by the General Meeting of Shareholders and reports to it on an annual basis, or more frequently when updates on the Group’s performance and progress are required. The members of the Board indicate their commitment to sustainability through their extensive sector experience and long-standing professional backgrounds, offering constant leadership that supports the Group’s growth and development. Through the established reporting lines and dedicated technical teams, the Board of Directors is kept informed of developments, assessments, and other relevant communications related to sustainability matters. For the BoD members roles and expertise, please refer to the page 121-125 of the Corporate Governance Section. The Board of Directors is composed of seven (7) members, of whom three (3) are executive and four (4) are Non-Executive. Independent Non-Executive directors account for 28.6 % of the Board, corresponding to two (2) individuals. The composition of the Board of Directors has been determined with consideration of the requirements set out in the Supervision chapter of the Dutch Corporate Governance Code. In establishing its current structure, the Board confirmed that the independence criteria outlined in best practice provisions 2.1.7 to 2.1.9 of the Dutch Code are satisfied in relation to directors classified as independent. Currently there is no representation of employees in the Board of Directors. The representation of women on the Board of Directors is currently 28.6% and the representation of men at 71.4% with an average ratio of female to male Board members of 0.4%. Specifically, there are two (2) female Non-Executive independent directors, one of whom also serves as Chair of the Board. Board Committees The Company has currently established two committees, the Audit and Risk Committee and the Nomination and Remuneration Committee, which support the Board of Directors by preparing work and making recommendations in order to facilitate decision-making on the matters under consideration. In accordance with applicable Corporate Governance Principles, both committees are composed exclusively of non-executive members, the majority of whom are independent, and no executive members participate in either committee. Each Committee comprises two female members (66.7%) and one male member (33.3%). At present, employees are not represented on any of the Board committees. Audit and Risk Committee The Audit and Risk Committee (ARC) role is to assist the Board of Directors with the discharge of its responsibilities in relation to financial reporting, including reviewing the Company’s and its subsidiaries’ annual statements, including financial and sustainability matters and accounting policies, internal and external audits and controls, reviewing and monitoring the scope of the annual audit and the extent of the non – audit work undertaken by external auditors, advising on the appointment of external auditors as well as reviewing the effectiveness of the internal audit, internal controls, whistleblowing and fraud systems in place. The Company’s Terms of Reference of the Audit Committee provide, inter alia, that: • the Audit and Risk Committee will meet as often as is required for its proper functioning, but at least four times each year to coincide with key dates in the financial reporting and audit cycle; • the Audit and Risk Committee will consist of at least three members, all of which to be financially literate and with at least one member of the Audit and Risk Committee to be a financial expert with relevant knowledge and experience of financial administration and accounting for listed companies or other large legal entities; • more than half of the members of the Audit and Risk Committee and its chair must be independent within the meaning of the Dutch Corporate Governance Code and of the CSE Corporate Governance Code; and • the Audit and Risk Committee may not be chaired by the Chair of the Board of Directors or by a former Executive Director. Theon International PLC Sustainability Statement continued

50 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report The Audit and Risk Committee currently consist of three Non-Executive members of the Board, the majority of whom are independent. Nominations and Remuneration Committee The Nominations and Remuneration Committee (NRC) assists the Board of Directors in reviewing the structure, size and composition of the Board of Directors and proposes appointments and reappointments. It periodically assesses the functioning of individual Directors and is also responsible for reviewing the remuneration policy and succession plans for the Directors. The Terms of Reference of the Nominations and Remuneration Committee as described above, provide, inter alia, that: • the Nominations and Remuneration Committee will meet as often as is required for its proper functioning, but at least four times each year; • the Nominations and Remuneration Committee will consist of at least three members; • more than half of the members of the Nominations and Remuneration Committee, and its chair, must be independent within the meaning of the Dutch Corporate Governance Code and of the CSE Corporate Governance Code; and • the Nominations and Remuneration Committee may not be chaired by the Chair of the Board of Directors or by a former Executive Director. The Nominations and Remuneration Committee consists of three Non-Executive members of the Board, the majority of whom are independent. Sustainability related impacts, risks and opportunities are managed through a management level governance structure, with advisory input provided by the ESG Steering Committee and ultimate oversight and decision making authority retained by the Board. Reporting lines link the ESG function with the QA Manager and the CEO, supporting accountability, consistent internal controls and coherent reporting. An interdepartmental ESG Steering Committee, composed of senior representatives from HR, Finance, QA, Legal, IT, Investor Relations and Marketing, coordinates sustainability matters, including the monitoring of relevant ESG targets and ensures the involvement of relevant data owners and risk holders. The ESG Steering Committee is overseen by a Non-Executive Board member, engages with external advisors, and supports senior management and the Board by providing input on strategic direction and proposed implementation actions. The Company does not currently maintain a Board level committee dedicated exclusively to sustainability, and oversight of sustainability related matters is exercised through the governance and coordination mechanisms described above. 1.2.2 Information provided to and sustainability matters addressed by the undertaking’s administrative, management and supervisory bodies [GOV-2] The administrative, management, and supervisory bodies of the Company, including the Board of Directors and its relevant committees, are informed on a regular basis about all material impacts, risks, and opportunities, as identified through the processes described under Disclosure Requirement IRO–1. The ESG Steering Committee informs management and the Board on material sustainability-related impacts, risks and opportunities in an advisory capacity. These topics are considered within existing management and Board discussions, including as part of the Group’s risk management process and reviews of major transactions or strategic initiatives. At this stage, THEON does not apply a formal or structured methodology to assess trade-offs between sustainability-related considerations and financial or operational objectives. Such considerations are assessed qualitatively on a case-by-case basis, with relevant matters escalated to the Board for discussion and decision. The ESG Steering Committee has been established within the framework of the Sustainability Reporting Process, comprising experienced members from various departments of the Group and guided by a Non-Executive member of the Board. The ESG Steering Committee is responsible for overseeing the Group’s sustainability reporting and ensuring that all related outputs met the required standards of accuracy, consistency and completeness. It examines interim and year-end reports for each sustainability matter, reviews and validates the conclusions of the DMA, and supervises the methodology through which material ESRS topics, sub-topics, sub-sub-topics and the materiality of the related information are determined. All information and disclosures are reviewed and authorised by the Committee prior to public release. The ESG Steering Committee provides information to the governing bodies through structured reporting and ad hoc briefings, covering the implementation of due diligence processes, as well as the status, results, and effectiveness of policies, actions, metrics, and targets adopted to address material sustainability matters. This reporting supports ongoing oversight, enabling the governing bodies to monitor developments, assess performance, and respond to emerging issues within their respective areas of responsibility. In 2025, the ESG Steering Committee met regularly to address various matters. With the support of the ESG Committee, the Board of Directors integrates sustainable development issues into the Company’s strategic oversight. Theon International PLC Sustainability Statement continued

51 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 1.2.4 Statement on due diligence [GOV-4] The Company has adopted due diligence procedures to ensure good understanding of how business practices interact and impact sustainability issues, and vice versa. As part of the implementation of the Corporate Sustainability Reporting Directive (CSRD), the Company undertook a DMA of which the results are covered extensively in SBM-3 section. The table below illustrates an overview of different elements of our due diligence process that are incorporated. These indicators serve as performance benchmarks, and the Company discloses specific targets retroactively in the annual remuneration report unless they are commercially sensitive. The long-term incentive plan will also support sustainability for promoting long-term shareholding and assessing performance over multi-year periods. The annual bonus provides an “at target” opportunity, subject to threshold, target, and maximum performance levels. Long-term incentives will consist of share-based awards granted according to “at target” criteria set by the Nominations and Remuneration Committee and approved by the Board. Non-Executive Directors will not receive variable remuneration outside of the long- term incentive plan, preventing conflicts of interest in their oversight role. Approval and revision of all incentive schemes occur at the highest governance levels. The Nominations and Remuneration Committee proposes amendments, the Board reviews and adopts recommendations, and the General Meeting approves the remuneration policy and any material updates. The Committee also evaluates performance measures, calibrates targets, and will apply adjustments where appropriate, ensuring all incentive arrangements remain aligned with the Group’s long-term strategy and principles of responsible management. 1.2.3 Integration of sustainability-related performance in incentive schemes [GOV-3] The Company maintains remuneration structures for Board Members and Key employees that for the time being refer to fixed components and for 2026 will combine performance-related incentives. The short-term incentive plan focuses on annual performance while the long-term incentive plan will use share based rewards to reinforce sustained value creation for the Company. Both plans operate within a framework set by the Dutch Corporate Governance Code and the Group’s internal policies, and they are reviewed by the Nominations and Remuneration Committee before being approved by the Board and the General Meeting. Key employees will be assessed against both financial and non-financial targets that support the Group’s strategy and long-term interests. Annual bonus targets are determined each fiscal year based on management’s commitment to financial objectives. Sustainability-related performance indicators will be included in the long–term incentive plan as part of non-financial measures. These may cover ESG criteria and corporate responsibility commitments, which will be defined at the start of each long-term incentive cycle. For the time being, the performance is not being assessed against specific sustainability-related targets and there is no relevant variable remuneration. Theon International PLC Sustainability Statement continued Table 3 – Elements of the due diligence process Core elements of Due Diligence Paragraphs in the sustainability statement Embedding due diligence in governance, strategy and business model. • 1.2.2 Information provided to and sustainability matters addressed by the undertaking’s administrative, management and supervisory bodies [GOV-2]. • 1.2.3 Integration of sustainability-related performance in incentive schemes [GOV-3]. • 1.3.3 Material impacts, risks and opportunities and their interaction with strategy and business model [SBM-3]. Engaging with affected stakeholders in all key steps of the due diligence. • 1.3.2 Interests and views of stakeholders [SBM-2]. • 3.1.4 Processes for engaging with own workforce and workers’ representatives about impacts [S1-2]. Identifying and assessing adverse impacts. • 1.4.1 The Risk Identification Process [IRO-1] • 1.3.3 Material impacts, risks and opportunities and their interaction with strategy and business model [SBM-3] Taking actions to address those adverse impacts. • 2.1.4 Policies related to climate change mitigation and adaptation [E1-2] • 2.1.5 Action and resources in relation to climate change policies [E1-3] • 2.2.3 Policies related to water and marine resources [E3-2] • 2.2.4 Action and resources related to water and marine resources [E3-3] Tracking the effectiveness of these efforts and communicating. • 2.1.6 Targets related to climate change mitigation and adaptation [E1-4]. • 2.2. Targets related to water and marine resources [E-3]. • 3.1. Targets related to Own Workforce [S-1] • 3.2. Targets related to Consumers and End-Users [S-4].

52 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report to validating the severity and probability scores. Materiality thresholds determine which risks and opportunities progress to disclosure and prioritisation within the reporting cycle. The Company incorporates the outcomes of the DMA and internal control procedures into its internal activities by assigning data collection and validation responsibilities within each department, updating Data Collection Templates, and adjusting reporting perimeters based on material matters. Department Data Owners and Approvers apply the controls described in the reporting process, including reviews of calculations, checks for completeness and accuracy, and documentation of any judgement applied. These controls operate within a single reporting cycle and influence the way sustainability information is measured, recorded and approved. The Group communicates the results of its sustainability risk assessment and internal control activities to its governance bodies on a recurring basis. The ESG Steering Committee receives interim and annual updates on sustainability matters and validates both the DMA outputs and the completeness of the intended disclosures. The Audit Committee reviews and endorses the Sustainability Statement within the Annual Report before publication. Both Committees are informed of any revisions to the reporting process. This structure ensures regular reporting to senior management and supervisory functions. 1.3 Strategy 1.3.1 Strategy, business model and value chain [SBM-1] Business model The Group’s business model is built around the design, development, and manufacturing of advanced defence and security optronic systems that include night vision devices, thermal imaging equipment and electro- optical solutions, serving defence, security, and industrial markets globally. The business model is structured to deliver high-quality products and services, with a focus on operational excellence, innovation, and responsible business conduct. Its manufacturing capacity covers man-portable and platform-based systems supported by global supply partnerships and in-house engineering capabilities. During the reporting period, the Group continued expanding its digital and augmented-reality offerings within the A.R.M.E.D. line, supported by new cross-regional investments and technological collaborations. THEON operates in 72 countries and maintains strong market presence in Europe, the United States, the Middle East and additional regions. Its clients include governments, supranational bodies and defence procurement organisations that acquire high-precision military and security equipment. No product groups, customer groups or specific Group products are considered as removed or banned during 2025. Strategy Theon’s Sustainability Strategy was under development throughout the reporting year and was approved by the Board of Directors and embedded into Theon’s business model in early 2026. The approved Sustainability Strategy is structured around three strategic pillars that define how the Group conducts its activities, manages impacts, and creates long-term value. The pillar on integrity and transparency sets the framework for ethical conduct, governance practices, and information security, including the integration of ESG criteria into executive remuneration, the expansion of ISO 27001 coverage, and mandatory ethics training across the workforce. Environmental considerations are addressed through the development and application of low-impact optical technologies, with objectives to reduce Scope 1 and 2 greenhouse gas emissions, apply eco-design principles to products, and increase recycling rates in manufacturing and assembly processes, thereby managing impacts across the product lifecycle. The socio-economic pillar focuses on workforce inclusion and safety, responsible supply-chain practices, and the assessment and disclosure of socio-economic impacts, including the achievement of gender pay equality. These pillars are supported by Group-wide sustainability reporting, policies, internal control processes, and performance monitoring mechanisms, which provide consistency, oversight, and accountability for progress toward defined targets up to 2030. 1.2.5 Risk management and internal controls over sustainability reporting [GOV-5] The Company maintains a structured sustainability reporting process that defines clear responsibilities, segregation of duties and formalised control steps across the ESG Steering Committee, the ESG Specialist, Department Data Owners, Approvers and Information Maintainers. The process covers the collection, validation, approval and consolidation of sustainability data. Internal controls include restricted access to reporting platforms, review and approval steps at both data owner and data approver levels, documentation of key estimates, retention of evidence enabling re-performance, and an independent review by the ESG Specialist. The ESG Steering Committee and Audit Committee conduct final reviews before the Sustainability Statement is issued. The process runs within the governance framework of the CSRD Information Reporting Process and is aligned with ESRS requirements and internal policies. The Company, based on the ESRS requirements, applies a DMA to identify impacts, risks and opportunities across the value chain. The risk assessment combines a qualitative evaluation of environmental and social impacts with a financial materiality analysis. These assessments use scoring systems to evaluate scale, scope and irreversibility for impacts and to assess likelihood and financial significance for risks and opportunities. Internal stakeholders contribute Theon International PLC Sustainability Statement continued

53 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Strategic pillar OPERATE WITH INTEGRITY AND TRANSPARENCY Strategic pillar DRIVE ENVIRONMENTAL SUSTAINABILITY THROUGH INNOVATION Strategic pillar FOSTER POSITIVE SOCIOECONOMIC IMPACT Description of focus areas Commit to the highest standards of ethical conduct and transparent governance, embedding responsibility into how we lead, manage data, reward performance, and engage with stakeholders. Description of focus areas Reduce our environmental footprint while advancing innovation in low-impact optical technologies, improving energy efficiency, circularity and product sustainability across the full lifecycle. Description of focus areas Create an inclusive, safe and engaged workplace and promote responsible practices across our supply chain, contributing to stronger communities and long-term shared value. Value creation levers • Strengthens customer and investor trust • Reduces compliance and cyber-related risks • Improves leadership accountability Value creation levers • Lowers operating costs • Generates new lifecycle value • Enhances eligibility for sustainability-weighted tenders Value creation levers • Boosts productivity • Strengthens talent attraction and retention • Improves supply-chain reliability Sustainability targets 1. ESG remuneration Link 10% of executive variable remuneration to ESG metrics by 2028 2. Information management and security coverage Achieve 80% ISO 27001 certification coverage across the Group by 2030 3. Ethics trainings Ensure at least 90% of Group employees complete annual ethics training by 2030 Sustainability targets 4. Carbon footprint Reduce Scope 1 and 2 GHG emissions by 35% by 2030 5. Eco-design framework Develop an eco-design framework supported by a study on sustainable applications and technologies by 2030 6. Circular economy Maintain at least 70% recycling of total waste generated during the manufacturing and assembly of optoelectronic devices by 2030 Sustainability targets 7. Sustainable supply chain Integrate sustainability assessment criteria in strategic suppliers’ evaluation process by 2028 8. Social value creation Measure and disclose Group’s socio-economic impact by 2028 9. Gender pay gap Achieve equal gender pay by 2030 Group-wide foundations Sustainability Reporting Sustainability Policies Processes and Internal controls Performance monitoring Theon International PLC Sustainability Statement continued

Warehouse Incoming Storage Packaging OWN OPERATIONS DOWNSTREAM UPSTREAM Feedback Feedback Feedback Logistics & Trade Compliance Product Quality Assurance Co-development Tech Partners Customers Governments Defence & Law Enforcement Bodies Integrators Product Lifecycle After-sales Service Warranty Handling & Maintenance Corrective Actions Harder Digital Transfer of Technology to Customers Production/Assembly Engineering Design & Specs Prototyping R&D Collaborations Supply Chain Contracts Procurement Process Quality Assurance Commercial Lead Business Development Suppliers Optics Electronics Mechanical Parts IITs & Sensors 54 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Theon International PLC Sustainability Statement continued Value Chain

55 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report THEON’s value chain is mapped across three main stages: Upstream: The Group’s key inputs include specialised components such as image intensifier tubes, optical and electronic components, software, and skilled technical expertise. These inputs are sourced through long-term relationships with global suppliers and technology partners, complemented by internal research and development activities. The Group places emphasis on securing supply continuity through multi-year agreements with key suppliers, including strategic arrangements for critical components, while also investing in in-house engineering talent and production capacity to support product development and reliability of supply. The Group places particular emphasis on supplier engagement, raw material sourcing, and research and development partnerships. Supplier selection and management are governed by documented policies to ensure quality, compliance, and alignment with THEON’s sustainability objectives. Suppliers are evaluated on ESG criteria, and the Group conducts regular assessments and audits to monitor performance and mitigate risks. Own Operations: As of 31 December 2025, the Group’s total income amounted to 443,416,352 euros. The Group is focused on the design, manufacture, and sale of defence and security optoelectronic systems. Accordingly, all external revenue for the reporting period is attributable to one significant sector, namely defence manufacturing, and no further disaggregation by operating segment is applied in the financial statements. In addition to the above significant sector reflected in the revenue breakdown, Theon is involved in other sectors that do not generate material external revenue and are therefore not separately reported in the financial statements. These include research and development activities, engineering and testing functions, and certain internal services that may give rise to intercompany revenues, as well as activities connected to supply chain management and after-sales support. The Group reports 767 employees at the end of 2025, which span between Greece, Cyprus, Serbia, Germany, Latvia, South Korea, Singapore, USA, Belgium, UAE and Denmark. Manufacturing, quality assurance, and compliance are managed centrally, with all subsidiaries required to follow the same standards for data collection, risk management, and internal controls as the parent company. This ensures consistency and reliability of sustainability information across the Group. Downstream: The Group’s outputs consist primarily of night vision, thermal imaging, and electro-optical systems, together with related support, warranty, and maintenance services, delivered to armed forces, security bodies, and defence integrators globally. Downstream value creation is reinforced by governing product integrity, after-sales support, and corrective actions, including strict anti- counterfeit controls, formal warranty claim handling, and documented corrective action procedures. For customers and end-users, these arrangements translate into reliable equipment performance, continuity of operations, and reduced safety and operational risks throughout the product life cycle. For investors, the business model supports sustained revenue growth and profitability through long-term contractual relationships, repeat orders, controlled quality management, and systematic handling of product issues, which together protect brand credibility and support an expanding portfolio of defence optoelectronics solutions. These products relate to sustainability matters primarily through social and governance aspects, including compliance with defence and export control regimes, and adherence to public procurement and international standards, rather than through direct environmental outcomes. In line with its sustainability-related goals, Theon assesses its products with focus on durability and long service life, while its assessment of markets and customer groups reflects elevated expectations on ethical conduct, supply chain oversight, and transparency associated with public-sector defence customers. 1.3.2 Interests and views of stakeholders [SBM-2] The Group systematically identifies and engages stakeholders to inform them of its sustainability strategy and reporting. Stakeholder groups are mapped and categorised according to their relevance and influence on the Group’s activities, with engagement methods tailored to each group. The DMA process is the primary mechanism for further collecting and integrating stakeholder views, ensuring that material impacts, risks, and opportunities (IROs) reflect the perspectives of those most affected by the Group’s operations. Theon treats stakeholder engagement as a core element of its governance framework and long-term direction. The Group engages in a structured manner with its key stakeholder groups to monitor developments in its operating environment, understand stakeholder expectations, and inform the identification of material impacts, risks, and opportunities across its value chain through the DMA. The Group’s administrative, management, and supervisory bodies are regularly informed of stakeholder views through structured engagement activities, assessments, and feedback mechanisms, ensuring that stakeholder considerations are integrated into decision-making processes and the overall Sustainability Strategy, in line with the roles and responsibilities of each Theon International PLC Sustainability Statement continued

56 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report organisational unit. The table below illustrates the key stakeholder categories, which have been defined via internal consultations, discussions and working meetings of the Top Management. Table 4 – Key stakeholders Stakeholder Group Category Engagement method Key interests Classification Board of Directors & Executive Management Internal Frequent meetings to monitor policy frameworks and strategies Strategic direction, compliance, risk and governance oversight Affected stakeholders/ Users of Sustainability statements Employees Internal Surveys; Feedback mechanisms; Discussion with HR representatives Workplace safety, employee development, working conditions Affected stakeholders Suppliers External Supplier audits; Questionnaires Responsible supply chain, long-term commercial agreements Affected stakeholders Regulatory Authorities External Reporting; Consultation Compliance, transparency, governance Users of Sustainability statements Investors & Shareholders External Reports; Meetings Financial performance, ESG, strategy Users of Sustainability statements Customers External Customer feedback Long-term contracts, customised solutions Affected stakeholders/ Users of Sustainability statements Local communities External Consultation; Outreach Social impact, reputation Affected stakeholders/ Users of Sustainability statements Academic and scientific community External Desk research; Consultation R&D Affected stakeholders/ Users of Sustainability statements Nature (Silent Stakeholder) External Desk research Environmental impact Affected stakeholders Theon International PLC Sustainability Statement continued

57 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Material sustainability matters identified through the DMA are communicated to the relevant governance bodies, including the Board of Directors and its committees, through targeted briefings and meetings. In parallel, the Group maintains regular dialogue with stakeholders through established engagement and consultation mechanisms, as described in the Statement on Due Diligence [GOV-4], to support trust-based relationships in areas relevant to both stakeholders and the Group’s long-term sustainability and performance. For material sustainability matters, THEON reviews and adjusts its policies, actions, and operations with the aim of reinforcing positive effects and limiting adverse outcomes. On environmental matters, including climate change, the Group focuses on improving the environmental performance of its activities, reducing its environmental footprint and minimising their waste. On social matters, priority is given to safe working conditions, employee development, health, and well-being, as well as responsible practices across the value chain. In corporate governance, the Group applies appropriate governance and reporting arrangements and ensures consistent application of its Code of Ethics and related policies in all activities and decisions. 1.3.3 Material impacts, risks and opportunities and their interaction with strategy and business model [SBM-3] The Group determines material impacts, risks and opportunities (IROs) through a DMA that relies on stakeholder engagement, maps own operations and subsidiaries, and sets out phased coverage of upstream and downstream value chain. The DMA outputs are routed into strategy through the Sustainability Reporting Process so that the Board and ESG Steering Committee shall reflect IRO signals in priorities, policies, targets, and resourcing. Through desk research, risk assessment, and engagement with internal stakeholders, Theon evaluates resilience of its strategy and business model. This process includes monitoring its strategic position as well as factors in the internal and external environment to ensure its ability to identify and address significant impacts and risks, as well as capitalise on emerging opportunities. At this stage, THEON has not identified any significant current financial effects of its material sustainability related risks and opportunities that can be reliably quantified. The Group identified material impacts, risks and opportunities (IROs) per sub and sub-sub ESRS topic. The material impacts, risks, and opportunities identified through THEON’s DMA are presented below. For each IRO, the relevant ESRS topic or sub-topic is indicated, together with the nature of the impact, risk, or opportunity, its position within the value chain, and the associated time horizon. Time horizons used in the identification and assessment of Impacts, Risks and Opportunities (IROs) reflect the expected timing of when an impact, risk or opportunity materialises (onset) and does not relate to the expected duration of the relevant impact, risk or opportunity. A distinction is also made between impact-related and financial-related matters, based on their characteristics. The identification and management of these impacts, risks, and opportunities are integral to the Group’s ESG strategy, while further information on each material matter is provided in the corresponding sections of the applicable thematic standards: • Environmental: Climate Change (E1), Water and marine resources (E3), Circular Economy (E5) • Social: Own workforce (S1), Consumers and end-users (S4) • Governance: Business Conduct (G1) Theon International PLC Sustainability Statement continued

58 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Table 5 – Double Materiality Assessment Results ESRS Topic Sub-topic Sub-sub-topic Impact, risk and opportunity (IRO) Type Description THEON’s Value Chain Time Horizon E1 Climate Change Climate Change Mitigation N/A Actual Negative Impact THEON’s operations depend on energy and substances to operate machinery, power production lines, and maintain various processes essential for manufacturing goods. The energy often derives from burning fossil fuels which directly emit GHG emissions while also the substances mentioned are significant GHGs which all together contribute to climate change. Own Operations Short-term E1 Climate Change Energy N/A Actual Negative Impact THEON’s factories require energy to operate machinery, power production lines, and maintain various processes essential for manufacturing goods. THEON’s current reliance on continuous energy inputs, primarily sourced from fossil fuels, is expected to contribute to long-term resource depletion in the future. Own Operations Long-term E1 Climate Change Climate Change Adaptation N/A Risk Extreme weather events and other climate change related phenomena may cause damages to THEON’s assets and/or equipment disrupting the Group’s operations. Own Operations Medium- term E1 Climate Change Climate Change Adaptation N/A Risk Inadequately managing potential material shortages, supply disruptions, and price volatility, all of which are expected to increase due to negative effects of climate change, can lead to delays in shipments, reduced margins, constrained revenue growth, and increased costs of capital. Own Operations, Upstream Medium- term E1 Climate Change Energy N/A Opportunity Investing in energy efficiency and access to alternative energy sources could lead to positive financial outcomes for THEON, such as direct cost savings. Own Operations Medium- term E3 Water and Marine Resources Water Water consumption Potential Negative Impact The industries (metals, optics, etc.) that supply THEON require large water consumption. This may lead to depletion of water resources, especially in areas with water scarcity. Upstream Short-term E3 Water and Marine Resources Water Water consumption Actual Negative Impact The use of water by the Group in water-stressed areas such as Greece and Serbia can lead to depletion of fresh water. Own Operations Short-term Theon International PLC Sustainability Statement continued

59 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report ESRS Topic Sub-topic Sub-sub-topic Impact, risk and opportunity (IRO) Type Description THEON’s Value Chain Time Horizon E5 Circular Economy Waste N/A Risk Waste generated from production processes, pollution control devices, and hazardous waste management activities poses a regulatory risk and can lead to higher operating costs for THEON. Own Operations Short-term E5 Circular Economy Waste N/A Risk Improper handling of hazardous waste from THEON’s operations could lead to potential regulatory fines, fire hazards, legal settlements and penalties, resulting in increased operating costs and financial losses. Own Operations Short-term S1 Own Workforce Working conditions Health & Safety Potential Negative Impact Deviations from minimum safety standards and inadequate Health and Safety training, particularly in factories and warehouses, can result in accidents. These accidents can range from minimal to critical injuries that can significantly deteriorate a person’s life. Own Operations Short-term S1 Own Workforce Working conditions Adequate wages Potential Positive Impact THEON’s approach to worker compensation, specifically providing more than a living income or wage. By doing so, THEON has the potential to positively impact society by reducing inequality and in-work poverty. Own Operations Short-term S1 Own Workforce Working conditions Collective bargaining, including rate of workers covered by collective agreements Potential Negative Impact In regions where the Group operates, if workers’ rights are not legally enforced, employees may face intimidation, harassment, payment cuts, or even termination for joining unions. Such practices can harm THEON’s workplace culture and reduce employee trust and morale. Own Operations Short-term S1 Own Workforce Entity specific Social contribution and volunteering Actual Positive Impact The Group by investing in employee volunteering and community engagement, enhances workforce morale and retention, creating a purpose-driven work environment. Own Operations Short-term S1 Own Workforce Equal treatment and opportunities for all Training and skills development Actual Positive Impact Effective onboarding enhances employee retention and productivity by facilitating smooth integration into the company culture, boosting engagement and commitment, accelerating productivity, and supporting skill development. Own Operations Short-term Theon International PLC Sustainability Statement continued

60 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report ESRS Topic Sub-topic Sub-sub-topic Impact, risk and opportunity (IRO) Type Description THEON’s Value Chain Time Horizon S1 Own Workforce Equal treatment and opportunities for all Diversity Potential Negative Impact A lack of gender balance within Theon International’s workforce could lead to increased stress, discrimination, and a higher risk of sexual harassment. These issues may result in psychological distress, including post-traumatic stress disorder (PTSD) among employees, ultimately negatively affecting workplace morale, productivity, and overall mental well-being. Own Operations Medium- term S1 Own Workforce Other work-related rights Privacy Risk A data security breach can pose financial risk to THEON in the aerospace and defence industry, such as increased legal exposure, operating costs, and/or lost revenue due to reputational harm. Own Operations Short-term S1 Own Workforce Other work-related rights Privacy Risk New and emerging data security standards and regulations may lead to increased compliance costs for THEON, which could negatively impact its financial position, profit, revenue, operating costs, and cash flows. Own Operations Short-term S1 Own Workforce Working conditions Health & Safety Risk High injury and/or fatality rates at THEON may signal weak governance and safety culture, leading to reputational harm, monetary penalties, and corrective action costs. Workplace injuries caused by exposure to heavy machinery, harmful substances and electrical hazards could have financial consequences, including worker compensation, litigation, and operational disruptions. Own Operations Short-term S1 Own Workforce Working conditions Health & Safety Risk A less robust safety management at THEON might lead to regulatory penalties, higher insurance premiums, service disruptions, and reduced revenues and brand value. Own Operations Short-term S1 Own Workforce Working conditions Health & Safety Risk Neglecting to provide employee training to address preventable accidents at THEON, given the prevalence of industrial machinery, chemicals, and a fast-paced, loud working environment, may result in monetary fines and penalties from legal and/or regulatory actions. Own Operations Short-term Theon International PLC Sustainability Statement continued

61 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report ESRS Topic Sub-topic Sub-sub-topic Impact, risk and opportunity (IRO) Type Description THEON’s Value Chain Time Horizon S4 Consumers and end-users Information-related impacts for consumers and/or end-users Privacy Potential Negative Impact In the event of a breach of export control regulations (management of controlled information), a potential harm to the security and sovereignty of government customers. Downstream Medium- term S4 Consumers and end-users Personal safety of consumers and/or end-users Health & Safety Potential Negative Impact Equipment produced by THEON may experience malfunctions during testing or use, potentially resulting in health and safety risks for users. The improper or unsafe functioning of the equipment can lead to severe impacts for the users of the equipment. Downstream Medium- term S4 Consumers and end-users Personal safety of consumers and/or end-users Health & Safety Risk In the event of a product safety and/or malfunction incident, the Group may face product liability claims, revenue losses due to reputational damage, redesign costs, recalls, litigation, or fines, all of which could have a negative financial impact on the business. Downstream Short-term G1 Business Conduct Corporate culture N/A Potential Negative Impact Compensation structures and incentive policies at Theon International that prioritise the sale of products or services, encourage business practices that are not in the best interest of clients, such as misleading or irresponsible marketing strategies. Own Operations Short-term G1 Business Conduct Corporate culture N/A Potential Negative Impact Due to the complexity and geographical dispersion of Theon’s global supply chain, the company may have limited ability to effectively oversee consistent social, environmental and governance standards across all suppliers and manufacturing partners, that could cause misalliance with the Group’s corporate culture. Upstream Short-term G1 Business Conduct Corporate culture N/A Risk By failing to receive export licence, Theon International risks contract and consequently financial losses as well as restrictions on international operations. Own Operations Short-term Theon International PLC Sustainability Statement continued

62 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report ESRS Topic Sub-topic Sub-sub-topic Impact, risk and opportunity (IRO) Type Description THEON’s Value Chain Time Horizon G1 Business Conduct Corporate culture N/A Risk Failing to ensure compliance with complex regulations and disclosure requirements in countries that Theon operates, including insider trading, antitrust, and market manipulation, may lead to decreased trust with clients, resulting in reduced revenue and increased losses due to legal proceedings. Own Operations Short-term G1 Business Conduct Corruption and bribery Incidents Risk Unethical practices may lead to reputational damage, legal costs, and a higher risk profile, potentially resulting in decreased revenue growth and financial losses. Own Operations Short-term G1 Business Conduct Management of relationships with suppliers including payment practices – Opportunity By maintaining consistent payments and offering flexibility to suppliers, the Group fosters trust and collaboration, strengthening a resilient and reliable supply chain as well as enhancing the Group’s reputation as a fair and ethical business partner. Own Operations Medium- term Theon International PLC Sustainability Statement continued

63 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 1.4 Impact, risk and opportunity management 1.4.1 Description of the process to identify and assess material impacts, risks and opportunities [IRO-1] In 2025, THEON conducted its DMA to support its sustainability reporting and ensure compliance with the European Sustainability Reporting Standards and the CSRD. The assessment applied both impact and financial materiality perspectives, assessing how the Group’s activities affect people, society, and the environment, as well as how sustainability-related developments may create risks or opportunities for the Group. The assessment expanded beyond the Group’s own operations to include the upstream and downstream value chain and was informed by internal stakeholder input, primarily from Senior Management and Subject Matter Experts, to support and validate material topics. The DMA followed a structured process comprising four main stages: • Understanding, • Identification, • Assessment, and • Determination. The process examined impacts associated with the Group’s activities and business relationships through a value chain analysis. It built on the outcomes of the initial assessment performed in 2024 and was further strengthened in 2025 through an expanded scope and enhanced internal participation. The objective was to update existing information and identify additional impacts, risks, and opportunities arising from changes in the Group’s internal and external environment. The results of the assessment were submitted to the ESG Steering Committee for review and approval. Understanding The first stage of THEON’s DMA focused on mapping the Group’s value chain in order to obtain a clear understanding of its operating context, core activities, and business relationships. This step was essential, as the outcomes of the value chain mapping defined the scope of potential and actual impacts, risks, and opportunities, as well as their location across the Group’s own operations, upstream activities, and downstream activities within the value chain. Given the nature of THEON’s business model as a developer and manufacturer of defence and security optoelectronic systems, the value chain mapping extended beyond the Group’s own operations to include key upstream and downstream actors. Own activities Within the DMA, the Group’s economic activities were identified based on NACE codes and the activity codes of the General Commercial Registry (GEMI). The analysis mapped internal functions linked to core activities across all operating segments of the Group. For DMA purposes, site locations were also taken into account. Upstream value chain Upstream activities were identified with reference to Tier 1 suppliers and strategic partners providing critical components, materials, and services. To identify the upstream value chain of the Group, an analysis of supplier activities was conducted based on NACE codes. The analysis focused on identifying upstream economic activities critical to the Group’s operations or of substantial economic importance, emphasising their decisive role in the effective functioning of core activities and the value of resources and services they provide. Downstream value chain To identify the downstream value chain, an analysis was conducted of activities related to the distribution, use and end-of-life management of products and services by consumers and end-users of the Group, by NACE code. The analysis focused on determining downstream activities that exhibit significant operational and economic interactions with the customers. Alongside identifying significant activities, dependencies on natural, human and social resources were recorded to understand and examine potential links between significant activities and factors such as availability, price and quality of resources, as well as how these factors could affect business activities. Determination and stakeholder engagement plan As part of the DMA, THEON undertook a structured identification of its internal and external stakeholder groups. Stakeholders were categorised as affected stakeholders and or users of sustainability statements and were mapped in relation to the Group’s own operations and its value chain. For the 2025 assessment, internal stakeholders contributed to both the impact and financial materiality assessments. In parallel, a stakeholder engagement plan was established for the assessment of impacts, risks, and opportunities, defining the timing and methods of stakeholder involvement. Internal participants in the DMA represented key functions, including Quality Assurance, Procurement, Contract Administration, Business Development, Investor Relations, Legal, Information Technology, Mergers and Acquisitions, and Finance, in order to support the whole process of identifying, assessing and validating impacts, risks, and opportunities relevant to THEON’s activities. Theon International PLC Sustainability Statement continued

64 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Identification The identification process aims to recognise the sustainability matters and relevant impacts, risks, and opportunities arising from the Group’s own operations, as well as from upstream and downstream value chain activities. It covers impacts on the natural environment, people, and society, together with risks and opportunities stemming from the Group’s external context. The process applies to all Group activities and geographic locations and addresses all sustainability topics defined in ESRS 1, paragraph AR16. Preparation of the long list of sustainability matters The long list of sustainability matters was developed using the ESRS 1 AR16 topics and the SASB Materiality Matrix. Desktop research outputs and a benchmarking exercise covering peer organisations with a comparable asset size were incorporated into this step. From the long list to the shortlist of sustainability matters As a first step, the Group’s impacts on environmental, social, and governance matters, together with its dependencies on key resources such as natural resources, human capital, and infrastructure, were identified. It is important to note that this assessment was also based on the prior year’s exercise and previously identified impacts, while integrating updated data and newly available information. This assessment was carried out through a combination of qualitative and quantitative analysis and structured discussions with THEON’s Subject Matter Experts. Additional research and data analysis drew on industry standards and guidelines, peer benchmarking, and international best practices. The process resulted in the identification of both positive and negative impacts, whether actual or potential, originating from the Group’s activities and from significant value chain activities, across the short, medium, and long term. In parallel, risks and opportunities associated with these impacts and with dependencies on critical resources were identified, including those that could give rise to adverse financial effects for the Group, as well as sustainability-related risks identified through the Group’s risk management framework. Opportunities were also identified where the Group may respond to external developments and conditions. Assessment and Determination The “Assessment and Determination” stage included evaluating and highlighting impacts, risks and opportunities related to the Group’s own operation and value chain. Specifically, it involved defining appropriate mechanisms for assessing impacts on the environment, people and governance, as well as determining financial indicators for evaluating the Group’s impacts, risks and opportunities at a consolidated level. Finally, it included setting appropriate thresholds, the exceedance of which would lead to recognising significant impacts, risks and opportunities for the Group. To ensure a thorough assessment of the material topics, consultation was carried out with internal subject matter experts. The process involved gathering insights through workshops to capture expectations, assess impacts, and evaluate risks and opportunities. During these discussions, participants also performed quantitative impact assessments using a structured scoring system. Impact Materiality Impacts, both positive and negative, were assessed separately for severity, considering the following factors: scale (measuring how harmful or beneficial an impact is), scope (examining the geographic area or number of people affected) and irremediable nature (assessing the difficulty of restoring negative impacts). Potential impacts were also assessed for likelihood of occurrence, based on historical data and specific conditions under which they may occur. It should be noted that the severity of impacts was assessed on an inherent basis. The assessment process used a scale from 1 to 5, based on two main criteria: • Severity of impact (scale, scope and irremediability) • Likelihood of occurrence of potential impacts The result of impact assessment derives from combining severity and likelihood of occurrence. However, in cases where negative impacts affect human rights, priority is given to severity over likelihood to emphasise the ethical and critical nature of human rights issues. Financial Materiality The financial materiality assessment was conducted to identify sustainability-related matters that may give rise to risks or opportunities with potential financial implications for THEON. The assessment built on the results of the impact materiality analysis, with identified impacts serving as the starting point for the evaluation of financial effects. Sustainability-related risks and opportunities were assessed based on the combination of their potential magnitude in relation to financial indicators linked to the Group’s financial position and performance and likelihood of occurrence. Theon International PLC Sustainability Statement continued

65 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report To estimate the potential financial magnitude of risks and opportunities and likelihood of occurrence, a scale of 1 to 5 was also applied, both for financial impact and likelihood of occurrence, based on historical data and specific conditions under which the risk or opportunity may arise. Determining potential magnitude was based on scales used in the risk management assessment process, which rely on economic impact referenced to adjusted assets and/or revenues. The scoring process was carried out with the involvement of internal Subject Matter Experts and relevant management functions, ensuring that assessments reflected the Group’s operating reality. The assessment was informed by the Group’s existing risk management framework and processes, including established risk identification, assessment, and reporting procedures covering operational, strategic, regulatory, and other relevant risk categories. These existing processes provided a consistent basis for evaluating how sustainability-related matters may translate into financial risks or opportunities for the Group. At this stage, THEON has not identified any significant current financial effects of its material sustainability related risks and opportunities that can be reliably quantified. These matters are monitored qualitatively through existing risk management and governance processes. Consolidation of Results Following the completion of the impact and financial materiality scoring, the respective results were consolidated into a single list of material sustainability impacts, risks, and opportunities. The determination of materiality was based on a comparison of the assigned scores against predefined quantitative thresholds. As a five-point scoring scale was applied, the materiality threshold was set at the median for both impact materiality and financial materiality. Any impact, risk, or opportunity assessed as material under either the impact materiality or the financial materiality perspective was included in the final set of material matters. These material impacts, risks, and opportunities were subsequently consolidated and allocated to the relevant ESRS topics or sub-topics for the purposes of fulfilling the applicable disclosure requirements. The resulting outcomes were then communicated to, and validated by, the internal stakeholders involved in the DMA and the sustainability reporting process actors. The material ESRS topics for FY2025 are depicted in the table below. Table 6 – ESRS material topics for FY2025 E1 Climate change E3 Water and marine resources E5 Circular economy S1 Own workforce S4 Consumers and end-users G1 Business conduct Climate change adaptation Water Waste Working conditions Information- related impacts for consumers and/or end-users Corporate culture Climate change mitigation Equal treatment and opportunities for all Personal safety of consumers and/or end-users Management of relationships with suppliers including payment practices Energy Other work- related rights Corruption and bribery Social contribution and volunteering Theon International PLC Sustainability Statement continued Compared with the assessments performed for the 2024 and 2025 financial years, the sub-topic Water under ESRS E3 Water and Marine Resources was identified as material in accordance with the outcomes of the DMA. By contrast, ESRS E2 Pollution, ESRS E4 Biodiversity and Ecosystems, ESRS S2 Workers in the Value Chain, and ESRS S3 Affected Communities were assessed below the defined materiality thresholds and were therefore not classified as material. 1.4.2 Disclosure requirements in ESRS covered by the sustainability statement [IRO-2] The outcome of the DMA process was the identification of material impacts, risks, and opportunities. The material impacts, risks and opportunities were identified at a sustainability sub-sub-topic level per ESRS, determining the corresponding disclosure requirements according to the material sub-sub-topic under ESRS. Following the determination of the material IROs and sustainability topics according to ESRS 1 paragraph 30 & 31, THEON assesses whether the data points of the metrics’ DRs are material for the Group and its operations. The material topics and corresponding disclosure requirements applied in the preparation of the Sustainability Statement are included in the Sustainability Statement Annex, which also contains data points arising from other EU legislation.

66 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 2 ENVIRONMENTAL INFORMATION 2.1 Climate Change 2.1.1 Governance 2.1.1.1 Integration of sustainability-related performance in incentive schemes [GOV-3] The Group maintains remuneration structures for members of its administrative, management, and supervisory bodies that incorporate sustainability-related performance indicators. However, at present, climate-related considerations are not explicitly linked to specific Scope 1 and 2 GHG emission reduction targets, and the Group has not determined a specific percentage of remuneration that is directly attributable to climate-related performance. For more details, please refer to page 51 within the Sustainability Statement. 2.1.2 Strategy 2.1.2.1 Transition plan for climate change mitigation [E1-1] Climate change represents one of the most significant global challenges of our time, with far-reaching implications for businesses, communities, and ecosystems worldwide. The Group recognises that addressing climate change is not only an environmental imperative but also a strategic priority that is fundamental to the Group’s long-term resilience, competitiveness, and value creation. Driving environmental sustainability through innovation constitutes a strategic pillar of the Group’s sustainability strategy, reflecting the Group’s commitment to reducing its environmental footprint while advancing the development of low-impact optical technologies. The Group is currently developing its climate-related transition plan, which is in progress and pending final approval, which integrates environmental considerations into its core business strategy and long-term value creation objectives. The transition plan will be further supported through a detailed action plan which is currently being developed and will be available during the first quarter of 2026, ensuring that future implementation measures are aligned with the Group’s operational realities and governance structures. In line with its GHG emission reduction targets, the Group has identified the following decarbonisation lever and key action to support its climate transition: Carbon footprint: The Group will pursue GHG emission reductions in Scope 1 and 2 by 35% by 2030, measured against a FY2025 baseline. The installation of Photovoltaic systems (PV) in 2025, which are expected to become operational in 2026, will contribute significantly toward the attainment of this target. The quantitative contribution of the decarbonisation lever to the Group’s overall GHG emission reduction target has not yet been determined. However, as the Group develops its detailed action plan, it will seek to quantify the expected emission reductions attributable at the lever and disclose this information in future reporting periods. Similarly, the Group has not yet adopted a system to track and quantify climate-related investments nor has it adopted specific CapEx or OpEx plans exclusively dedicated to EU Taxonomy Alignment. The Group intends to disclose quantified CapEx and OpEx supporting its transition plan in future reporting periods, with reference to Taxonomy-aligned CapEx KPIs and is also in the process of screening its activities for alignment with the EU Taxonomy. As of the reporting period, the Group has prioritised the establishment of a robust and reliable GHG emissions baseline, which is a necessary prerequisite for developing science-based targets under recognised methodologies such as the Science Based Targets initiative (SBTi). The Group aspires to develop GHG emission reduction targets aligned with a 1.5°C trajectory in the future, subject to the completion of baseline validation. While acknowledging that the current 35% reduction target is not yet aligned with a 1.5°C pathway, the Group will reassess the ambition of its climate targets and evaluate alignment with science-based methodologies. While Scope 3 emissions have been omitted for the current reporting period, the Group intends to initiate the assessment of its Scope 3 emissions inventory in the next reporting period as its reporting capabilities mature. As the Group progresses in its climate strategy, it will continue monitoring sector-specific decarbonisation pathways and regulatory expectations, with the aim of enhancing target ambition in line with science-based frameworks where feasible and appropriate. With regards to the Group’s locked-in GHG emissions, at this stage, it has not identified material locked-in greenhouse gas emissions from its core assets or products that would jeopardise its ability to meet its 2030 emissions-reduction target, nor has the Group made any significant capital expenditure in coal, oil, or gas-related economic activities during the reporting period. As the Group proceeds with the development of its action plan, it will further assess potential transition risks and any long-term constraints that could affect future emissions trajectories. The Group is not excluded from EU Paris- aligned Benchmarks. Based on the Group’s preliminary screening performed for the current reporting period, the Group has not identified material core activities currently within the scope of the EU Taxonomy climate mitigation and adaptation objectives. For more details, please refer to the EU Taxonomy disclosure on page 81 of this report. Theon International PLC Sustainability Statement continued

67 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report To ensure that climate action ambitions become a reality, the Group’s transition plan which is currently under development, will be fully embedded in its overarching business strategy through the sustainability strategy’s environmental pillar. The Group’s vision emphasises responsible, efficient, and innovation-driven operations, which guide strategic decision-making and long-term value creation. As part of future financial planning cycles, climate-related considerations will increasingly inform investment priorities, resource allocation, and risk-management processes. The sustainability targets forming the basis of the transition plan have been approved by the Board of Directors during their annual general meeting in February 2026, following the end of the 2025 reporting period whereas the Group is finalising the detailed action plan and has already initiated preliminary monitoring activities to ensure early oversight and control of progress ahead of full implementation. The Group will continue to systematically monitor and report performance against the approved targets in accordance with the action plan. 2.1.2.2 Material impacts, risks and opportunities and their interaction with strategy and business model [SBM-3] The Group recognises the importance of understanding how climate change may affect its strategy, operations and long-term value creation. While a resilience assessment and climate-scenario analysis have not yet been conducted, the Group has identified these activities as priority areas for enhancement in its climate-related risk management and strategic planning processes and will consider conducting a resilience analysis in subsequent reporting periods. As this is the Group’s first year of CSRD reporting, the foundations for a structured approach—covering scope, methodology and data requirements—are being established. Building on insights from the gap-assessment and transition-planning process, the Group will progressively develop and integrate assessment of how different future climate conditions could affect the business into future reporting cycles. 2.1.3 Impact, risk and opportunity management 2.1.3.1 Description of the processes to identify and assess material climate-related impacts, risks and opportunities [IRO-1] As part of the Group’s Sustainability Statement, the Group has screened its operations across all entities to identify actual and potential sources of GHG emissions. Potential sources of GHG emissions refer to activities and assets within the Group’s operations that could give rise to GHG emissions, whether currently generating emissions or capable of doing so in the future. Due to the Group’s mergers and acquisitions (M&As), the sources of GHG emissions cannot currently be identified; therefore, the term ‘potential’ sources of GHG emissions is used. The screening covered stationary and mobile combustion sources and purchased electricity consumption and the process involved a systematic review of each facility’s energy- consuming activities to identify emission sources and assess whether the operations could give rise to additional future emission sources. The identification of emission sources was informed by operational data collected through internal information- gathering process through the Group’s dedicated ESG platform, including energy consumption records, fuel usage data, and utility invoices from facilities. With respect to other potential drivers of climate-related impacts, such as emissions of black carbon, tropospheric ozone, or land-use change, the Group has assessed these as not material given the nature of its operations. Since this is the Group’s first year of CSRD reporting, it has not performed a qualitative assessment of its exposure to climate-related physical risks in own operations and value chain to identify climate-related hazards, and neither has it performed a process to identify climate- related transition risks and opportunities to assess how its business activities may be exposed to climate-related transition events. However, the Group will evaluate the feasibility of conducting climate scenario analysis in subsequent reporting periods. The process of assessing the Group’s climate- related impacts, risks and opportunities is described within the DMA section of the Sustainability Statement on page 63. 2.1.3.2 Policies related to climate change mitigation and adaptation [E1-2] The Group’s Environmental Policy, applied to the Group’s own operations, provides the foundation for addressing climate-related matters, including mitigation, sustainable resource use, and responsible procurement. The policy includes several key commitments: it emphasises the reduction of environmental emissions, aiming to minimise, where feasible, liquid, solid, and gaseous effluents generated by the Group’s activities, which are factors that affect GHG emissions relevant to climate change mitigation. The policy also promotes responsible and rational use of natural resources, including energy, water, raw materials, and auxiliary materials, highlighting energy efficiency considerations. Furthermore, the policy establishes a framework for continuous improvement through regular review of environmental objectives and targets, ensuring ongoing enhancement of environmental performance and support for sustainable development. Theon International PLC Sustainability Statement continued

68 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report The Environmental Policy directly addresses the material impacts identified through the Group’s double materiality assessment. Specifically, the policy addresses the impact of GHG emissions from operations through its commitment to reducing environmental emissions, including liquid, solid, and gaseous effluents generated by the Group’s activities. The policy also addresses the impact of resource depletion through its emphasis on the responsible and rational use of natural resources, including energy, raw materials, and auxiliary materials. With respect to the material opportunity identified regarding energy efficiency and alternative energy sources, the Environmental Policy supports the pursuit of this opportunity through its focus on energy efficiency and the rational use of energy resources. With respect to climate change adaptation, although the Group has not established a standalone adaptation policy that addresses physical or transition risks related to adaptation, the Environmental Policy provides a framework that enables continuous environmental monitoring – specifically, the tracking of energy consumption, and environmental compliance across the Group’s facilities, which enables the identification of potential climate-related vulnerabilities – as well as regular review of environmental objectives and targets to ensure continual improvement of environmental performance and to support sustainable development. The Group’s policies express the Company’s overarching approach and commitments, which all entities are required to comply with, provided that these requirements do not conflict with local legislation. While the Environmental Policy promotes rational use of energy resources, the Group has not established specific energy efficiency targets, renewable energy deployment commitments, or dedicated climate change adaptation commitments at this stage. As this is the Group’s first year of CSRD reporting, the entity has not yet developed specific policies to address climate change adaptation matters. The ESG Steering Committee is responsible for implementing the policy across the Group, and as Group integration progresses, these policies will be further broadened, harmonised, and made more specific to support a more consistent and mature approach to climate-related management. 2.1.3.3 Actions and resources in relation to climate change policies [E1-3] The Group implements environmental programmes designed to achieve established environmental objectives and targets, reduce environmental risks and prevent environmental incidents and accidents. Regular review of environmental objectives and targets supports continual improvements of environmental performance. Although the Group has not implemented climate change adaptation action plans, it has established a target in 2025 to reduce Scope 1 and Scope 2 GHG emission by 35% by 2030 as part of its climate change mitigation efforts; this target was subsequently approved by the Board of Directors in 2026. This target is expressed as a percentage reduction relative to the 2025 baseline year. To achieve this target set, the Group has installed PV panels at one of the Group’s facilities in Athens to produce self-generated renewable electricity onsite, this will reduce dependence on purchased grid electricity and lower Scope 2 GHG emissions. Even though the new PV system was not operational during the reporting period, and its impact cannot therefore be quantified at this stage, the Group has already completed the investment and is currently awaiting the technical connection to the grid. Once the system is activated, it is expected to contribute significantly to reducing the carbon intensity of the Koropi’s facility (under Theon Sensors SA – THSA) energy mix and expected GHG emission reductions will be quantified and disclosed in future reporting periods once the system becomes operational. In installing the above PV systems, an one-off amount of €74,810 of CapEx has been approved during the reporting period, which can be also found on page 176 in the Group’s Financial Statements. While this amount reflects a specific identified climate-related investment, the Group has not implemented a comprehensive climate- investment tracking system. At this stage, it is not recognised separately as part of any eligible economic activity within the meaning of the EU Taxonomy for the current reporting period. Beyond the PV installation, no other significant operational expenditures (OpEx) and/or capital expenditures (CapEx) have been incurred in relation to the Group’s climate-related action plans during the reporting period. In addition to the newly installed PV systems at the Koropi facility (under Theon Sensors SA – THSA), the Group operates existing PVs that were fully operational during the 2025 reporting period. These systems are expected to continue generating renewable electricity on-site, thereby reducing the Group’s dependence on purchased grid electricity, lowering Scope 2 GHG emissions which contributes to the achievement of the Group’s 35% GHG emission reduction target by 2030. As this is the Group’s first year of CSRD reporting, no prior-progress data is available for comparison. 2.1.4 Metrics and Targets 2.1.4.1 Targets related to climate change mitigation and adaptation [E1-4] The Group’s current strategy does not include any climate change adaptation actions or targets related to climate resilience; accordingly, no adaptation outcomes can be reported for this period. Theon International PLC Sustainability Statement continued

69 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report The target is aligned with the objectives of the Group’s Environmental Policy, which emphasises the reduction of environmental emissions and supports the Group’s broader commitment to sustainable development and continuous improvement of environmental performance. The geographical boundary of the target encompasses all entities within the Group’s consolidation scope for sustainability reporting purposes. The Group has not established interim milestones so far but will consider setting interim targets as part of the ongoing development of its decarbonisation approach. While the target has not yet been validated as science-based, the Group will evaluate its alignment with science-based methodologies, including the Science Based Targets initiative (SBTi), as part of future target development. Additionally, the target was developed by the heads of the relevant departments with oversight of the ESG Steering Committee, which is also responsible for reviewing performance against the target on an ongoing basis. The process of formally defining and documenting GHG inventory boundaries, including how these boundaries are determined and how consistency between the inventory and target boundaries is ensured, is ongoing; accordingly, details on the consistency between inventory boundaries and target boundaries cannot yet be reported. Similarly, no climate scenarios have been considered at this stage, as the Group is still in the process of evaluating alignment with scenario-based methodologies. The Group will reassess the ambition of its climate targets, evaluate alignment with science-based methodologies such as the Science Based Targets initiative (SBTi), and report on any implications arising from baseline updates in future reporting periods. As the Group progressed in developing its sustainability framework, it will assess whether dedicated climate change adaptation measures should be incorporated into future strategic planning. The Group’s 35% GHG emission reduction target of Scope 1 and 2 by 2030 is a gross target using FY 2025 as the base year. It has not been externally assured, and it does not include GHG removals, carbon credits, or avoided emissions as a means of achieving the targets. The baseline value corresponds to the Group’s total Scope 1 and Scope 2 GHG emissions for FY 2025 as disclosed under E1-6. As FY 2025 is the Group’s first year of CSRD reporting, no multi-year data is available to assess the representativeness of the baseline through normalisation or averaging. The Group considers the FY 2025 figures to be representative of its current operational profile; should material changes in the Group’s structure occur in subsequent periods, the baseline will be reviewed and adjusted accordingly to ensure faithful representation of progress. While the key decarbonisation lever supporting the achievement of the 2030 targets have been identified, the Group has not yet established a 2050 GHG emission reduction target. At this stage, the target has been set on a combined basis for Scope 1 and Scope 2 and has not been disaggregated into separate reduction shares for each scope. Theon International PLC Sustainability Statement continued

70 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Theon International PLC Sustainability Statement continued Table 7 – 2.1.4.2 Energy consumption and mix [E1-5] Energy consumption and mix 2025 1) Fuel consumption from coal and coal products (MWh) 0 2) Fuel consumption from crude oil and petroleum products (MWh) LPG (a) 124.76 Diesel (a) 129.79 Petrol (a) 196.19 3) Fuel consumption from natural gas (MWh) 18.84 4) Fuel consumption from other fossil sources (MWh) 0 5) Consumption of purchased or acquired electricity, heat, steam, and cooling from fossil sources (MWh) (b) 3,800.91 6) Total fossil energy consumption (MWh) (calculated as the sum of lines 1 to 5) 4,270.49 Share of fossil sources in total energy consumption (%) 97.90 7) Consumption from nuclear sources (MWh) 0 Share of consumption from nuclear sources in total energy consumption (%) 0 8) Fuel consumption for renewable sources, including biomass (also comprising industrial and municipal waste of biologic origin, biogas, renewable hydrogen, etc.) (MWh) 0 9) Consumption of purchased or acquired electricity, heat, steam, and cooling from renewable sources (MWh) 0 10) The consumption of self-generated non-fuel renewable energy (MWh) 91.55 11) Total renewable energy consumption (MWh) (calculated as the sum of lines 8 to 10) (b) 91.55 Share of renewable sources in total energy consumption (%) 2.10 Total energy consumption (MWh) (calculated as the sum of lines 6, and 11) 4,362.04 Notes Energy consumption and mix: Calculation Methodology (a) Fuel volumes are converted to MWh by mapping activity data to Gross Calorific Values (GCV) via dynamic keys. This ensures precise energy reporting across all combustion sources according to official standards. Estimations used for fuel consumption are described under Scope 1 emissions section. (b) The actual consumption data from the electricity bills is entered into the platform in kilowatt-hours (kWh), exactly as reported by the utility provider. The platform then automatically converts these kWh values into megawatt-hours (MWh) to ensure consistency and comparability across all reported energy metrics. Energy intensity ratio: Total energy consumption from activities in high climate impact sectors (MWh) Net revenue from activities in high climate impact sectors (€ million) = 4,362.04 443.4 = 9.84 The Group’s primary economic activities fall within NACE Division C – Manufacturing, specifically the development and manufacturing of customisable night vision systems, thermal imaging systems, and electro-optical ISR systems for military and security applications. As a result, the Group is considered to operate in a high climate impact sector. The net revenue figure used in the calculation above corresponds to the total revenue as reported in the Group’s consolidated Financial Statements on page 167. The figures in the table above have not been externally validated by an external body other than the assurance provider.

71 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Table 8 – 2.1.4.3 Gross Scopes 1 and 2, and Total GHG emissions [E1-6] Base year – 2025 Scope 1 GHG emissions Gross Scope 1 GHG emissions (tCO 2 eq) 115.88 Stationary combustion (a) 31.70 Mobile combustion (b) 84.06 Fugitive emissions (c) 0.12 Biogenic emissions of CO 2 from the combustion or bio-degradation of biomass 0 Percentage of Scope 1 GHG emissions from regulated emission trading schemes (%) 0 Scope 2 GHG emissions Gross location-based Scope 2 GHG emissions (d) (tCO 2 eq) 2,263.33 Gross market-based Scope 2 GHG emissions (tCO 2 eq) 2,928.48 Biogenic emissions of CO 2 from the combustion or bio-degradation of biomass 0 Total GHG emissions (Scope 1 and Scope 2) Total GHG emissions (location-based) (tCO 2 eq) 2,379.21 Total GHG emissions (market-based) (tCO 2 eq) 3,044.36 The above table does not contain any unconsolidated entities for which the Group has operational control. Regarding Associates and Joint Ventures only the “Hensoldt Theon NightVision GmbH (HTN)” produces emissions, which are only Scope 2 emissions and their amount is minor compared to the Group’s Scope 2 Emissions (18.05 tCO 2 market-based and 7.83 tCO 2 location-based). GHG intensity ratio: Total GHG emissions (tCO 2 eq) Net revenue (€ million) = 2,379.21 443.4 = 5.37 The net revenue figure used in the calculation above corresponds to the total revenue as reported in the Group’s consolidated Financial Statements on page 167. Notes (b) Scope 1 GHG Emissions: Assumptions Scope 1 emissions include direct GHG emissions from the combustion of fuels in company-owned and leased vehicles across the Group. Actual fuel consumption data were used where available; where data gaps existed, consistent estimation methodologies were applied. For entities where only monetary fuel data were available, fuel consumption was estimated by dividing monthly fuel expenditure by the average national fuel prices for petrol and diesel, sourced from the Greek Fuel Price Observatory (2025) and GlobalPetrolPrices.com, which compiles official Serbian government and regulatory fuel price data. This approach ensured a consistent and reasonable approximation in the absence of volume-based data. For leased vehicles, fuel consumption was estimated using driver-reported mileage and average fuel consumption values provided by the leasing company. The most recent mileage submissions were used to calculate the total distance travelled during the leasing period, which was then divided by the number of months the vehicle was active to determine average monthly kilometers. Monthly distance was multiplied by the corresponding average fuel consumption rate (liters/100 km), based on manufacturer-specified values provided by the leasing company, to estimate monthly fuel use per vehicle. Estimated and actual fuel consumption (in liters) was entered into the Group’s ESG data platform. (a) (b) (c) Scope 1 GHG Emissions: Calculation Methodology The Group’s Scope 1 greenhouse gas (GHG) emissions are calculated in accordance with the GHG Protocol, following an automated and deterministic data pipeline designed to ensure transparency, consistency, and full auditability. 1. Data Extraction and Categorisation Primary activity data are automatically extracted from forms within the data management platform. Records are dynamically classified by fuel type and categorised as either mobile combustion, stationary combustion or fugitive emissions, ensuring alignment with Scope 1 emission source definitions. Theon International PLC Sustainability Statement continued

72 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 2. Composite Key Generation To eliminate manual mapping errors, the system generates a composite key for each record based on the following parameters: Reporting year • Fuel or refrigerant type • Unit of measurement This composite key ensures consistent and unambiguous linkage between activity data and the corresponding emission factors. 3. DEFRA Mapping and Calculation Each composite key is relationally mapped to the official DEFRA emission factors database, ensuring that fuel consumption data and refrigerants are matched with the correct emission factor applicable to the specific reporting year. 4. Final Output (tCO₂e) Total Scope 1 emissions are calculated in tonnes of carbon dioxide equivalent (tCO₂e) using the standard GHG Protocol equation: Emissions (tCO 2 e) = Activity data × Emission factor This structured approach ensures that all calculated emission values are fully traceable back to the original input data, supporting data integrity and audit readiness. Notes (b) Scope 2 GHG Emissions: Calculation Methodology Actual consumption was collected from all company bills and then kWh was inserted in the platform. The Group’s Scope 2 greenhouse gas (GHG) emissions are calculated in accordance with the GHG Protocol Scope 2 Guidance, applying a dual reporting approach that includes both location-based and market-based methodologies. 1. Location-Based Method Primary activity data are sourced from electricity consumption records and are dynamically mapped using a composite key consisting of Country, Year, and Emission Type. This mapping directly links electricity consumption to the official grid-average emission factors published by the International Energy Agency (IEA), ensuring consistency with internationally recognised reference data. 2. Market-Based Method To accurately reflect entity-specific electricity procurement choices and avoid data gaps or double counting, the market-based calculation follows a strict data quality hierarchy, as outlined below: Tier 1 – Energy Attribute Certificates (EACs): Priority is given to verified Guarantees of Origin (GOs), applying the exact certified energy mix associated with the purchased electricity. Tier 2 – Supplier-Specific Factors: Where GOs are not available, supplier-specific emission factors are applied, based on the energy provider’s officially disclosed residual mix. These data are sourced from a controlled internal database. Tier 3 and 4 – Fallback Protocol: If supplier-specific data are unavailable, the system defaults to the national residual mix (e.g. European Residual Mix). Where a national residual mix is not published, the IEA location-based grid average emission factor is used as a conservative fallback. Calculation Formula: Emissions (tCO 2 e) = Electricity consumption (kWh) x Emission factor (gCO 2 /kWh) 1,000,000 The Group does not currently undertake any GHG removal activities, nor has it financed any GHG mitigation projects through the purchase of carbon credits within its own operations or its upstream and downstream value chain. Furthermore, no internal carbon pricing schemes are in place. As a result, no carbon price is currently factored into CapEx decisions, research and development investments, or other operational decisions. The methodology applied and the emission factors used have not undergone external assurance procedures. Theon International PLC Sustainability Statement continued

73 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 2.2 Water and Marine Resources 2.2.1 Impact, risk and opportunity management 2.2.1.1 Description of the processes to identify and assess material water and marine resources-related impacts, risks and opportunities [IRO-1] As part of the DMA, the Group screened its own operations, assets and activities to identify actual and potential water and marine resources-related IROs. This process resulted in the identification of impacts related to water consumption. The screening was based on the geographic location of the Group’s operations, utilising the WRI Aqueduct Water Risk Atlas tool to identify areas of high-water stress where the Group operates. At this stage, no screening of water-related IROs has been conducted for the upstream or downstream value chain. The process of assessing the Group’s water and marine resources-related impacts, risks and opportunities is described within the DMA section of the Sustainability Statement on page 63. It is noted that aside from the stakeholder engagement performed as part of the DMA, the Group has not conducted any additional engagement or consultations. 2.2.1.2 Policies related to water and marine resources [E3-1] The Group manages water as part of its broader commitment to the responsible and rational use of natural resources, as expressed in its Environmental Policy. The Policy sets general principles for monitoring environmental aspects across the Group, which includes water where relevant. Additionally, it incorporates the efficient use of water within the Group’s approach to managing natural resources. All sites source water exclusively from municipal supply networks, and as such the Group’s operations do not involve the direct extraction of water from marine or natural water bodies. While the Environmental Policy does not contain dedicated provisions specifically addressing water or wastewater treatment, the Group applies established operational practices that guide the safe management of water discharges. Wastewater is either treated and removed by authorised external operators or discharged in accordance with local regulatory requirements and permitted thresholds. These practices form part of the Group’s operational controls and help prevent negative impacts on water resources. Across all facilities, measures such as spill-prevention procedures, containment systems for hazardous liquids, and controlled cleaning processes support the responsible handling of liquid effluents. Since the Group’s products do not utilise marine resources, product design considerations related to marine resource protection are not applicable. The Environmental Policy does not address water efficiency or water pollution as the Group’s products are not water-intensive. Furthermore, while the Policy currently does not include specific commitments on reducing water consumption in water-stressed areas, the Group ensures that liquid discharges are responsibly managed by licensed external providers. This approach effectively protects marine environments, as the Group’s activities are conducted away from direct interactions with oceans or seas. Some Group facilities in Greece, Germany, and Serbia are located in medium to high-water stress areas. The Group acknowledges the sensitivity of operating in such areas and is committed to continually improving how water is monitored and managed across its operations, as reflected in the actions described below. Dedicated policies for high-water stress areas have not been adopted, as the Group’s activities rely on municipal water systems, and do not include water-intensive manufacturing stages. Nevertheless, while certain production activities require higher water use, consumption is monitored, and the Group remains committed to evaluating additional measures where appropriate. The Environmental Policy applies to the Group’s own operations across all geographic locations in which it operates. It primarily focuses on environmental matters within the Group’s direct operational control, and it does not currently impose specific requirements on upstream suppliers or downstream customers. Accountability for implementing the Policy lies with the ESG Steering Committee. Additionally, as the Policy has been developed on the basis of internal principles and operational considerations, it does not currently reference or commit to any third-party standards or external initiatives. It was formulated by management without a formal process for incorporating the interests of specific key stakeholders in its design, however it is publicly available online to both external and internal stakeholders. Theon International PLC Sustainability Statement continued

74 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Theon International PLC Sustainability Statement continued 2.2.1.3 Actions and resources related to water and marine resources [E3-2] As the Group operates facilities in countries classified as having medium to high-water stress exposure, the Group applies enhanced attention to regulatory compliance and responsible consumption in these areas. Specific actions undertaken by all entities within the Group include: • Internal monitoring through metered consumption: All facilities are equipped with installed water meters enabling continuous oversight of water use. This mitigates the material impact arising from water consumption in the Group’s operations by enabling early identification of unusual consumption patterns, thereby supporting responsible water use and helping to prevent the depletion of water resources. • Responsible liquid waste management: All liquid wastes are handled carefully and in accordance with all applicable laws and limits through authorised external providers. This approach ensures that water consumption, wastewater and other liquid effluents are effectively managed, protecting water quality and supporting water security. • Operational controls for spill prevention and containment: The Group implements spill-prevention procedures and containment measures that reduce the risk of accidental environmental release. By minimising such incidents, this contributes to protecting water quality and preserving water resources, particularly in water- stressed areas where the Group operates. No spill incidents or accidental environmental releases occurred during the reporting period. The water-related actions described above are ongoing operational practices without a defined completion timeline. Moreover, these actions are embedded within the Group’s existing operational framework and do not require significant CapEx or OpEx for their implementation. 2.2.2 Metrics and Targets 2.2.2.1 Targets related to water and marine resources [E3-3] With regard to targets related to water and marine resources, the Group has not adopted specific quantitative or qualitative targets as of the reporting date. Given the Group’s water usage, its reliance on municipal water systems, and the fact that its operations do not interface with marine environments, the establishment of dedicated water and marine resources- related targets is not currently prioritised. Nonetheless, the Group started to actively monitor water consumption across all facilities, which are equipped with water meters enabling continuous tracking at each site. Total water usage is monitored as a key quantitative indicator, allowing the Group to identify consumption trends over time and detect any significant deviations. In the absence of specific quantitative targets, the Group’s ambition level is to maintain stable water consumption levels relative to production activity, identify and address any unusual increases, and ensure continued compliance with applicable regulations. The base period from which progress is measured is FY2025, representing the first reporting year in which consistent water consumption data was collected across all facilities. Additionally, the ESG Steering Committee will periodically review the Group’s environmental approach, including water-related actions, to assess their ongoing appropriateness and effectiveness. The Committee may also consider establishing specific water-related targets in the future, if deemed necessary or if regulatory expectations change.

75 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Theon International PLC Sustainability Statement continued Table 9 – 2.2.2.2 Water consumption [E3-4] Water consumption from own operations 2025 Total water consumption (m³) 21,958.47 Total water consumption in areas at water risk (including areas of high-water stress) (m³) (a) 21,362.19 Total water recycled (m³) – Total water reused (m³) – Total water stored (m³) – Net revenue (EUR million) 443.4 Water intensity: Total water consumption (m³) Net Revenue (€ million) = 21,958.47 443.4 = 49.52 Notes Water consumption: Assumptions Methodology At the Koropi facility (under Theon Sensors SA – THSA) water bills are issued with a one-year delay. As a result, 2024 invoiced data were used to estimate water consumption for 2025 reporting. For all other entities, actual water bills from the reporting year were used to determine water consumption. Step 1: Reference consumption data • Invoiced water consumption data for THEON Sensors SA (THSA) covering January– December 2024 amounted to 3,326.00 m³. Average consumption per employee (2024) = 3,326 m³ ÷ 374 employees (year end) = 8.89 m³ per employee This per-employee consumption rate was used as a proxy, assuming no material change in operational profile or water-intensive processes year-on-year. Step 2: Estimation of THSA water consumption for 2025 • The average per-employee consumption (8.89 m³/employee) was applied to the 2025 headcount at THSA. • Based on this approach, estimated total water consumption for THSA in 2025 was calculated as: THSA estimated water consumption (2025): 3,975.19 m³ This estimate reflects a headcount-based extrapolation, used solely due to the unavailability of invoiced 2025 data at the time of reporting. That was the most appropriate estimate since water consumption at the facility is largely related to office employee use. Step 3: Group-level consolidation • Reported water consumption for the rest of the Group (entities with timely invoiced data) amounted to 17,983.28 m³. • Adding the estimated THSA consumption results in a total Group water consumption of: 21,958.47 m³. (a) The identification of areas at water risk was performed using the WRI Aqueduct Water Risk Atlas. Each Group facility’s geographic location was mapped against the Aqueduct baseline water stress indicator, and facilities located in areas classified as medium-high or high water stress were identified as operating in areas at water risk. The water consumption reported for areas at water risk is described in the methodology above.

76 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 2.3 Resource Use and Circular Economy 2.3.1 Impact, risk and opportunity management 2.3.1.1 Description of the processes to identify and assess material resource use and circular economy-related impacts, risks and opportunities [IRO-1] The Group identifies and assesses material impacts, risks and opportunities related specifically to waste management by screening its manufacturing, assembly and material handling activities to determine where waste is generated, how it is classified and whether hazardous waste streams present operational or compliance risks. This screening relies on regular inspections, monitoring waste volumes and categories, and where required by European and national regulations, the use of the national electronic waste registration system for hazardous waste. Through this process, the Group evaluates potential risks such as misclassification, storage or handling incidents, and regulatory changes, while identifying opportunities to increase recycling, reuse and waste reduction efficiency. Consultations are carried out internally with production and waste handling personnel, who provide operational insights into waste generation hotspots and support the prioritisation of improvement actions. As our waste are mainly treated by external business partners there is no impact actual or potential towards local communities and thus no consultation was carried out. The process of assessing the Group’s material impacts, risks and opportunities related to resource use and circular economy, is described within the Sustainability Report of page 63. 2.3.1.2 Policies related to resource use and circular economy [E5-1] The Group’s Environmental Policy establishes its commitment to responsible resource use and the principles of the circular economy. The Policy ensures compliance with all applicable EU and national environmental legislation and promotes the rational use of natural resources, including energy, water, raw and auxiliary materials, throughout its production processes. It seeks to minimise environmental impacts by reducing hazardous and non- hazardous waste and limiting liquid, solid, and gaseous effluents, while prioritising waste prevention through reuse, repair, and recycling practices to improve resource efficiency and reduce overall waste generation. The Policy reflects principles consistent with the waste hierarchy by encouraging the minimisation of waste and supporting actions such as reuse, repair, and recycling, alongside responsible handling of waste materials. The Group’s devices are engineered and manufactured for long term operational use and can be serviced beyond their initial lifecycle, reducing material demand over time and limiting premature end-of-life waste. In addition, the Group operates a pilot packaging return programme with key suppliers, returning used packaging for reuse and keeping materials circulating within the supply chain. The Group’s Procurement Policy complements the Environmental Policy by setting out high level principles intended to support the consideration of environmental, social and governance (ESG) aspects within procurement related activities, contributing to the reduction of environmental impacts throughout the supply chain, including emissions, resource use, and waste. Through supplier evaluation and monitoring, the Group assesses environmental factors and promotes continuous improvement across the value chain. Implementation of the Environmental Policy is supported through structured monitoring of resource use and waste streams. Regular inspections, performance indicator reviews, compliance assessments and environmental risk evaluations are conducted by designated responsible persons within each company. Governance of the Policy rests with the Group’s ESG Steering Committee, which ensures its alignment with legal requirements, international standards, and the Group’s strategic objectives on resource efficiency, circularity and environmental performance. Responsibility for implementing the Procurement Policy is shared across several governance levels, through procurement team managers and department leaders. The Board of Directors approves the Policy and oversees its periodic review to ensure continued relevance, alignment with regulatory requirements, and organisational effectiveness. 2.3.1.3 Actions and resources related to resource use and circular economy [E5-2] The Group has implemented a structured set of actions to support the objectives of its Environmental, which commit to responsible and rational use of natural resources, waste minimisation, and the promotion of circular economy principles across the value chain. Resource Efficiency The Group’s devices are engineered for long term operational use and can be serviced beyond their initial lifecycle and can be serviced beyond this period. This long-lifecycle approach reduces material demand over time and helps limit premature end-of-life waste. To further support efficient use of materials, the Group applies proper material segregation, responsible waste handling and close monitoring of resource-related processes at all its sites. Circular Design The Group integrates elements that support circular outcomes, including design for durability, repairability, and, where technically feasible, recyclability of components. While no dedicated circular design programme is in place at present, the Group has planned a study by 2030 to assess sustainable materials Theon International PLC Sustainability Statement continued

77 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report and technologies compatible with its performance and quality requirements. Prevention of Waste Generation In the Group’s upstream value chain, Theon Sensors SA operates a pilot packaging return programme through which 38,000 sets of O-Pack plastic packaging were returned to image-intensifier tube suppliers for reuse in 2025. This initiative is ongoing and prevents waste generation at the supplier level and supports circularity within the supply chain. Circular Business Practices Although circularity is not a primary design objective, many of the Group’s practices naturally support it throughout a product’s lifecycle. Each device is conceived with durability in mind, reflecting the Group’s belief that the most sustainable product is one that remains functional and reliable for as long as possible. This is a practice which is ongoing specifically for products that circular principles can apply. This philosophy continues throughout the product’s journey: • Repair and maintenance: Repairs are carried out either by the Group’s own teams or by customers who follow detailed instructions provided by the Group. • Spare parts provision: Spare parts are offered to all customers to maintain the highest possible operational activity of products. • System upgrades: The Group offers customers the option to upgrade existing systems by replacing the image intensifier tube with the latest technology, raising operational capabilities without requiring the purchase of a brand-new system. This approach preserves asset value, reduces material consumption and aligns with the Group’s philosophy that the most sustainable product is the one that remains functional and reliable for as long as possible. • Knowledge transfer: The Group actively supports users in understanding how to maintain their equipment properly, helping preserve performance over time and extend their effective lifespan. • Packaging reuse: Packaging that arrives with materials or components is reused wherever feasible, and return programmes with key suppliers help keep valuable materials circulating within the supply chain. Waste Management Optimisation The Group applies an ongoing structured approach to its own waste management, particularly for hazardous liquids and effluents, generated by the Group’s own activities. These streams are pre-segregated at the point of generation and placed in dedicated, compliant containers before being transferred to controlled storage areas that minimise the risk of spills or cross-contamination. Their final treatment is carried out by certified external waste handlers in accordance with regulatory requirements. Non-hazardous waste such as paper and plastic is collected separately and directed either to regional municipal recycling bins or to an approved recycling supplier, depending on the quantities accumulated each month. These practices contribute to improved traceability and responsible handling of both hazardous and non-hazardous waste, supporting gradual enhancement of waste production and recovery across the Group’s operations. Overall, the Group’s actions support the transition to a more resource-efficient operating model. Looking forward, the Group continues to explore opportunities for enhanced circularity through, material-efficiency measures and emerging low-impact optical technologies, supported by monitoring systems that enable ongoing improvement. 2.3.2 Metrics and Targets 2.3.2.1 Targets related to resource use and circular economy [E5-3] The Group is in the process of developing a structured set of targets to reinforce its commitment to responsible resource use and circular-economy performance. This work forms part of its broader sustainability strategy and reflects the Group’s aim to strengthen environmental performance across the manufacturing and assembly processes of its electro-optical devices. As these targets evolve, they will be refined, formalised and supported by clearer milestones and performance indicators. A central element of the emerging target framework is the Group’s plan to maintain at least 70% recycling of total waste generated across its manufacturing and assembly operations by 2030. This target, set in 2025, directly supports responsible resource use by ensuring that a significant proportion of materials entering operations are recovered rather than disposed of. Progress of the abovementioned target will be reported in the next reporting period. It also strengthens the Group’s waste-management framework by introducing a consistent, measurable benchmark for recycling performance. By setting a defined expectation for recycling levels, the target promotes more systematic waste segregation, improves internal handling practices and consistent cooperation with authorised waste contractors. By ensuring disciplined management of both hazardous and non-hazardous waste streams, the Group helps maintain ongoing alignment with regulatory obligations and its established environmental procedures. Progress towards this target will be tracked using the recycling rate (%) as the primary performance indicator, calculated as the proportion of total waste directed to recycling relative to total waste generated, measured annually. The baseline year has been defined as 2025, with a baseline value of 23.9 tonnes of recycled material, encompassing both production and office waste streams. Theon International PLC Sustainability Statement continued

78 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report As office waste volumes are currently estimated based on assumptions, these figures may be subject to revision once actual data become available. Any subsequent updates will be reflected accordingly, and target levels will be aligned with the applicable ESRS requirements. Stakeholder engagement to date has been limited to internal stakeholders. Although circular design is not yet formalised as a standalone programme, the 2030 recycling target indirectly encourages more circular design considerations. Higher recycling ambitions require clearer identification, sorting and recyclability of materials and components, which in turn shape long-term design choices. Insights from the planned eco-design study on sustainable applications and technologies will further support this direction and inform how future products can better contribute to recovery, recycling and circularity. The recycling target is primarily positioned within the recycling layer of the waste hierarchy, although associated operational practices also support upstream minimisation and reuse where feasible. The target does not directly influence other circular-economy areas such as product durability, repair activities, packaging-return practices or resource-efficiency measures already in place, nor is mandated by legislation; the Group voluntarily adopts it to support its long-term environmental objectives. These continue to develop independently within the Group’s operational framework and are not driven by the recycling target itself. 2.3.2.2 Resource outflows [E5-5] In 2025, the Group generated a range of nonhazardous and hazardous waste streams across its electrooptical manufacturing activities. Nonhazardous waste consisted of paper, plastics and aluminium/metal waste, while hazardous waste included chemical residues, contaminated packaging, end-of- life lighting equipment, lead acid batteries and machine oils. These waste streams reflect the typical material composition of the Group’s sector and processes, which involve metals, plastics, nonmetallic minerals, paper materials, organic chemical substances and electronic components. The total quantities of waste generated in 2025 are presented in the table to right. In 2025, the Group generated a total of 325.1 tonnes of waste, comprising of 119.9 tonnes of nonhazardous waste and 205.2 tonnes of hazardous waste. The breakdown illustrates the relative contribution of each waste stream to the overall volume, providing a clear basis for monitoring waste management performance and identifying opportunities for improved resource efficiency and reduction measures. The Group managed to recycle a total of 23.9 tonnes and 7%, of total waste. Through its established recycling processes and partnerships, the Group ensured that 23.9 tonnes of non-hazardous waste were recycled. Hazardous waste that was recycled amounted at 42 kg with the remaining 1.59 tonnes being sent for energy recovery through incineration. A significant share of the Group’s waste is classified as hazardous. Given its nature and regulatory constraints, such waste is generally not suitable for recycling and is therefore managed through regulated treatment or disposal pathways, resulting in a limited level of recycling. The composition of hazardous waste generated in 2025 is presented in the table below. The majority of hazardous waste derived from other acids mixed with water from production stages in Germany, amounting to 199.75 tonnes, followed by packaging containing residues of or contaminated by hazardous substances. Other hazardous waste streams include categories such as organic chemical materials, discarded organic chemicals containing hazardous substances, lamps and lighting fixtures, lead batteries and machine soap oils. These waste types reflect the typical material composition associated with the Group’s activities. Theon International PLC Sustainability Statement continued

79 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Table 10 – Total Hazardous Waste Generated in 2025 Hazardous waste type 2025 (tonnes) % Other acids 199.75 97.3% Packaging containing residues of or contaminated by hazardous substances 1.83 0.9% Machining emulsions and solutions free of halogens 1.09 0.5% Glass, plastic and wood containing or contaminated with hazardous substances 1.07 0.5% Other solvents and solvent mixtures 0.58 0.3% Laboratory chemicals, consisting of or containing hazardous substances, including mixtures of laboratory chemicals 0.51 0.2% Mineral-based non-chlorinated engine, gear and lubricating oils 0.20 0.1% Discarded organic chemicals consisting of or containing hazardous substances 0.08 0.039% Organic wastes containing hazardous substances 0.06 0.028% Lead batteries 0.04 0.020% Fluorescent tubes and other mercury-containing waste 0.03 0.015% Absorbents, filter materials (including oil filters not otherwise specified), wiping cloths, protective clothing contaminated by hazardous substances 0.01 0.003% Total 205.24 All hazardous waste generated in 2025 was collected, transported and treated by certified waste-management partners, in line with legal requirements for the treatment of chemical residues, contaminated containers, oils and electrical components. More specifically, apart from those being recycled or incinerated all other hazardous waste are being collected and stored for further treatment by certified waste management companies. Non-hazardous waste streams, including paper and plastics, were diverted from disposal through recycling and material recovery processes implemented by authorised operators or, where applicable, via regional municipal recycling bins, while handling of metals is performed solely by authorised supplier. The Group did not generate any radioactive waste in 2025, as defined under Directive 2011/70/Euratom. Overall, the Group continues to emphasise responsible waste management through proper segregation, controlled temporary storage, and the use of certified partners for hazardous waste treatment, ensuring that all waste streams are managed in line with regulatory obligations and environmental protection standards. Table 11 – Resource outflows 2025 Hazardous waste Non-hazardous waste Total Total amount of waste generated (tn) 205.24 119.91 325.14 Diverted from disposal Preparation for reuse (tn) – – – Recycling (tn) 0.04 23.89 23.93 Other recovery operations (tn) (e.g. energy recovery) 1.59 – 1.59 Total amount diverted from disposal (tn) 1.63 23.89 25.52 Directed to disposal by waste treatment type Incineration (tn) 2.77 1.17 3.94 Landfill (tn) – 94.85 94.85 Other disposal operations (tn) 200.83 – 200.83 Total amount directed to disposal (tn) 203.60 96.02 299.62 Total amount of non-recycled waste (tn) 205.19 96.02 301.21 Total percentage of non-recycled waste (%) 63% 30% 93% Theon International PLC Sustainability Statement continued

80 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Theon International PLC Sustainability Statement continued For the reporting period, the Group applied an estimation-based approach to calculate a specific non-hazardous waste stream generated by its employees, for which actual measured data was not yet available. This estimated volume amounts to 96.02 tonnes, representing approximately 29.5% of the total waste volume (325.14 tonnes). The remaining waste volumes reported in the table are based on measured data obtained through existing waste management and tracking processes. In line with ESRS methodological requirements, the Group applied a transparent and reasonable proxy by using the annual municipal waste generation per capita published by Eurostat, which covers waste generated across households, commerce, trade, office buildings and institutions. This municipal waste intensity was proportionally adjusted for working days and working hours to better reflect the Group’s operational context.

81 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 3 EU TAXONOMY According to the supplementary Delegated Regulation (EE) 2021/2178 specifying the content and presentation of information disclosed by undertakings subject to Article 29a of Directive 2013/34/EU concerning environmentally sustainable economic activities, non-financial undertakings shall disclose the information referred to in Article 8, paragraph 1 and 2 of the EU Taxonomy Regulation (EU) 2020/852. On 4 July 2025, the European Commission adopted simplification measures for the EU Taxonomy through a new Delegated Act. These amendments entered into force on 28 January 2026 and are applicable to the 2025 financial year. The methodology and reporting templates prescribed by Commission Delegated Regulation (EU) 2026/73 have been applied for the reporting year. In this context, Theon has not applied the 10% materiality thresholds for the Turnover, Capital Expenditure (CapEx), and Operating Expenditure (OpEx) KPIs and has accordingly reported all relevant eligible economic activities without excluding amounts below those thresholds. Theon International Plc (the “Company”) together with its subsidiaries form the Group “THEON” (the “Group”). The EU Taxonomy eligibility and alignment assessment covers all entities fully consolidated in the Group’s financial statements for the financial year ended 31 December 2025, in accordance with Directive 2013/34/EU. No consolidated subsidiaries were excluded from the scope of the assessment. Based on the above and as the Group is subject to the aforementioned obligations, this section discloses the information required according to Article 8 of the EU Taxonomy Regulation. 3.1 Introduction – Article 8 Taxonomy Regulation This section is published pursuant to Regulation (EU) 2020/852 of 18 June 2020 and its delegated acts, on the establishment of a framework to redirect capital flows towards a more sustainable economy. To this end, the European Commission has developed a catalogue of economic activities to determine if those substantially contribute to a sustainable economy. The EU Taxonomy and its supporting delegated acts were designed to help companies, investors, and policymakers identify environmentally sustainable economic activities. In this section, the Group as a non-financial entity discloses the proportion of its Turnover, Capital Expenditure (CapEx), and Operating Expenditure (OpEx) for the financial year (FY) 2025. These are referred to as Key Performance Indicators (KPIs) and relate to economic activities eligible or aligned with the EU Taxonomy across its environmental objectives as outlined in Article 8 of the EU Taxonomy Regulation. The climate-related objectives of the EU Taxonomy are: • Climate Change mitigation (CCM) • Climate Change adaptation (CCA) • Sustainable use and protection of water and marine resources (WTR) • Transition to a circular economy (CE) • Pollution prevention and control (POL) • Protection and restoration of biodiversity and ecosystems (BIO). 3.2 Overview The table below presents the share of the Group’s consolidated Turnover, CapEx and OpEx associated with Taxonomy-eligible and aligned economic activities for FY2025. Table 12 – Proportion of EU Taxonomy eligible and aligned economic activities FY 2025 Total Euro (€) EU Taxonomy- eligible non-aligned economic activities (%) Proportion of EU Taxonomy- aligned economic activities (%) Proportion of EU Taxonomy non-eligible economic activities (%) Turnover 443,416,352 94.18% 0% 5.82% CapEx 21,208,243 69.00% 0% 31.00% OpEx 5,918,764 92.59% 0% 7.41% An economic activity is considered taxonomy- eligible when it is described and listed in the Delegated Acts (Climate Delegated Acts and the Environmental Delegated Acts) supplementing the EU Taxonomy Regulation. Activities that are taxonomy non-eligible are those not described in the aforementioned Delegated Acts. These fall outside the scope of the EU Taxonomy Regulation, regardless of their adherence to environmental or social standards. An activity is classified as taxonomy-aligned when it meets the Technical Screening Criteria (TSC) outlined in the Delegated Acts and complies with the “Minimum Safeguards” (MS) requirements related to social and governance practices. These safeguards include standards on human and consumer rights, anti-corruption and anti-bribery measures, taxation, and fair competition. Aligned activities shall directly support one or more environmental objectives. Theon International PLC Sustainability Statement continued

82 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Additionally, activities that indirectly contribute are recognised as either enabling or transitional, defined as follows: • Enabling Activities: These are economic activities that facilitate other activities in making a substantial contribution to environmental objectives. To qualify, the enabling activity shall: – Avoid creating asset lock-ins that compromise long-term environmental goals, considering the economic lifespan of the assets. – Demonstrate a substantial positive environmental impact, assessed through life-cycle analysis. • Transitional Activities: These refer to economic activities for which no technologically and economically viable low-carbon alternatives currently exist. Such activities contribute to CCM by supporting the transaction to a climate-neutral economy aligned with the goal of limiting global temperature rise to 1.5 C above pre-industrial levels. To qualify, the activity shall: – Exhibit greenhouse gas emissions consistent with the best performance within its sector or industry. – Not obstructing the development or deployment of low-carbon alternatives. – Avoid locking in carbon-intensive assets, considering their economic lifespan. 3.3 Eligibility assessment During the Fiscal Year 2025, the Group conducted a detailed review of all its economic activities to determine their eligibility under the EU Taxonomy Regulation. This assessment was carried out focusing on all six environmental objectives under the Climate Delegated Act for Climate Change Mitigation (CCM) and Climate Change Adaptation (CCA) and the Environmental Delegated Act for Sustainable use and protection of Water and Marine Resources (WTR), Transition to a Circular Economy (CE), Pollution Prevention and Control (PPC) and Protection and Restoration of Biodiversity and Ecosystems (BIO) environmental objectives. To identify Taxonomy-eligible economic activities, the Group mapped its consolidated revenues, capital expenditure and operating expenditure to the economic activities described in the Climate Delegated Act and the Environmental Delegated Act, using the activity descriptions and scope conditions set out therein. Activities not explicitly described in the Delegated Acts were classified as Taxonomy non-eligible. Where necessary, management judgement was applied to assess the coherence between the Group’s operational activities and the descriptions of eligible activities in the Delegated Acts. The eligibility assessment led to the identification of two eligible economic activities in total, related to the CE environmental objective. Based on this assessment, the Group concluded that no additional activities are relevant to its operations for the reporting year. Table 13 – EU Taxonomy-eligible economic activities in FY 2025 Eligible economic activity Objective Enabling/ Transitional Description of the Group’s activity KPIs Manufacture of electrical and electronic equipment – 1.2 CE NO The Group is a leading manufacturer of night vision and thermal imaging systems, classified as electro-optical devices. These systems include monocular, binoculars, weapon sights, clip-on devices, and platform-based imaging systems. Turnover CapEx OpEx Sale of spare parts – 5.2 CE NO The Group provides night vision spare parts and repair parts, along with logistics support and test article refurbishment throughout the contract term. Turnover CapEx 3.4 Alignment assessment EU Taxonomy Regulation includes three conditions that an economic activity shall meet to qualify as aligned: • Compliance with Substantial Contribution (SC) criteria as defined in the EU Taxonomy Delegated Acts for each objective. • Compliance with the “Do No Significant Harm” (DNSH) principle as defined in the EU Taxonomy Delegated Acts for each objective. • Compliance with the “Minimum Safeguards” (MS) outlined in Article 18 of the EU Taxonomy Regulation. For each of the two eligible activities identified in FY2025, the Group conducted an assessment to evaluate whether its activities meet the above-mentioned criteria. Substantial Contribution (SC) To determine whether an economic activity qualifies as Taxonomy-aligned, it shall satisfy the Substantial Contribution (SC) requirements outlined in the Technical Screening Criteria (TSC) of the EU Taxonomy Delegated Acts. The Group performed an assessment of these criteria for its eligible activities CE 1.2 – Manufacture of electrical and electronic equipment and CE 5.2 – Sale of spare parts. The assessment concluded that, as of FY2025, the Group is not yet able to demonstrate compliance with all applicable Substantial Contribution criteria for the identified eligible activities. Theon International PLC Sustainability Statement continued

83 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report “Do No Significant Harm” (DNSH) Along with the assessment of the Substantial Contribution criteria to the Circular Economy (CE) objective, the Group evaluated its compliance with the respective Do No Significant Harm (DNSH) criteria for the remaining environmental objectives. This evaluation was performed at both the economic activity and associated asset level, as required by the nature of the activity and the applicable TSC requirements. The above-described review indicated that the current level of information and supporting evidence is not yet sufficient to demonstrate conformity with the Technical Screening Criteria of the EU Taxonomy. As a result, none of the Taxonomy-eligible activities are considered to meet the DNSH requirements for the purposes of Taxonomy alignment in FY2025. The Group is already working on this outcome and intends to revisit the assessment with the objective of meeting the Technical Screening Criteria in future reporting cycles. Minimum Safeguards Alignment assessment involves verifying compliance with the Minimum Safeguards as set out in Article 18 of the EU Taxonomy Regulation. These safeguards include the protection of human rights, anti-bribery and anti-corruption measures, fair competition, and responsible taxation practices, in line with the OECD Guidelines for Multinational Enterprises, the UN Guiding Principles on Business and Human Rights, the International Labour Organization’s Declaration on Fundamental Principles and Rights at Work, and the International Bill of Human Rights. Although the Group has not yet performed a formal assessment of its adherence to the Minimum Safeguards, the Group has already established a set of policies, procedures, and governance mechanisms that reflect the frameworks outlined in Article 18. These include processes related to responsible business conduct, human rights protection, labour rights, anti-corruption, and supplier due diligence. While these elements demonstrate that the Group has already embedded several principles associated with the Minimum Safeguards, the Group acknowledges that a detailed assessment has not yet been completed. This will be revisited in future reporting cycles, allowing the Group to build on its existing policies and procedures. Based on the assessment performed for FY2025, none of the Group’s economic activities currently qualify as Taxonomy-aligned. The Group is taking steps to improve data availability, strengthen technical documentation, and refine internal procedures. These efforts will support a more detailed reassessment of EU Taxonomy alignment in future reporting periods. Turnover, CapEx and OpEx For the presentation of the EU Taxonomy KPIs, Turnover, CapEx, and OpEx, the Group uses the templates provided in Annex II of the Commission Delegated Regulation (EU) 2026/73 amending Delegated Regulation (EU) 2021/2178. To avoid double counting in the allocation of Turnover, CapEx, and OpEx KPIs across economic activities, intergroup transactions are eliminated from the figures, and each product or project is allocated to a specific activity. In addition, most Group subsidiaries fall under a single eligible economic activity, which enables direct attribution of all related financial amounts without overlap. Accounting Policies Turnover The Turnover KPI required under Article 8(2) (a) of the Regulation (EU) 2020/852 represents the share of net turnover generated from products and services, including intangible items, that relate to Taxonomy aligned economic activities. This amount is divided by the total net turnover as defined in Article 2(5) of Directive 2013/34/EU. The turnover figures correspond to revenue reported under the International Accounting Standard (IAS) I1.82(a), as adopted by Commission Regulation (EC) No 1126/2008 1 . The calculation follows the methodology and reporting templates set out in the EU Taxonomy Disclosures Delegated Act (EU) 2021/2178 and subsequent amendments, including the Commission Delegated Regulation (EU) 2026/73. Further information on the Group’s accounting policies for consolidated net revenue is provided in the Notes to the Group’s 2025 Annual Report note 10, p.167. 1 Commission Regulation (EC) No 1126/2008 of 3 November 2008 adopting certain international accounting standards in accordance with Regulation (EC) No 1606/2002 of the European Parliament and of the Council (OJ L 320, 29.11.2008, p. 1). Theon International PLC Sustainability Statement continued

84 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report CapEx The proportion of CapEx referred to in Article 8(2) (b), of Regulation (EU) 2020/852 is calculated as the numerator divided by the denominator as specified in points 1.1.2.1 and 1.1.2.2 of Annex I of the delegated Regulation (EU) 2021/2178. For non-financial undertakings applying international financial reporting standards (IFRS) as adopted by Regulation (EC) No 1126/2008, CapEx shall cover costs that are accounted based on: • IAS 16 Property, Plant and Equipment, paragraphs 73, (e), point (i) and point (iii); • IAS 38 Intangible Assets, paragraph 118, (e), point (i); • IFRS 16 Leases, paragraph 53, point (h). The Group has determined the eligibility of CapEx with the definition provided in Article 8 of the EU Taxonomy Regulation. CapEx includes additions to tangible and intangible assets during the financial year considered before depreciation, amortisation and any remeasurements, including those resulting from revaluations and impairments, for the relevant financial year and excluding fair value changes. It also includes additions to tangible and intangible assets resulting from business combinations but excludes additions to goodwill. The additions follow the accounting principles disclosed in the Annual Report Note 7.c, 7.d, 7.g, p. 153-155. OpEx The proportion of OpEx referred to in Article 8(2) (b), of Regulation (EU) 2020/852 is calculated as the numerator divided by the denominator as specified in points 1.1.3.1 and 1.1.3.2 of the Annex I of the delegated Regulation 2021/2178 EU, as in force. Total EU Taxonomy OpEx includes direct non-capitalised costs related to research and development (R&D), short-term leases and maintenance and repair expenses. Taxonomy-eligible OpEx includes research and development (R&D), short-term leases and maintenance and repair expenses associated to CE 1.2 – Manufacture of electrical and electronic equipment. Templates provided in Annex II of the Commission Delegated Regulation (EU) 2026/73 amending Delegated Regulation (EU) 2021/2178 are disclosed below. Table 14 – Template 1: Proportion of turnover, CapEx, OpEx from products or services associated with Taxonomy-eligible or Taxonomy-aligned economic activities – disclosure covering year 2025 (summary KPIs) Financial Year 2025 Breakdown by environmental objectives of Taxonomy aligned activities Proportion of Taxonomy Aligned Activities in Previous Financial Year 2024 KPI Total Proportion of Taxonomy Eligible Activities Taxonomy Aligned Activities Proportion of Taxonomy Aligned Activities Climate Change Mitigation Climate Change Adaptation Water Circular Economy Pollution Biodiversity Proportion of Enabling Activities Proportion of Transitional Activities Not Assessed Activities Considered Non- Material Taxonomy Aligned Activities in Previous Financial Year 2024 (1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11) (12) (13) (14) (15) (16) Text € million % € million % % % % % % % % % % € million % Turnover 443.2 94.18% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% CapEx 21.21 69.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% OpEx 5.92 92.59% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% Theon International PLC Sustainability Statement continued

85 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Table 15 – Template 2: Proportion of CapEx (top table) and turnover (bottom table) from products or services associated with Taxonomy-eligible or Taxonomy-aligned economic activities – disclosure covering year 2025 (activity breakdown) Reported KPI: Financial Year: Turnover 2025 Taxonomy eligible KPI (Proportion of Taxonomy eligible Turnover) Taxonomy aligned KPI (monetary value of Turnover) Taxonomy aligned KPI (Proportion of Taxonomy aligned Turnover) Breakdown by environmental objectives of Taxonomy aligned activities Enabling activity Transitional activity Proportion of Taxonomy aligned in Taxonomy eligible Climate Change Mitigation Climate Change Adaptation Water Circular Economy Pollution Biodiversity Code (1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11) (12) (13) (14) Economic Activities % € million % % % % % % % (E where applicable) (T where applicable) % Manufacture of electrical and electronic equipment CE 1.2 92.56% 0.00 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% – – 0.00% Sale of spare parts CE 5.2 1.62% 0.00 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% – – 0.00% Sum of alignment per objective 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% Total KPI (Turnover) 94.18% 0.00 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% – – 0.00% Table 16 – Template 2: Proportion of CapEx from products or services associated with Taxonomy-eligible or Taxonomy-aligned economic activities – disclosure covering year 2025 (activity breakdown) Reported KPI: Financial Year: CapEx 2025 Taxonomy eligible KPI (Proportion of Taxonomy eligible CapEx) Taxonomy aligned KPI (monetary value of CapEx) Taxonomy aligned KPI (Proportion of Taxonomy aligned CapEx) Breakdown by environmental objectives of Taxonomy aligned activities Enabling activity Transitional activity Proportion of Taxonomy aligned in Taxonomy eligible Code Climate Change Mitigation Climate Change Adaptation Water Circular Economy Pollution Biodiversity (1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11) (12) (13) (14) Economic Activities % € million % % % % % % % (E where applicable) (T where applicable) % Manufacture of electrical and electronic equipment CE 1.2 67.19% 0.00 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% – – 0.00% Sale of spare parts CE 5.2 1.81% 0.00 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% – – 0.00% Sum of alignment per objective 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% Total KPI (CapEx ) 69.00% 0.00 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% – – 0.00% Theon International PLC Sustainability Statement continued

86 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Table 17 – Template 2: Proportion of OpEx from products or services associated with Taxonomy-eligible or Taxonomy-aligned economic activities – disclosure covering year 2025 (activity breakdown) Reported KPI: Financial Year: OpEx 2025 Taxonomy eligible KPI (Proportion of Taxonomy eligible OpEx) Taxonomy aligned KPI (monetary value of OpEx) Taxonomy aligned KPI (Proportion of Taxonomy aligned OpEx ) Breakdown by environmental objectives of Taxonomy aligned activities Enabling activity Transitional activity Proportion of Taxonomy aligned in Taxonomy eligible Code Climate Change Mitigation Climate Change Adaptation Water Circular Economy Pollution Biodiversity (2) (3) (4) (5) (6) (7) (8) (9) (10) (11) (12) (13) (14) Economic Activities % € million % % % % % % % (E where applicable) (T where applicable) % Manufacture of electrical and electronic equipment CE 1.2 92.59% 0.00 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% – – 0.00% Sale of spare parts CE 5.2 0.00% 0.00 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% – – 0.00% Sum of alignment per objective 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% Total KPI (OpEx ) 92.59% 0.00 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% – – 0.00% Theon International PLC Sustainability Statement continued

87 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 4 SOCIAL INFORMATION 4.1 Own Workforce 4.1.1 Strategy 4.1.1.1 Interests and views of stakeholders [SBM-2] The interests and views of stakeholders, including people in the Group’s own workforce, are described within the Sustainability Statement on page 55. 4.1.2 Material impacts, risks and opportunities and their interaction with strategy and business model [SBM-3] The Group’s strategy and business model revolve around the development and manufacture of advanced electro-optics systems within industrial settings across multiple geographies. Material impacts related to the Group’s own workforce associated with these operations include employee health and safety as manufacturing and assembly activities expose employees to industrial machinery and chemicals, where inadequate safety standards could lead to workplace accidents. This negative impact is inherently connected to the business model. Additionally, a potential negative impact linked to lack of gender balance could contribute to discrimination and reduced morale among employees. In regions where workers’ rights are not fully enforced, employees may face risks regarding freedom of association and collective bargaining, which is connected to the regulatory context in which the Group operates. The Group is committed to providing remuneration that meets or exceeds living wage standards and by doing so, it supports employee welfare, contributes to the reduction of inequality and in-work poverty, and closely aligns with its business model. The Group’s strategic focus on innovation and digital transformation requires continuously developing workforce. To support this, onboarding and ongoing training programmes under the Learning and Development Framework are implemented, making workforce development a clear outcome of the Group’s strategic priorities. The identification of the above material impacts has informed the Group’s strategy. To address workforce-related impacts across the Group, the Group has adopted policies including the Human Rights Policy, Code of Ethics and Business Conduct, Health and Safety Policy, and the Learning and Development Framework, that apply to all employees within its workforce. The material risks and opportunities arising from impacts and dependencies on the Group’s own workforce are closely integrated with its strategy and business model as well. Key dependencies include the Group’s ability to attract and retain qualified personnel, ensure adequate training, and maintain safe and fair working conditions for its workforce to ensure operational continuity. The Group seeks to align operational resilience with the well-being of its workforce by embedding workforce- related considerations into its strategic and operational decision-making. This includes considering risks such as regulatory penalties and legal exposure arising from inadequate employee training and health and safety measures, as well as financial and reputational harm resulting from data security breaches. Through this approach, the well-being of the workforce remains a core element of the Group’s strategic focus, while simultaneously enhancing operational efficiency. The Group’s own workforce consists of employees in a direct employment relationship with the Group and does not engage a material number of non-employees, such as self-employed contractors or third-party workers within its own workforce. Accordingly, the material impacts identified relate to the Group’s own operations. For more details on the impacts, risks and opportunities identified, please refer to page 58 within the Sustainability Statement. Material negative impacts such as health and safety, collective bargaining and diversity, have been assessed as primarily related to individual incidents rather than being systemic or widespread. This is because these impacts are connected to specific operations within the Group and do not represent widespread patterns in the countries where the Group operates, all of which are within or subject to equivalent EU regulatory frameworks. Regarding material positive impacts such as adequate wages, social contribution and volunteering and training and skill development, benefit all employees across the Group. The Group’s commitment to providing remuneration that meets or exceeds living-wage standards, investing in employee volunteering and community engagement, and offering training through the Learning and Development Framework, collectively support professional and personal development as well as career progression. No material impacts have been identified on the Group’s own workforce arising from transition plans for reducing negative impacts on the environment and achieving greener, climate-neutral operations, including impacts on own workforce due to plans and actions to reduce. As previously noted, significant risks are associated with health and safety impacts, emphasising the importance of fostering a safe workplace environment and ensuring the well-being among employees to prevent critical injuries and sustain profitability. Employees working in the Group’s manufacturing and assembly facilities are exposed to industrial machinery and chemicals, which places them at greater risk of work-related injuries and ill health compared to employees in administrative or office-based roles. Theon International PLC Sustainability Statement continued

88 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report The inherent nature of the activities these employees are required to undertake is a key factor in determining their heightened exposure to health and safety risks. All the identified IROs apply to all the workforce within the Group. 4.1.3 Impacts, risks and opportunities management 4.1.3.1 Policies related to own workforce [S1-1] The Group manages material impacts, risks and opportunities related to its own workforce through a framework of Group-wide policies, including the Human Rights Policy, the Code of Ethics and Business Conduct, and the Health and Safety Policy. Applicable to all employees and individuals working under the Group’s control, these policies address key workforce-related topics such as non- discrimination, equal opportunities, freedom of association, health and safety, ethical conduct, and respect for internationally recognised human rights. Together, they establish minimum standards of conduct and define expectations for a safe, fair, and respectful working environment across the Group. Committed to upholding fundamental human rights and labour rights in line with European and internally recognised standards, the Group emphasises non-discrimination, equality of opportunities, fair working conditions, safe and healthy workplaces, and access to grievance and remediation mechanisms. Its general approach in relation to human rights is based on respect for human dignity and compliance with applicable labour and human rights laws in all jurisdictions where it operates. This commitment extends to integrating human rights principles into everyday operations, with a focus on respecting labour rights. To promote open communication, the Group maintains direct channels through which employees can raise concerns and express their needs. Efforts are underway to establish a more structured and analytical approach to communicate these engagement mechanisms across the Group. This is supported by targeted awareness-raising initiatives and management participation to enhance employee connection and responsiveness. In relation to remedying human rights impacts, the Group has established grievance and reporting mechanisms enabling employees and other stakeholders to raise concerns related to discrimination, human rights violations, unethical conduct or breaches of company policies. Employees are encouraged to report concerns through confidential reporting channels, including direct contact with the Compliance Committee via a dedicated email address, without fear of retaliation. The Group explicitly commits to a non-retaliation principle, ensuring that no adverse action is taken against employees who raise concerns in good faith. All reported cases are thoroughly investigated and handled through fair and consistent corrective procedures in accordance with applicable legal and regulatory frameworks. While the Group has not experienced any human rights violations to date, it maintains an open channel of communication with employees through its whistleblowing system, ensuring that any potential incidents can be thoroughly investigated and that appropriate remediation actions are taken. The Group’s policies align with relevant internationally recognised instruments including the European Convention on Human Rights, the United Nations Universal Declaration of Human Rights, the UN Guiding Principles on Business and Human Rights, the OECD Guidelines for Multinational Enterprises, and the ILO Declaration on Fundamental Principles and Rights at Work, while accountability for the implementation of the policies rests with the highest governance bodies of the Group. The Group demonstrates its commitment to protecting its people through a Health and Safety Policy, which ensures a safe and healthy work environment in compliance with industry standards and legislative local requirements across all its companies. This approach is built on three key pillars: Safety Task Force Groups that identify potential safety issues and risks, conduct regular safety inspections and support the implementation of precautionary measures; Safety Culture and Awareness Training through internal training programmes and collaboration with specialised health and safety partners; and Risk Identification and Assessment through proactive identification, assessment and management of health and safety risks, integrated into the Group’s broader risk management and governance frameworks. Occupational Risk Assessments are conducted, documented and regularly updated in line with applicable legislation. The active participation of all employees is fundamental to the Group’s health and safety culture, including the prompt reporting of all incidents, hazards and near-misses. Complementing its health and safety efforts, the Group has established specific policies aimed at eliminating discrimination and harassment, while promoting equal opportunities, diversity and inclusion. The Human Rights Policy and Code of Ethics and Business Conduct set clear expectations against discrimination and harassment and promote diversity, equity and inclusion across employment practices, including recruitment, remuneration, promotion and training. These policies explicitly prohibit discrimination based on age, race, ethnicity, gender, sexual orientation, disability, religion, nationality, political opinion and other protected characteristics. Committed to fostering an inclusive workplace, the Group seeks to remove barriers to inclusion for all employees and believes that the principles of inclusion should be embedded across the entire organisation, rather than targeted at specific workforce groups. Theon International PLC Sustainability Statement continued

89 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report When developing policies, without a formalised process being in place, the Group considers the interests of employees, by incorporating feedback gathered from several sources, such as employee surveys to address their concerns and suggestions. Additionally, all developed policies are made available to relevant stakeholders via the Company’s website and intranet. 4.1.3.2 Processes for engaging with own workforce and workers’ representatives about impacts [S1-2] The Group engages directly with employees to understand both actual and potential impacts that may affect them. At THEON SENSORS SA, employee perspectives are systematically captured through the annual engagement survey conducted in collaboration with the employee survey platform, Great Place to Work. The survey provides structured and anonymous feedback on key aspects such as workplace culture, trust, leadership, fairness, well-being and working conditions. The findings are reviewed by the Human Resource (HR) department and Senior Management, and key insights are used to inform decisions and action plan aimed at managing actual and potential impacts related to employee engagement, workplace environmental, and organisational practices. The HR department also holds operational responsibility for ensuring this survey is firmly embedded as an official process each year. Oversight of the engagement process is provided by the HR Director, as the most senior people management leader. The Director reviews survey outcomes and ensures that these findings are integrated into the Group’s policies, action plans and overall approach to managing workforce-related impacts. In other companies within the Group where the survey is not conducted, employees still have access to ongoing, direct communication channels that allow them to raise concerns or provide feedback to management throughout the year. Engagement with the Group’s own workforce occurs directly with employees rather than through workers’ representatives, as no formal workers’ representatives are currently in place. This type of engagement is primarily consultative, enabling employees to share feedback on workplace matters, which in turn informs the Group’s approach to managing workforce-related impacts. While the Group has not entered into a Global Framework Agreement with workers’ representatives concerning respect for employee human rights, it remains committed to upholding these rights in accordance with applicable national labour legislation and internationally recognised standards. The effectiveness of employee engagement is assessed through the annual Great Place to Work survey by monitoring participation rates, analysing survey results, and tracking the implementation of improvement actions based on employee feedback. At THEON SENSORS SA, response trends are monitored over time to evaluate shifts in employee sentiment and to measure the impact of prior actions aimed at improvement. Although no specific policy commitments are in place for groups at particular risk of vulnerability, the Group seeks to gain insights into the perspectives of these potentially vulnerable or marginalised employees by gathering anonymous feedback through the annual survey. This confidential platform enables all employees to express their views freely and without fear of retaliation, which is especially important for those who might otherwise hesitate to raise concerns. Where applicable, survey results are analysed by demographic criteria to identify potential disparities in employee experience. Committed to equal opportunity and non-discrimination, the Group maintains open communication channels that allow employees to confidentially raise any concerns. Engagement with the workforce on impacts arising from the carbon transition is not applicable, as no material impacts have been identified at this stage. 4.1.3.3 Processes to remediate negative impacts and channels for own workforce to raise concerns [S1-3] The Group maintains processes to remediate negative impacts on people in its workforce. These may involve stopping or preventing recurrence of the issue, correcting harm caused, and engaging with affected individuals to resolve issues effectively. Concerning health and safety, the Health and Safety Policy commits to proactively identifying and eliminating foreseeable hazards that could result in injury or illness, with a strong emphasis on employees promptly reporting incidents, hazards, and near-misses. Additionally, diversity-related concerns, the Diversity, Equity, and Inclusion Policy clearly outlines disciplinary measures for employees found to have engaged in discrimination, harassment, or bullying, reinforcing the Group’s commitment to a respectful and inclusive workplace. However, the Group does not currently have formal processes in place to assess the effectiveness of the remedies provided. Clear and accessible channels exist for employees and other stakeholders to raise concerns regarding discrimination, human rights violations, unethical conduct, breaches of company policies, or other workplace matters. The Group’s Whistleblowing Policy, compliant with EU Directive 2019/1937, applies to all employees regardless of status and extends to third-party advisors, contractors, and all management levels. Reporting is possible anonymously or openly, in writing or verbally, via a dedicated whistleblowing email, confidential written correspondence to the Compliance Officer, or oral reports through designated personnel or communication systems. Individuals are encouraged to provide detailed information, including context, names, dates, locations, and supporting documents. Theon International PLC Sustainability Statement continued

90 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Employees may also raise concerns directly with line managers or HR. The Group’s grievance and complaints handling mechanism offers formal procedures for employees to file complaints, handle appeals, and obtain resources in cases of discrimination, harassment, or other issues. This system is designed to ensure effective access to remedy when rights are violated, or adverse impacts arise from the Group’s operations. The Compliance Officer, as the exclusive recipient of reports, manages investigations, confirms receipts, evaluates report scope and credibility, determines further investigation needs, provides feedback, decides disciplinary actions and cooperates with authorities when necessary. To ensure effective tracking and monitoring of issues raised, detailed records of all reports, investigations and outcomes are kept, ensuring every grievance is followed through to resolution. If needed, the Group conducts reviews to assess the effectiveness of these channels and to prevent the recurrence of similar issues. The Group supports the availability of reporting channels by communicating information about grievance mechanisms and reporting procedures through internal communications, onboarding programmes, and accessible policy documents. Currently, the Group is working towards establishing a more structured and analytical approach to progressively communicate its engagement and reporting mechanisms across the Group, supported by targeted awareness-raising initiatives and management engagement. 4.1.3.4 Taking action on material impacts on own workforce, and approaches to managing material risks and pursuing material opportunities related to own workforce, and effectiveness of those actions [S1-4] The health and safety of the Group’s employees is at the top of its priorities. The Group implements a structured approach to protect employee health which is built on the Health and Safety’s policy three pillars as described in section S1-1 above. Through its investment in employee volunteering and community engagement initiatives, the Group not only boosts workforce morale and retention but also cultivates a purpose-driven work environment. Volunteering is how the Group turns responsibility into action through employee-led initiatives. Although the Group has not established quantifiable metrics for volunteering, it actively supports a variety of initiatives including beach cleaning, social cooking, tree planting and community service activities. By supporting these initiatives, the Group contributes to local communities, fosters a sense of purpose among employees and creates an environment that supports growth, balance, and long-term commitment. The Group invests in continuous learning through its holistic re-skilling and up-skilling programme-an initiative designed to expand not only digital and engineering capabilities, but also cultural awareness, critical thinking, and broader intellectual development. While these efforts are well underway, the Group does not currently have formal processes in place to track or assess their overall effectiveness. The Group has processes in place to identify and respond to negative impacts on its workforce. This includes proactively identifying, assessing, and managing health and safety risks through comprehensive Occupational Risk Assessment, which are regularly conducted and thoroughly documented. This approach enables the Group to determine the necessary responses and implement effective measures to protect health, safety and well-being of its employees. The Group’s processes proactively identify, assess, and manage health and safety risks, enabling timely and effective responses to protect employee well-being. To mitigate material health and safety risks– such as regulatory penalties, higher insurance premiums, and service disruptions– the Group’s Health and Safety policy is supported by regular inspections, targeted training, and prompt incident investigations. Effectiveness is monitored through incident reports and employee feedback in team meetings. Privacy risks including potential financial and reputational damage from data security breach, are managed through the Information Security Policy which demonstrates commitment to protecting the confidentiality, integrity and availability of information while maintaining a secure environment in compliance with industry standards and legislative local requirements for each company of the Group. With regard to material opportunities, as the Group has not identified any material opportunities related to its own workforce in its Double Materiality Assessment, no specific actions are planned or underway. To prevent negative impacts on its workforce, the Group regularly reviews all business procedures to ensure that internal decisions respect employee rights and dignity, supported by clear conduct expectations outlines in Group policies. While no specific budget is allocated for managing material impacts, resources are deployed as needed in line with workplace requirements and legal obligations. The abovementioned actions are ongoing and relate to the identified IROs as described above and derived from the DMA. Theon International PLC Sustainability Statement continued

91 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 4.1.4 Metrics and Targets 4.1.4.1 Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities [S1-5] Even though the Group has not yet set specific and measurable targets for the reduction of negative impacts, the advancement of positive impacts, or the management of material workforce-related risks and opportunities, it is in the process of formalising targets as part of its sustainability strategy. This process is led by management, supported by external advisors, and informed by internal input collected through departmental workshops and information requests. The development process included workshops with heads of departments and the integration of operational data and insights provided through internal information gathering processes, which contributed indirectly to shaping priorities, targets, and KPIs. Social targets have been defined to support the Group’s sustainability framework and currently address socioeconomic value creation, supply chain sustainability, and selected workforce-related outcomes. As this is the Group’s first year of CSRD reporting, sufficient data to define measurable targets with specified levels, baselines, and methodologies for workforce- related IROs is not yet available; these elements will be progressively developed as the Group’s reporting processes mature. Accordingly, no information on performance against targets or improvements areas has been identified at this stage. As materiality considerations are further integrated into target-setting, and as supporting data and internal processes continue to develop, the scope and level of detail of social targets are expected to evolve accordingly. Theon International PLC Sustainability Statement continued Table 18 – 4.1.4.2 Characteristics of the undertaking’s employees [S1-6] Gender Number of employees (head count) 2025 Male 477 Female 290 Other 0 Not reported 0 Total Employees (a) 767 Number of employees (head count) Female Male Other Not Disclosed Total 2025 Permanent employees 270 453 0 0 723 Temporary employees 22 22 0 0 44 Non-guaranteed hours 0 0 0 0 0 Total employees 292 475 0 0 767 Employees by contract type, broken down by region (head count) Europe Asia America Total 2025 Number of employees 740 25 2 767 Number of permanent employees 696 25 2 723 Number of temporary employees 44 0 0 44 Number of non-guaranteed hours employees 0 0 0 0 New employee hires and turnover Total 2025 Number of employees turnover 106 Rate of employee turnover (b) 13.82

92 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 4.1.4.3 Diversity metrics [S1-9] Table 19 – Number of employees in senior management (head count) Total 2025 Number of males at top management level 26 Number of females at top management level 5 Number of other gender at top management level 0 Number of people who have not reported their gender at top management level 0 Total number of employees at top management level 31 Percentage of males at top management level (%) (a) 83.87 Percentage of females at top management level (%) (a) 16.13 Notes a) The percentage at top management level has been calculated as follows: Number of males at top management level Total number of employees at top management level x100 Number of females at top management level Total number of employees at top management level x100 b) The above data refers to the composition of the top management team as structured on 31/12/2025. c) The Group defines top management as one and two levels below the administrative and supervisory bodies. Theon International PLC Sustainability Statement continued Employee headcount where the Group has at least 50 employees representing at least 10% of its total number of employees Total 2025 Country Serbia 200 Germany 70 Greece 447 Notes: a) The total number of employees (headcount) represents the total number of people employed by the Group at the end of the reporting period. This figure may differ from the average number of employees reported on page 169 in the Group’s Financial Statements, as the average number of employees is calculated on an average basis over the reporting period in accordance with applicable accounting standards. b) Rate of employee turnover has been calculated as follows: The aggregated number of employees who left voluntarily or due to dismissal, retirement or death Total head count of employees at year end c) The data has been collected based on the detailed payroll registers as of 31/12/2025 for the fiscal year, in headcount. d) The Group consolidates country-level data to determine the total number of employees, regardless of variations in national definitions, as the data collection process is common across all the Group entities. e) The figures in the tables above have not been externally validated.

93 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Table 20 – Distribution of employees by age group (head count) Total 2025 Number of employees under 30 years old 188 Number of employees between 30 and 50 years old 422 Number of employees over 50 years old 157 Notes a) The above data were calculated based on the headcount at the end of the reporting period. b) The figures in the tables above have not been externally validated. 4.1.4.4 Adequate wages [S1-10] All employees within the Group receive an adequate wage in accordance with the applicable benchmark standards, as demonstrated in the following table. The Group ensures adequate wages by providing at least the minimum required wages and complying with the relevant regulations in each region where it operates. Specifically, the Group provides secure employment and offers an attractive remuneration package that includes an annual base salary, allowances, variable pay, and other benefits. The Group recognises the potential positive impact and is planning to assess remuneration packages to employees, against market level remuneration in the future. Table 21 – Adequate wage compensation Total 2025 All employees of the Group are compensated with an adequate wage, in accordance with the applicable benchmark standards (Y/N) Yes 4.1.4.5 Health and safety metrics [S1-14] Table 22 – Employees in own workforce who are covered by the Group’s health and safety management system Total 2025 Number of employees who are covered by the Group’s health and safety management system 767 Percentage of employees who are covered by the Group’s health and safety management system (%) 100 Table 23 – Recordable work-related injuries Total 2025 Number of fatalities as a result of work-related injuries of the Group’s own workforce 0 Number of fatalities as a result of work-related injuries of other workers working on the Group’s sites 0 Number of fatalities as a result of work-related ill health of the Group’s own workforce 0 Number of fatalities as a result of work-related ill health of other workers working on the Group’s sites 0 Number of recordable work-related injuries of the Group’s own workforce 7 Number of total hours worked (a) 498,528.98 Rate of recordable work-related injuries (b) 14.04 Theon International PLC Sustainability Statement continued

94 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes a) Regarding the total number of hours worked, figures reported for Group companies where exact data is available include overtime hours. Where such data is unavailable, estimates were derived from standard working hours. b) The rate of recordable work-related injuries has been calculated as follows: Number of recordable work-related injuries Number of total hours worked x1.000.000 This rate is based on 1.000.000 hours worked, indicating the number of work-related injuries per 500 full-time people in the workforce over a 1-year timeframe. c) The figures in the tables above have not been externally validated. 4.1.4.6 Incidents, complaints and severe human rights impacts [S1-17] Table 24 – Incidents and complaints Total 2025 1) Total number of incidents of discrimination, including harassment, reported in the reporting period 0 2) Number of complaints filed through channels for people in the Group’s own workforce to raise concerns (including grievance mechanisms) 0 3) Total amount of fines, penalties and compensation for damages as a result of the incidents (1) and complaints (2) (a) 0 4) Number of severe human rights incidents 0 5) Number of incidents related to non-respect of the UN Guiding Principles on Business and Human Rights, ILO Declaration on Fundamental Principles and Rights at Work or OECD Guidelines for Multinational Enterprises 0 6) Total amount of fines, penalties and compensation for damages for the incidents described in (4) and (5) 0 Notes a) Since no fines have been incurred, there is no corresponding financial reconciliation. b) During the reporting period, no work-related incidents of discrimination on the grounds of gender, racial or ethnic origin, nationality, religion or belief, disability, age, sexual orientation, or other relevant forms of discrimination involving internal and/or external stakeholders have taken place. c) The figures in the table above have not been externally validated. Theon International PLC Sustainability Statement continued

95 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 4.2 Consumers and end-users [ESRS-S4] 4.2.1 Strategy 4.2.1.1 Material impacts, risks and opportunities and their interaction with strategy and business model [SBM-3] The Group integrates the interests, views and rights of its consumers and end-users into its strategy and business model by recognising that its products are deployed in defence and security contexts where safety, reliability, confidentiality and respect for human rights are essential. The Group maintains continuous interaction with end-users throughout the product life cycle, including consultation during specification, tailored training, technical support and structured feedback mechanisms, which directly inform product design, quality assurance, and after-sales services. This approach is reinforced by strict compliance with product safety legislation, military standards, export control regimes and data protection requirements, ensuring that the rights of end-users, including the rights to safety, security and privacy, are embedded in operational and strategic decision-making rather than treated as ancillary considerations. The Double Materiality Assessment for Consumers and End Users identifies potential negative impacts and risks associated with product use, safety, and regulatory compliance. Potential negative impacts include risks arising from breaches of export control regulations, which could adversely affect the security and sovereignty of government customers, as well as health and safety risks to users in cases where equipment malfunctions during testing or use. In addition, a material risk is identified whereby product safety incidents or malfunctions could expose the Group to product liability claims, reputational damage, recalls, redesign costs, litigation, or regulatory fines, potentially resulting in adverse financial consequences for the business. The Group’s consumers and end-users mainly comprise national governments, supranational organisations and defence and security forces that procure and operate THEON’s optronic systems, including night vision and thermal imaging devices, through government-led procurement frameworks. These end-users are exposed to material impacts linked to product safety and quality, information security, data privacy and the reliable performance of equipment used in high-risk operational settings. Given the sensitive and often classified nature of these products, deficiencies in performance, safety or cybersecurity may directly affect operator safety, mission execution and the protection of sensitive information, which the Group addresses through certified quality management systems, rigorous testing and established cybersecurity controls. Based on the Group’s double materiality assessment, the material risks and opportunities arising from impacts and dependencies on consumers and end-users do not relate to specific demographic groups, such as particular age categories, but apply broadly across all end-users of THEON’s products. For FY 2025, the Group has chosen to apply the transitional provision for the ESRS topic S4, in accordance with the regulatory act “QuickFix” (EU) 2025/1416. Under this provision, the Group will omit all disclosures related to S4; however, it will still report certain summarised information on this topic, as it has been assessed as material through the Double Materiality Assessment Exercise (ESRS 2, General Disclosures, paragraph 17). 4.2.2 Impact, risk and opportunity management 4.2.2.1 Policies related to consumers and end-users [S4-1] The Group seeks to identify and manage material impacts, risks, and opportunities, with a focus on customer’s privacy and safety. To address these matters, Theon International has established a set of Group and subsidiary-level policies that define internal operations and regulate relationships with employees, subsidiaries, contractors, and third-party service providers. These internal frameworks govern product quality, safety, regulatory compliance, and after-sales processes, and they determine how the Group engages with consumers and end users in practice. As a result, the interests of consumers and end users are addressed through the design and consistent application of the Group’s internal operations, procedures, and control mechanisms. Corporate Information Security Policy The Information Security Policy defines the Group’s commitment to protecting the confidentiality, integrity, and availability of information, with the objective of ensuring secure and compliant operations in line with applicable standards, legislation, and local regulatory requirements. The Policy addresses material risks related to information security breaches and operational disruption and establishes monitoring through designated information security responsible persons in each group company, supported by regular inspections, reviews, and assessments, with department managers accountable for compliance within their areas. Its scope covers the Group, its subsidiaries, employees, contractors, and third parties with access to information assets, and applies across all operational units and geographies where the group operates. Accountability is assigned to designated information security responsible persons and department managers, while the Policy is available through the Group’s intranet and website. Theon International PLC Sustainability Statement continued

96 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Quality Policy The Group’s Policy on Quality sets out the Group’s commitment to providing products and services that meet contractual, statutory, and regulatory requirements, with the general objective of meeting customer needs through consistent quality and adherence to obligations. The policy addresses material impacts and risks related to product performance, customer satisfaction, and compliance, and it relies on continuous review, monitoring, measurement, and evaluation of critical parameters and processes, coordinated by assigned persons in each group company and overseen by department managers within their areas of responsibility. The policy applies to the Company and its subsidiaries across all activities and departments. Accountable for this Policy are department managers and monitoring activities are coordinated by the assigned person of each company of the Group, who ensures that all relevant processes, procedures and controls are consistently applied. The Policy is available on the Group’s intranet and website. Anti-Counterfeit Policy Statement This policy aims to prevent the introduction and impact of counterfeit goods within the company’s operations and across its customer base. THEON SENSORS SA is committed to the exclusive use of genuine components in its products. The policy defines a structured approach for the prevention, identification, and management of counterfeit, fraudulent, or suspect items throughout all operational activities and the supply chain. Its objectives are to protect customers, employees, and business partners, to preserve the reputation of THEON SENSORS SA, and to ensure full compliance with all applicable legal and regulatory obligations. THEON SENSORS SA is committed to providing periodic training and awareness programmes for employees, focusing on counterfeit awareness, detection methodologies, and reporting mechanisms. Accountable for this Policy is the CEO and this Policy is available for all stakeholders interested, through the Group’s intranet. Human Rights Policy The Group’s Human Rights Policy sets out commitments that are relevant to consumers and end users by requiring respect for internationally recognised human rights across its operations and value chain, in line with the UN Guiding Principles on Business and Human Rights, the ILO Declaration on Fundamental Principles and Rights at Work, and the OECD Guidelines for Multinational Enterprises. The policy establishes a zero- tolerance stance toward human rights abuses, applies to subsidiaries and business partners, and is supported by internal monitoring through regular reviews overseen by the Audit and Risk Committee, as well as training and awareness activities that embed these standards in daily practice. In relation to consumers and end users, the general approach focuses on respect for dignity and non-discrimination, engagement through open dialogue and confidential reporting channels that allow concerns to be raised without retaliation, and remediation mechanisms that commit the company to take corrective action and engage with affected stakeholders where adverse human rights impacts are identified. 4.2.2.2 Taking action on material impacts on consumers and end-users, and approaches to managing material risks and pursuing material opportunities related to consumers and end-users, and effectiveness of those actions [S4-4] The Company fully recognises the criticality of its equipment and the potential risks or impacts associated with its use. To mitigate these risks, the Company has established and maintains a robust Quality Management System focused on customer safety and satisfaction, supported by a zero defect philosophy. This system ensures that all equipment is designed, manufactured, and thoroughly tested in accordance with defined requirements and applicable standards before delivery to the customer. Comprehensive inspection, verification, and validation activities are systematically performed to confirm correct and safe functionality, thereby significantly reducing the likelihood of malfunctions and ensuring that products are fit for their intended use. Where the Group identifies that it has caused or contributed to a material negative impact on consumers or end users, it applies formal processes for remedy through its corrective actions and warranty management procedures. However, during 2025 there have not been identified such cases. These processes include the investigation of root causes, the definition and implementation of proportionate corrective measures, and the verification of their effectiveness by the Quality Management function. Consumers and end users may raise concerns directly through established channels such as warranty claims, return requests, and formal complaints, which are managed internally and recorded in dedicated systems and registers. Theon also requires its business relationships, including suppliers and subcontractors, to support the availability of channels for raising issues related to product quality or compliance. All reported issues are tracked, monitored, and analysed to ensure timely resolution and continuous improvement. Awareness and trust in these mechanisms are assessed through the consistent use of the channels by consumers and end users, the completeness of feedback received, and the successful resolution of cases without escalation, indicating that the processes are understood and considered reliable by their intended users. Theon International PLC Sustainability Statement continued

97 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 4.2.3 Metrics and Targets 4.2.3.1 Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities [S4-5] Currently, Theon International has no metrics or targets in place related to the material impacts, risks and opportunities for Consumers and end-users, as no specific strategic priorities in this area were established for 2025. The Group expects to define and formalise appropriate metrics and targets in future reporting periods, once relevant strategic priorities are set and integrated into its sustainability strategy and governance processes. Theon International PLC Sustainability Statement continued

98 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 5 GOVERNANCE [ESRS G1] 5.1 Business Conduct 5.1.1 Governance 5.1.1.1 The role of the administrative, supervisory and management bodies [GOV-1] The Group’s internal structure reflects the dynamic corporate governance practices adopted which allow a constant flow of information in real time, optimising responsiveness whilst minimising or eliminating potential risks to sensitive information and incidents of corruption. The administrative, management and supervisory bodies of the Group collectively demonstrate strong expertise relevant to business conduct, drawn from backgrounds in regulatory compliance, internal auditing, legal practice, public administration, defence oversight and senior managerial roles within highly regulated industries. Several members of the supervisory body have held positions in governmental and international organisations that require adherence to formal governance, accountability and compliance frameworks. Others possess advanced academic qualifications in internal auditing, management, and regulatory compliance, supported by professional experience in audit, financial oversight and risk management within global professional services firms. Additional members bring extensive legal and governance expertise acquired through longstanding practice in corporate and commercial law. The management body includes individuals with auditing accreditations, financial oversight experience, and senior leadership roles across the defence, aerospace and security sectors, providing operational understanding of compliance requirements in regulated environments. Taken together, these backgrounds ensure that the Group’s administrative, management and supervisory bodies have the capabilities required to oversee matters related to ethical conduct, integrity, accountability, internal control and responsible business practices. For FY2025, Theon International had one-tier board structure consisting of three (3) Executive Directors (“Executive Directors”) and four (4) Non-Executive Directors (“Non-Executive Directors”). The members of the Board of Directors combine unparalleled industry knowledge with extensive experience, providing stable and decisive leadership that nurtures growth and innovation in the Group. For details on the expertise of the administrative, management and supervisory bodies on business conduct matters, please refer to the Corporate Governance Statement. The Board of Directors (“Board”) supported by the Audit and Risk Committee, oversees business conduct matters, including the Code of Ethics, whistleblowing arrangements, corruption and bribery risks, and compliance incidents. Business conduct topics are reviewed periodically escalated where necessary. The Directors are responsible for the Group’s general affairs and are in charge of the oversight of the day-to-day management, formulating the strategy and policies and setting the Group’s objectives. The Directors focus on the long-term value creation for the Group, thereby considering the interests of all subsidiaries and how Group-wide strategies and policies contribute to the interest of each subsidiary and the interest of the Group as a whole, over the long-term. The Executive Directors are responsible for the Company’s day-to-day management. The Non-Executive Directors supervise the Executive Directors’ policy and performance of duties as well as the Company’s general affairs and business and advise the Executive Directors. The Audit and Risk committee (ARC) is responsible for the review and assessment of the Group’s internal audit policies, as well as the oversight of the ESG Steering Committee, where the ESG Steering Committee’s responsibility concerns accurate ESG assessment and strategy and thus the disclosure of sustainability-related information to the BoD and consequently to the public stakeholders. For further information regarding the procedure of the identification of impacts, risks and opportunities, please refer to the respective chapters of the ESRS 2 section. 5.1.2 Impact, risk and opportunity management 5.1.2.1 Description of the processes to identify and assess material impacts, risks and opportunities [IRO-1] The Group embeds responsible business conduct into its operational framework by acknowledging that its activities relate to the design and production of electrooptical systems used in defence and security environments, where integrity, accountability and compliance requirements are fundamental. Theon International maintains structured interaction with stakeholders throughout its operational processes, supported by internal policies that guide decision making, oversee risk management practices and reinforce adherence to legal and regulatory obligations. This approach includes mechanisms for the protection of whistleblowers, along with procedures that address risks associated with misconduct, corruption, and bribery. These mechanisms contribute to the effective identification and management of issues that may affect the Group or external stakeholders, and they support continuous improvement through communication channels that connect Senior Management with the broader workforce. The Group’s governance structure integrates these matters into operational planning and oversight, ensuring that responsibilities related to ethical conduct are incorporated into strategic and operational processes. Theon International PLC Sustainability Statement continued

99 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report The Double Materiality Assessment for Business Conduct identifies potential negative impacts, risks, and opportunities arising from THEON’s own operations and value chain. Potential negative impacts relate to compensation and incentive structures that may prioritise sales outcomes and encourage business practices that are not in the best interest of clients, as well as the complexity and geographical dispersion of the Group’s global supply chain, which may limit company’s ability to effectively oversee the consistent governance, social and environmental standards across all suppliers and manufacturing partners and could cause misalliance with the Group’s corporate culture. Identified risks include financial and operational exposure linked to export license constraints, compliance failures in relation to ethical conduct and whistleblowing arrangements, and non-compliance with complex regulatory and disclosure requirements, which may result in reputational damage, legal proceedings, reduced revenues, and financial losses. In parallel, an opportunity is identified through consistent and fair supplier payment practices, which support trust, collaboration, and the resilience of the supply chain, while contributing to the Group’s standing as a responsible business counterpart. 5.1.2.2 Business conduct policies and corporate culture [G1-1] Code of Ethics and Business Conduct The Group’s Code of Ethics and Business Conduct sets out the principles that govern responsible and lawful behaviour across all operations. Its objectives are to ensure integrity, compliance with all applicable laws, avoidance of conflicts of interest, prevention of bribery and corruption, protection of confidential information, responsible use of assets, accuracy in recordkeeping, and fair business dealings. The Code addresses material impacts and risks related to legal noncompliance, ethical misconduct, corruption, anticompetitive behaviour, data privacy breaches, misuse of confidential information, and improper interactions with suppliers, customers, authorities, and third parties. It also responds to operational risks connected to health and safety, product quality, and business conduct in jurisdictions where the Group operates. The monitoring process is conducted through formal oversight mechanisms embedded in the Group’s governance structure. The Compliance Committee oversees the application of the Code and ensures that employees, officers, third parties, and agents follow the standards contained in it. The Audit Committee monitors the Code’s consistency with legal requirements and internal governance expectations. Reporting channels for concerns, including dedicated email communication with the Compliance Committee, support early detection and handling of breaches. Disciplinary measures apply in cases of noncompliance, and reporting in good faith is protected by a strict nonretaliation framework. The Code applies to all employees, members of the Board of Directors, officers, associates, contractors, agents, and any third party representing or cooperating with the Group. It applies to all business activities across all geographies where the Group operates, covering upstream and downstream value chain relationships, including suppliers, customers, government authorities, and external partners. The Code governs behaviour related to procurement, sales, record management, use of assets, confidentiality obligations, competition, and interactions with stakeholders. There are no exclusions indicated in the Code. Any amendment is made only by the Board of Directors and communicated immediately to affected parties. Accountability for the implementation of the Code rests with the highest governance bodies of the Group. The Compliance Committee is responsible for enforcement and oversight of adherence by all parties covered by the Code. The Audit Committee ensures that the Code is aligned with external regulatory expectations and internal governance rules. Senior Management is expected to set the example and uphold the principles of the Code, ensuring that its requirements are integrated into daily operations across the Group and is available through the Company’s website and intranet. Training on Code of Conduct The Company has defined a structured Learning and Development framework that describes how training on business conduct will be delivered across the organisation. The framework is designed to apply to all employees and management levels and is overseen by the Head of Human Resources, who is responsible for ensuring consistency with legal requirements, international standards and the Group’s strategic objectives. According to the approved plan, this framework is scheduled to be implemented in 2026 and it was not in operation during 2025. Business conduct training is planned to be embedded within the broader Learning and Development structure and addressed to all staff categories, including entry level, mid-level and senior professionals. Delivery methods will include onboarding sessions, workshops, webinars, masterclasses and on the job learning initiatives, selected based on the subject matter and the required level of depth. Business conduct topics are intended to form part of the “Internal Business Policies and Procedures” learning pillar, which covers policy awareness, compliance expectations and familiarisation with internal rules. Theon International PLC Sustainability Statement continued

100 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Once implemented, training frequency will follow the annual training planning cycle and will be supported by targeted refreshers in the event of policy updates. Training content will focus on internal rules, expected behaviour, communication standards, teamwork, problem solving and core competencies that support ethical decision making. Through this structure, employees are expected to develop a consistent understanding of the Company’s business conduct expectations and the internal rules governing their responsibilities. Remuneration Policy The Group’s Remuneration Policy establishes the framework for determining the compensation of Executive and Non-Executive Directors. Its general objective is to ensure that remuneration supports the long-term business strategy, encourages stable value creation, and maintains responsible decision-making across the Board. The Policy defines fixed and variable elements for Executive Directors, sets clear principles for Non-Executive Directors, and integrates safeguards such as clawback and malus provisions. It addresses material risks linked to inappropriate incentives, excessive risk taking, misalignment of interests between directors and stakeholders, and governance vulnerabilities related to performance-based pay. Monitoring is carried out by the Nominations and Remuneration Committee, which reviews performance measures, recommends amendments, evaluates compliance with the Dutch Corporate Governance Code, and ensures that remuneration outcomes align with long-term value creation. The General Meeting approves the Policy and any revisions, and the annual remuneration report provides transparency on implementation, performance metrics, and decision making. The Policy applies to all Executive Directors and Non-Executive Directors of the Group’s Board. It covers all remuneration components (fixed, variable, benefits, LTI, STI), across all jurisdictions where the Group operates. It also governs interactions with shareholders through the General Meeting approval process and ongoing engagement. The Policy excludes variable remuneration for Non-Executive Directors to avoid conflicts of interest. It also specifies that deviations may occur only in exceptional circumstances that relate to long term interests or sustainability considerations and only following Board approval based on a Committee recommendation. Any preexisting contractual obligations to Board members before the policy’s entry into force are honoured and disclosed. The highest governance bodies responsible for the implementation of the Remuneration Policy are the Board and the Nominations and Remuneration Committee. The Committee designs and reviews the Policy, evaluates performance criteria, recommends amendments, and oversees its application. The Board submits the Policy to the General Meeting for approval and ensures transparent communication, including publication of the policy and the annual remuneration report on the Group’s website. Conflict of Interest Policy The Group’s Conflict of Interest Policy sets the framework for identifying, preventing, and managing situations where personal interests may interfere with professional duties. Its objectives are to define what constitutes a conflict of interest, set out procedures for prevention and detection, and ensure that Covered Persons act in the Group’s best interests. The Policy addresses risks such as impaired decision making, reduced objectivity, potential harm to investors, customers, suppliers, partners, and internal stakeholders, and vulnerabilities related to undisclosed competing financial or personal interests. The Policy establishes structured processes for declaration, detection, investigation, and mitigation and is available through the Company’s website and intranet. Covered Persons must notify the Compliance Department of any actual or potential conflict and submit a formal Declaration. The Compliance Department, in collaboration with the Legal Department, evaluates each case, determines severity, and prescribes measures for resolution. Mitigation may include refraining from specific activities or rejecting cooperation where conflicts cannot be eliminated. Continuous monitoring is ensured through formal recordkeeping, quarterly updates, annual reporting to the CEO, and notification to the Internal Audit Unit and the Audit Committee. The Policy applies to all Covered Persons, including members of the Board of Directors, members of executive committees, managers, employees, shareholders holding 5 percent or more of voting rights, and any person or external partner providing services to the Group. It also extends to Related Parties and individuals linked by family ties, where their relationships or activities may create or influence conflicts of interest. The Policy applies to all subsidiaries of the Group, subject to local legal requirements, and covers all operational and decision making activities across geographies and value chain relationships. There are no explicit exclusions stated in the Policy. Exceptional cases where a senior individual may hold a conflict of interest are narrowly defined and permitted only when the interest is significantly restricted or properly managed under the Policy’s procedures. Responsibility for implementing the Policy lies with several senior governance functions. The Compliance Department oversees declaration, assessment, recordkeeping, and communication of conflict-of-interest cases. Theon International PLC Sustainability Statement continued

101 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report The Legal Department collaborates in evaluation and in determining mitigation measures. The Audit Committee periodically reviews and updates the Policy and ensures its alignment with regulatory and organisational developments. The CEO receives annual reports summarising all conflict-of-interest cases and corresponding mitigation actions. Procurement Policy The Group’s Procurement Policy sets the principles governing responsible sourcing and supplier engagement across all operations. Its objectives include securing high-quality goods and services, ensuring reliable and compliant supply chains, promoting ethical business conduct and fair competition, and strengthening long term collaboration with suppliers. The Policy addresses risks related to supply chain disruption, quality deficiencies, unethical practices, human rights violations, corruption, environmental impacts, and gaps in supplier due diligence. It also supports opportunities for improved supply chain resilience, responsible sourcing, and alignment with sustainability objectives. Monitoring mechanisms include supplier evaluation processes, periodic assessments of technical capability, ESG related risk factors, financial stability, operational reliability, delivery performance, and compliance with regulations. Continuous improvement is embedded in the Policy through ongoing supplier performance monitoring, corrective measures when noncompliance is identified, and structured governance oversight. The Policy applies to all procurement activities within the Group and covers interactions with suppliers, subcontractors, business partners, and other stakeholders across the upstream value chain. It applies to all goods and services procured, including critical components, outsourced services, and long-term supply arrangements. The scope includes expectations regarding human rights, labour standards, environmental considerations, anticorruption compliance, and alignment with operational and technical requirements. The Policy is available through the Company’s website and intranet. The document does not identify explicit exclusions. All procurement-related functions, supplier relationships, and sourcing decisions fall within the scope of this Policy. When suppliers fail to comply, the Policy provides for corrective actions, suspension or termination of contracts, and removal from approved supplier lists. Responsibility for implementing the Procurement Policy is shared across several governance levels. The procurement team manages supplier engagement, needs assessment, offer evaluation and negotiations. Department leaders approve purchase orders and ensure compliance with internal requirements. The accounting function manages payments according to financial controls. The Board of Directors approves the Policy and oversees its periodic review to ensure continued relevance, alignment with regulatory requirements, and organisational effectiveness. Modern Slavery Statement The Group’s Modern Slavery Statement outlines the actions taken to prevent modern slavery, forced labour, child labour, and human trafficking across its operations and supply chain. Its objective is to ensure that all activities are conducted ethically, with zero tolerance for practices that violate human rights. The Statement addresses material risks related to labour exploitation, lack of transparency in supply chains, and exposure to regions where human rights breaches may occur. The Group recognises opportunities to contribute positively to global efforts to eradicate forced labour by leveraging its supplier relationships and promoting responsible sourcing practices. Monitoring is carried out through supplier assessments, ongoing compliance checks, annual updates of the approved suppliers list, training programmes for employees, internal oversight mechanisms, and the implementation of the Whistleblowing Policy approved by the Board. The Group engages external advisors when needed to ensure adherence to relevant regulatory frameworks and to maintain strong governance standards across its international supply chain. The Statement applies to all Group operations and its supply chain, covering procurement activities in Europe, the United States, and Asia, where more than 90 percent of suppliers are located. It encompasses all subsidiaries and their respective legal jurisdictions and covers suppliers of components, outsourced services, and partners included in the Group’s annually updated Approved Suppliers-Partners register. The Statement extends to contractor oversight, and the Group’s internal systems for monitoring ethical and legal compliance. The Statement is available through the Company’s website and intranet. There are no explicit exclusions stated. The Statement covers all activities where modern slavery risks may arise, including sourcing, manufacturing, logistics, and supplier engagement. The Board of Directors is the most senior body accountable for the Modern Slavery Statement. The Board formally approves the Statement and oversees the systems ensuring compliance with human rights and applicable legislation. Operational responsibility is exercised through compliance functions, procurement oversight, and ongoing supplier evaluations across the Group. Whistleblowing arrangements are in place to support internal reporting and allow concerns to be escalated through protected channels. Theon International PLC Sustainability Statement continued

102 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Market Abuse Policy The Group’s Market Abuse Regulation Policy sets out the obligations that apply to persons discharging managerial responsibilities and individuals closely associated with them. Its objective is to ensure compliance with the EU Market Abuse Regulation (EU 596/2014) and related delegated and implementing regulations by establishing clear rules for transaction disclosures, prohibitions during closed periods, notification requirements, and the handling of inside information. The Policy addresses material risks such as market manipulation, misuse of privileged information, delays in disclosure, gaps in reporting procedures, and failures in regulatory communication. These risks could affect market integrity, investor trust, and the Group’s regulatory standing. Monitoring is carried out through defined procedures for notifying transactions, documenting disclosures, maintaining updated lists of obligated persons, and ensuring that all notifications are transmitted to the competent authority (CySEC) using approved electronic means. The investor relations department and compliance department oversee correct implementation, coordinate with the legal department, and ensure timely and complete public disclosure within the required three-day timeframe. The Policy includes structured reporting channels, template notifications, and annual reviews to ensure continuous compliance with the regulatory framework. The Policy applies to all individuals meeting the definition of persons discharging managerial responsibilities within the Group, and to persons closely associated with them. The Policy is available through the Company’s website and intranet. This includes Board members, senior executives with access to inside information, and individuals or legal persons linked through family, household, or managerial control. It applies across all jurisdictions where the Group operates and covers all transactions involving shares, debt instruments, derivatives, or linked financial instruments. The scope includes obligations for reporting transactions, restrictions on trading during closed periods, notification of associated persons, and compliance with all requirements of the Market Abuse Regulation and its delegated regulations. The Policy contains no explicit exclusions. All activities that fall within the scope of MAR are covered by the rules, including exceptional case procedures for trading during closed periods. The investor relations department is responsible for overseeing application of the Policy with support from the legal department and under the supervision of the Chief Executive Officer and the Board of Directors. The Board approves the Policy and any amendments, while the compliance department ensures alignment with regulatory requirements and maintains all necessary records. The departments involved coordinate to ensure proper evaluation, timely notifications, public disclosures and ongoing compliance monitoring. Whistleblowing Policy The Group’s Whistleblowing framework reinforces its commitment to ethical conduct and transparent internal communication. It enables employees and associated third parties to report concerns confidentially or anonymously, ensuring that potential breaches of Union law or internal rules are detected early and addressed objectively. The framework protects reporting persons from retaliation, preserves confidentiality, and ensures that all cases are handled with fairness and professionalism. These mechanisms support a culture of accountability and strengthen trust across the Group’s workforce, operations, and stakeholder relationships. The Whistleblowing system is an essential part of the Group’s governance architecture because it facilitates early identification of risks, reinforces regulatory compliance, and supports responsible business conduct in all jurisdictions in which the Group operates. It also contributes to maintaining the Group’s reputation and ensuring that employees can raise concerns without fear, which is fundamental to a safe and supportive working environment. For a detailed presentation of reporting channels, investigative procedures, confidentiality rules, anti retaliation protections, and training obligations, this topic is fully developed under ESRS S1 – Own Workforce. For further information on the policies approved in 2026, please refer to Chapter ESRS 2, “1.1.2. Disclosures in relation to specific circumstances [BP-2]”. Mechanisms for identifying, reporting and investigating concerns The undertaking has established a structured framework for identifying, reporting and investigating concerns relating to unlawful behaviour or breaches of internal rules, which is available through the Company’s website and intranet. The Company operates formal internal reporting channels that allow named or anonymous concerns to be submitted in writing, orally, or via email, handled exclusively by the Compliance Officer. Reports may also be directed to the Chairman of the Audit Committee when they concern the Compliance Officer. Reports can be filed by employees and other persons covered by the policy, and the Whistleblowing Policy extends application to third party advisors and contractors, which means it accommodates reporting by external stakeholders. All reports are assessed for credibility, recorded, and investigated objectively through a defined investigation process. Theon International PLC Sustainability Statement continued

103 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report The Whistleblowing Policy establishes internal reporting channels, provides confidentiality guarantees, regulates data protection (GDPR compliance), and includes a structured investigation and feedback process. It also describes: • a prohibition of retaliation, • detailed measures to protect employees who report in good faith, • protections even when anonymous whistleblowers are later identified. The investigation mechanisms described in the Whistleblowing Policy extend to all reported breaches falling within its scope and include structured steps for assessment, investigation, cooperation with authorities, disciplinary measures, and documentation. Additionally, the Code of Ethics & Business Conduct requires all violations of the Code to be handled fairly, thoroughly and consistently, including cases of corruption or bribery. This demonstrates that the Company has established procedures for prompt, independent and objective investigation of business conduct incidents, not limited to whistleblowing reports. Anti-bribery and anti-corruption framework Although the Company maintains internal rules addressing anti bribery and anti corruption matters within its Code of Ethics & Business Conduct, it does not currently have a standalone anti bribery and anti corruption policy consistent with the United Nations Convention against Corruption. The Group intends to further assess this area in future reporting periods. The Code of Ethics & Business Conduct includes an extensive antibribery and anticorruption framework that explicitly references the United Nations Convention against Corruption (UNCAC) and other international standards. It confirms that the Company prohibits bribery, facilitation payments, improper benefits, and any action that may create the perception of seeking undue advantage. At present, related training activities and compliance communications are delivered on a selective basis. In particular, such communications are primarily directed to Persons Discharging Managerial Responsibilities and their closely associated persons, which are considered as functions- at-risk for Theon, as defined in the Group’s Market Abuse Regulation Policy, reflecting the heightened regulatory obligations and risk exposure associated with these roles. Procedures to investigate business conduct incidents The Company has established clear internal procedures for the investigation of business conduct incidents, including cases related to corruption and bribery. Reports concerning potential misconduct are submitted through designated whistleblower reporting channels and are received exclusively by the Compliance Officer, who is responsible for conducting the initial assessment and determining whether further investigation is required. If the report concerns the Compliance Officer, it is directly escalated to the Chairman of the Audit Committee, ensuring independence and avoidance of conflicts of interest. The investigation process follows structured steps, including receipt and registration of the report, assessment of its credibility, evaluation of whether it falls within scope, and determination of whether internal or external expertise is required to complete the investigation. These steps guarantee an objective and prompt approach, supported by defined timelines for acknowledging receipt and providing feedback to reporting persons. Incidents involving potential corruption or bribery are assessed under the Company’s business conduct framework, which includes explicit prohibitions against bribery, facilitation payments, kickbacks and any form of improper advantage, as set out in the Code of Ethics & Business Conduct. This framework reinforces the requirement for strict compliance with international anti corruption standards, including the United Nations Convention against Corruption. Where such incidents arise, they are investigated through the same structured process to ensure impartial decision making and appropriate follow up actions by the competent bodies. Through this approach, the Company maintains procedures that allow for the prompt, independent and objective investigation of business conduct incidents and ensures that misconduct involving corruption or bribery is handled in a consistent and disciplined manner. 5.1.2.3 Management of relationships with suppliers [G1-2] The Group’s approach to supplier relationships considers a range of supply-chain-related risks, including operational vulnerabilities, continuity risks, market responsiveness and compliance-related considerations. The Procurement Policy establishes general principles and processes for supplier selection, contracting and ongoing cooperation, with the objective of ensuring business continuity and stable access to critical components. Supplier performance is primarily assessed through criteria such as quality, technical capability, operational reliability, financial standing and regulatory compliance. Theon International PLC Sustainability Statement continued

104 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Fair and responsible conduct with suppliers is a core element of the procurement process. The Group commits to integrity, transparency and objectivity in all procurement decisions, ensuring fair competition, avoidance of conflicts of interest and adherence to applicable laws and internal policies. The policy promotes open communication and long term collaboration with suppliers. The Procurement Policy requires all suppliers to respect internationally recognised human rights and labour standards, including maintaining safe and healthy working conditions, prohibiting child and forced labour and upholding equal treatment and non discrimination. The integration of environmental, social and governance (ESG) criteria into supplier assessment, monitoring and due-diligence processes is currently limited and not yet consistently applied across the value chain. At this stage, the Group has initiated actions, including supplier self-assessment exercises and a preliminary ESG risk assessment at country level. These activities provide initial input for understanding potential sustainability-related risks within the supply chain and will support the future development of a structured, risk-based approach to supplier ESG assessment. Further advancement of these processes has begun during the first quarter of 2026. In managing supplier payments, the Procurement Policy specifies that the Accounting function processes and manages all payments in accordance with the Company’s financial controls. While the policy does not include a dedicated procedure specifically designed to prevent late payments to SMEs, the established financial controls support timely and consistent payments as part of responsible supplier management. Failure by suppliers to comply with the Procurement Policy may lead to corrective actions, suspension or termination of contracts, removal from approved supplier lists or pursuit of legal and contractual remedies. Clear roles and responsibilities within the procurement process ensure structured, transparent and compliant supplier management throughout the Group. 5.1.2.4 Prevention and detection of corruption and bribery [G1-3] The Group maintains a defined set of procedures to prevent, detect and address corruption and bribery, supported by the Code of Ethics & Business Conduct, the Whistleblowing Policy and the Procurement Policy. Preventive measures are embedded in the Code of Ethics, which expressly prohibits any form of bribery, kickbacks, facilitation payments or improper benefits, and requires all employees, officers and third parties acting on behalf of the Company to conduct business with integrity, transparency and strict compliance with applicable anticorruption laws, including the United Nations Convention against Corruption. The Procurement Policy further reinforces preventive safeguards by requiring suppliers to comply with anti bribery and anti corruption rules and conduct business ethically across the supply chain. Detection mechanisms are set out in the Whistleblowing Policy, which provides internal reporting channels that enable employees and external parties to report concerns confidentially or anonymously. Reports may be submitted in writing, electronically or orally, and all submissions are recorded and assessed by the designated Compliance Officer. These reporting channels encourage disclosure of suspected misconduct and support early identification of potential corruption or bribery cases. Allegations are addressed through a structured investigation process. Upon receipt of a report, the Compliance Officer conducts an initial assessment, evaluates credibility, determines whether the case falls within scope and decides whether further investigation is required. Where necessary, internal or external expertise may be engaged. The Company is required to provide timely updates to whistleblowers and, when relevant, to cooperate with competent authorities such as law enforcement and anticorruption agencies. Disciplinary measures may be imposed in cases where violations are confirmed. The combined frameworks ensure that incidents involving corruption or bribery are handled promptly, transparently and in accordance with regulatory expectations. Independence in investigations is ensured through the Whistleblowing Policy. Reports are received and handled exclusively by the Compliance Officer, who is structurally separate from operational management and responsible for the objective assessment of reported concerns. If the report concerns the conduct of the Compliance Officer, the matter is automatically escalated to the Chairman of the Audit Committee, ensuring that investigations are conducted by a governance body fully independent from the management chain implicated in the case. The policy also allows for the involvement of external experts or authorities when needed, providing an additional layer of independence and ensuring that investigations into corruption or bribery are conducted impartially and free from conflicts of interest. The Company does not currently have a formalised procedure for reporting the outcomes of investigations related to corruption, bribery or other business conduct matters to its administrative, management or Theon International PLC Sustainability Statement continued

105 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report supervisory bodies. Where reports concern the conduct of the Compliance Officer, cases are escalated to the Chairman of the Audit Committee as provided in the Whistleblowing Policy; however, this does not constitute a systematic reporting process for investigation outcomes. The Company intends to review its governance framework and may consider adopting a formal reporting mechanism as part of future policy updates. The Company communicates its business conduct–related policies through formal communication channels and structured awareness initiatives. Policies are made available to employees and relevant stakeholders, ensuring accessibility and clarity of expectations. The Whistleblowing Policy provides for ongoing training on reporting procedures, confidentiality protections and ethical obligations, ensuring that employees understand both the purpose and the implications of the policy. The Code of Ethics & Business Conduct is supported by oversight from the Compliance Committee, and employees are encouraged to seek clarification through internal guidance channels, ensuring that the policy is well understood across the organisation. The Procurement Policy confirms that it is communicated to employees and made available to stakeholders, ensuring that those involved in procurement activities are aware of the standards and responsibilities they establish. Through these mechanisms (training, direct communication, policy availability and ongoing guidance) the Company ensures that employees and other relevant parties have access to the policies and understand their application in practice. Anti-corruption and anti-bribery training programmes With regard to anti-corruption and anti- bribery training, related compliance communications are currently delivered on a targeted basis. At this stage, these communications are primarily addressed to Persons Discharging Managerial Responsibilities and their closely associated persons, which are considered as functions- at-risk for Theon, as defined under the Group’s Market Abuse Regulation Policy. This approach reflects the higher regulatory exposure and specific obligations applicable to these roles. No additional training programmes on this topic were conducted during the reporting period. The Group intends to further assess this area in future reporting periods. The organisation defines clear compliance requirements for persons discharging managerial responsibilities (PDMRs) and their closely associated persons. A person discharging managerial responsibilities is an individual within the Group who is a member of the Board of Directors or another administrative, management, or supervisory body, or a senior executive who, without holding such a position, has regular access to inside information and the authority to make managerial decisions that affect the Company’s or the Group’s future direction and business prospects. The applicable policy specifies obligations related to transaction disclosures, closed-period trading restrictions, notification procedures to the Company and the competent authority, and measures to ensure transparency, integrity, and the prevention of market abuse or misuse of inside information. These requirements are communicated through focused guidance and compliance communications tailored to the relevant individuals. Although the current framework applies to a defined group, the organisation recognises the value of broader ethics and compliance awareness. As part of its forward planning, it intends to extend relevant ethics, anti- corruption, and compliance training to a wider employee population. 5.1.3 Metrics and Targets 5.1.3.1 Incidents of Corruption and Bribery [G1-4] In 2025, the Group continued to apply its established internal control environment and the compliance safeguards stemming from its Code of Ethics and Business Conduct. During 2025, no incidents of corruption or bribery were confirmed. The Group did not identify any case involving a breach of anti corruption procedures or standards, nor any event that would require corrective measures, disciplinary action, or dismissal of employees. Likewise, no cooperation with suppliers or other business partners was terminated or not renewed due to corruption related concerns. Furthermore, no legal actions, judicial proceedings, fines or convictions related to violations of anti corruption or anti bribery laws arose during the reporting period. These results reflect the functioning of the Group’s preventive and monitoring mechanisms, including reporting channels, internal reviews and the continuous reinforcement of business conduct expectations. These metrics are not validated by any external body other than the assurance provider. Although no incidents occurred, the Group maintains the position that adherence to anticorruption requirements is a core element of responsible corporate conduct and continues to update procedures, training and internal reviews whenever operational needs or regulatory developments require it. Theon International PLC Sustainability Statement continued

Declaration Statement Management Report Corporate Governance Report Financial Report 106 Theon International Annual Report 2025 Table 25 – Confirmed incidents of corruption or bribery Metric 2025 Confirmed incidents of corruption or bribery 0 Cases where employees were dismissed or disciplined due to corruption or bribery 0 Confirmed incidents that led to termination or non-renewal of contracts with business partners 0 Public legal cases involving corruption or bribery against the Group or its employees 0 Amount of fines or monetary penalties for violations of anti corruption or anti-bribery laws 0 5.1.3.2 Payment practices [G1-6] The Group manages supplier payments through internal financial controls covering invoice verification, approvals, reconciliations, payment execution, and review of overdue balances through aging analysis. These controls support timely payment practices and oversight at entity level. Where specific legal or regulatory requirements related to payment practices apply, the relevant entities operate in accordance with those requirements. Supplier payment terms, which mainly refers to agreed credit period, are contractually agreed on an individual supplier basis and are not standardised by main category of suppliers. Deviations from agreed terms are limited and actively managed through established controls. The Group places emphasis on qualitative oversight of payment practices, reflecting the nature of its supplier relationships and operational needs, while maintaining appropriate internal controls. As a result, the Group does not define standard payment terms expressed in days by supplier category and does not calculate the percentage of payments aligned with such terms. The Group does not currently calculate the average time taken to pay supplier invoices, in days, from the date on which the contractual or statutory payment term starts to be calculated, as this information is not consolidated at group level. As of the reporting date, there are no legal proceedings outstanding against the Group in relation to late payments to suppliers. The metrics are not validated by any external body other than the assurance provider. Theon International PLC Sustainability Statement continued

107 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 6 APPENDICES 6.1 Overview of General Disclosure Requirements (Table 26) ESRS topics Disclosure Requirement Description Page ESRS 2 BP-1 General basis for preparation of sustainability statements 47 ESRS 2 BP-2 Disclosures in relation to specific circumstances 47 ESRS 2 GOV-1 The role of the administrative, management and supervisory bodies 49 ESRS 2 GOV-2 Information provided to and sustainability matters addressed by the undertaking’s administrative, management and supervisory bodies 50 ESRS 2 GOV-3 Integration of sustainability-related performance in incentive schemes 51, 66 ESRS 2 GOV-4 Statement on due diligence 51 ESRS 2 GOV-5 Risk management and internal controls over sustainability reporting 52 ESRS 2 SBM-1 Strategy, business model and value chain 52 ESRS 2 SBM-2 Interests and views of stakeholders 55 ESRS 2 SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model 57 ESRS 2 IRO-1 Description of the process to identify and assess material impacts, risks and opportunities 63 ESRS 2 IRO-2 Disclosure requirements in ESRS covered by the undertaking’s sustainability statement 65 ESRS E1 E1-1 Transition plan for climate change mitigation 66 ESRS E1 ESRS 2 IRO-1 Description of the processes to identify and assess material climate-related impacts, risks and opportunities 67 ESRS E1 ESRS 2 SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model 67 ESRS E1 E1-2 Policies related to climate change mitigation and adaptation 67 ESRS E1 E1-3 Actions and resources in relation to climate change policies 68 ESRS E1 E1-4 Targets related to climate change mitigation and adaptation 68 ESRS topics Disclosure Requirement Description Page ESRS E1 E1-5 Energy consumption and mix 70 ESRS E1 E1-6 Gross Scopes 1, 2, 3 and Total GHG emissions 71 ESRS E3 ESRS 2 IRO-1 Description of the processes to identify and assess material climate-related impacts, risks and opportunities 73 ESRS E3 E3-1 Policies related to water and marine resources 73 ESRS E3 E3-2 Actions and resources related to water and marine resources 74 ESRS E3 E3-3 Targets related to water and marine resources 74 ESRS E3 E3-4 Water consumption 75 ESRS E5 ESRS 2 IRO-1 Description of the processes to identify and assess material climate-related impacts, risks and opportunities 76 ESRS E5 E5-1 Policies related to resource use and circular economy 76 ESRS E5 E5-2 Actions and resources related to resource use and circular economy 76 ESRS E5 E5-3 Targets related to resource use and circular economy 77 ESRS E5 E5-5 Resource outflows 78 ESRS S1 ESRS 2 SBM-2 Interests and views of stakeholders 87 ESRS S1 ESRS 2 SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model 87 ESRS S1 S1-1 Policies related to own workforce 88 ESRS S1 S1-2 Processes for engaging with own workforce and workers’ representatives about impacts 89 ESRS S1 S1-3 Processes to remediate negative impacts and channels for own workforce to raise concerns 89 ESRS S1 S1-4 Taking action on material impacts on own workforce, and approaches to managing material risks and pursuing material opportunities related to own workforce, and effectiveness of those actions 90

108 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report ESRS topics Disclosure Requirement Description Page ESRS S1 S1-5 Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities 91 ESRS S1 S1-6 Characteristics of the undertaking’s employees 91 ESRS S1 S1-9 Diversity metrics 92 ESRS S1 S1-10 Adequate wages 93 ESRS S1 S1-14 Health and safety metrics 93 ESRS S1 S1-17 Incidents, complaints and severe human rights impacts 94 ESRS S4 ESRS 2 SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model 95 ESRS S4 S4-1 Policies related to consumers and end-users 95 ESRS S4 S4-4 Taking action on material impacts on consumers and end-users, and approaches to managing material risks and pursuing material opportunities related to consumers and end-users, and effectiveness of those actions 96 ESRS S4 S4-5 Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities 97 ESRS G1 ESRS 2 GOV-1 The role of the administrative, supervisory and management bodies 98 ESRS G1 G1-1 Business conduct policies and corporate culture 99 ESRS G1 G1-2 Management of relationships with suppliers 103 ESRS G1 G1-3 Prevention and detection of corruption and bribery 104 ESRS G1 G1-4 Incidents of corruption or bribery 105 ESRS G1 G1-6 Payment practices 106 6.2. List of datapoints that derive from other EU legislation (Table 27) Disclosure Requirement and related datapoint SFDR reference Benchmark regulation reference EU Climate Law reference Page ESRS 2 GOV-1 Board’s gender diversity paragraph 21 (d) Indicator number 13 of Table #1 of Annex 1 Commission Delegated Regulation (EU) 2020/1816, Annex II 49 ESRS 2 GOV-1 Percentage of board members who are independent paragraph 21 (e) Delegated Regulation (EU) 2020/1816, Annex II 49 ESRS 2 GOV-4 Statement on due diligence paragraph 30 Indicator number 10 Table #3 of Annex 1 51 ESRS 2 SBM-1 Involvement in activities related to fossil fuel activities paragraph 40 (d) i Indicators number 4 Table #1 of Annex 1 Delegated Regulation (EU) 2020/1816, Annex II Not material ESRS 2 SBM-1 Involvement in activities related to chemical production paragraph 40 (d) ii Indicator number 9 Table #2 of Annex 1 Delegated Regulation (EU) 2020/1816, Annex II Not material ESRS 2 SBM-1 Involvement in activities related to controversial weapons paragraph 40 (d) iii Indicator number 14 Table #1 of Annex 1 Delegated Regulation (EU) 2020/1818, Article 12(1) Delegated Regulation (EU) 2020/1816, Annex II Not material

109 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Disclosure Requirement and related datapoint SFDR reference Benchmark regulation reference EU Climate Law reference Page ESRS 2 SBM-1 Involvement in activities related to cultivation and production of tobacco paragraph 40 (d) iv Delegated Regulation (EU) 2020/1818, Article 12(1) Delegated Regulation (EU) 2020/1816, Annex II Not material ESRS E1-1 Transition plan to reach climate neutrality by 2050 paragraph 14 Regulation (EU) 2021/1119, Article 2(1) 66 ESRS E1-1 Undertakings excluded from Paris- aligned Benchmarks paragraph 16 (g) Delegated Regulation (EU) 2020/1818, Article 12.1 (d) to (g), and Article 12.2 Not material ESRS E1-4 GHG emission reduction targets paragraph 34 Indicator number 4 Table #2 of Annex 1 Delegated Regulation (EU) 2020/1818, Article 6 68 ESRS E1-5 Energy consumption from fossil sources disaggregated by sources (only high climate impact sectors) paragraph 38 Indicator number 5 Table #1 and Indicator n. 5 Table #2 of Annex 1 70 ESRS E1-5 Energy consumption and mix paragraph 37 Indicator number 5 Table #1 of Annex 1 70 ESRS E1-5 Energy intensity associated with activities in high climate impact sectors paragraphs 40 to 43 Indicator number 6 Table #1 of Annex 1 70 Disclosure Requirement and related datapoint SFDR reference Benchmark regulation reference EU Climate Law reference Page ESRS E1-6 Gross Scope 1, 2, 3, and Total GHG emissions paragraph 44 Indicators number 1 and 2 Table #1 of Annex 1 Delegated Regulation (EU) 2020/1818, Article 5(1), 6 and 8(1) 71 ESRS E1-6 Gross GHG emissions intensity paragraphs 53 to 55 Indicators number 3 Table #1 of Annex 1 Delegated Regulation (EU) 2020/1818, Article 8(1) 71 ESRS E1-7 GHG removals and carbon credits paragraph 56 Regulation (EU) 2021/1119, Article 2(1) Not material ESRS E1-9 Exposure of the benchmark portfolio to climate-related physical risks paragraph 66 Delegated Regulation (EU) 2020/1818, Annex II Delegated Regulation (EU) 2020/1816, Annex II Not material ESRS E1-9 Disaggregation of monetary amounts by acute and chronic physical risk paragraph 66 (a) ESRS E1-9 Location of significant assets at material physical risk paragraph 66 (c) Not material

110 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Disclosure Requirement and related datapoint SFDR reference Benchmark regulation reference EU Climate Law reference Page ESRS E1-9 Breakdown of the carrying value of its real estate assets by energy-efficiency classes paragraph 67 (c) Not material ESRS E1-9 Degree of exposure of the portfolio to climate- related opportunities paragraph 69 Delegated Regulation (EU) 2020/1818, Annex II Not material ESRS E2-4 Amount of each pollutant listed in Annex II of the E- PRTR Regulation (European Pollutant Release and Transfer Register) emitted to air, water and soil, paragraph 28 Indicator number 8 Table #1 of Annex 1 Indicator number 2 Table #2 of Annex 1 Indicator number 1 Table #2 of Annex 1 Indicator number 3 Table #2 of Annex 1 Not material ESRS E3-1 Water and marine resources paragraph 9 Indicator number 7 Table #2 of Annex 1 73 ESRS E3-1 Dedicated policy paragraph 13 Indicator number 8 Table 2 of Annex 1 73 ESRS E3-1 Sustainable oceans and seas paragraph 14 Indicator number 12 Table #2 of Annex 1 73 ESRS E3-4 Total water recycled and reused paragraph 28 (c) Indicator number 6.2 Table #2 of Annex 1 75 Disclosure Requirement and related datapoint SFDR reference Benchmark regulation reference EU Climate Law reference Page ESRS E3-4 Total water consumption in m 3 per net revenue on own operations paragraph 29 Indicator number 6.1 Table #2 of 75 ESRS 2- IRO 1 – E4 paragraph 16 (a) i Indicator number 7 Table #1 of Annex 1 Not material ESRS 2- IRO 1 – E4 paragraph 16 (b) Indicator number 10 Table #2 of Annex 1 Not material ESRS 2- IRO 1 – E4 paragraph 16 (c) Indicator number 14 Table #2 of Annex 1 Not material ESRS E4-2 Sustainable land/agriculture practices or policies paragraph 24 (b) Indicator number 11 Table #2 of Annex 1 Not material ESRS E4-2 Sustainable oceans/seas practices or policies paragraph 24 (c) Indicator number 12 Table #2 of Annex 1 Not material ESRS E4-2 Policies to address deforestation paragraph 24 (d) Indicator number 15 Table #2 of Annex 1 Not material ESRS E5-5 Non-recycled waste paragraph 37 (d) Indicator number 13 Table #2 of Annex 1 79 ESRS E5-5 Hazardous waste and radioactive waste paragraph 39 Indicator number 9 Table #1 of Annex 1 79 ESRS 2- SBM3 – S1 Risk of incidents of forced labour paragraph 14 (f) Indicator number 13 Table #3 of Annex I Not material ESRS 2- SBM3 – S1 Risk of incidents of child labour paragraph 14 (g) Indicator number 12 Table #3 of Annex I Not material

111 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Disclosure Requirement and related datapoint SFDR reference Benchmark regulation reference EU Climate Law reference Page ESRS S1-1 Human rights Framework commitments paragraph 20 Indicator number 9 Table #3 and Indicator number 11 Table #1 of Annex I 88 ESRS S1-1 Due diligence policies on issues addressed by the fundamental International Labour Organization Conventions 1 to 8, paragraph 21 Delegated Regulation (EU) 2020/1816, Annex II 88 ESRS S1-1 Processes and measures for preventing trafficking in human beings paragraph 22 Indicator number 11 Table #3 of Annex I 88 ESRS S1-1 Workplace accident prevention policy or management system paragraph 23 Indicator number 11 Table #3 of Annex I 88 ESRS S1-3 Grievance/ complaints handling mechanisms paragraph 32 (c) Indicator number 5 Table #3 of Annex I 89 ESRS S1-14 Number of fatalities and number and rate of work-related accidents paragraph 88 (b) and (c) Indicator number 2 Table #3 of Annex I Delegated Regulation (EU) 2020/1816, Annex II 93 Disclosure Requirement and related datapoint SFDR reference Benchmark regulation reference EU Climate Law reference Page ESRS S1-14 Number of days lost to injuries, accidents, fatalities or illness paragraph 88 (e) Indicator number 3 Table #3 of Annex I Not material ESRS S1-16 Unadjusted gender pay gap paragraph 97 (a) Indicator number 12 Table #1 of Annex I Delegated Regulation (EU) 2020/1816, Annex II Not material ESRS S1-16 Excessive CEO pay ratio paragraph 97 (b) Indicator number 8 Table #3 of Annex I Not material ESRS S1-17 Incidents of discrimination paragraph 103 (a) Indicator number 7 Table #3 of Annex I 94 ESRS S1-17 Non-respect of UNGPs on Business and Human Rights and OECD paragraph 104 (a) Indicator number 10 Table #1 ESRS S1-17 Non- respect of UNGPs on Business and Human Rights and OECD paragraph 104 (a) 94 ESRS 2- SBM3 – S2 Significant risk of child labour or forced labour in the value chain paragraph 11 (b) Indicators number 12 and n. 13 Table #3 of Annex I Not material ESRS S2-1 Human rights Framework commitments paragraph 17 Indicator number 9 Table #3 and Indicator n. 11 Table #1 of Annex 1 Not material ESRS S2-1 Policies related to value chain workers paragraph 18 Indicator number 11 and n. 4 Table #3 of Annex 1 Not material

112 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Disclosure Requirement and related datapoint SFDR reference Benchmark regulation reference EU Climate Law reference Page ESRS S2-1 Non-respect of UNGPs on Business and Human Rights principles and OECD guidelines paragraph 19 Indicator number 10 Table #1 of Annex 1 Delegated Regulation (EU) 2020/1816, Annex II Delegated Regulation (EU) 2020/1818, Art 12 (1) Not material ESRS S2-1 Due diligence policies on issues addressed by the fundamental International Labour Organization Conventions 1 to 8, paragraph 19 Delegated Regulation (EU) 2020/1816, Annex II Not material ESRS S2-4 Human rights issues and incidents connected to its upstream and downstream value chain paragraph 36 Indicator number 14 Table #3 of Annex 1 Not material ESRS S3-1 Human rights Framework commitments paragraph 16 Indicator number 9 Table #3 of Annex 1 and Indicator number 11 Table #1 of Annex 1 Not material ESRS S3-1 non-respect of UNGPs on Business and Human Rights, ILO principles or and OECD guidelines paragraph 17 Indicator number 10 Table #1 Annex 1 Delegated Regulation (EU) 2020/1816, Annex II Delegated Regulation (EU) 2020/1818, Art 12 (1) Not material ESRS S3-4 Human rights issues and incidents paragraph 36 Indicator number 14 Table #3 of Annex 1 Not material Disclosure Requirement and related datapoint SFDR reference Benchmark regulation reference EU Climate Law reference Page ESRS S4-1 Policies related to consumers and end-users paragraph 16 Indicator number 9 Table #3 and Indicator number 11 Table #1 of Annex 1 95 ESRS S4-1 Non-respect of UNGPs on Business and Human Rights and OECD guidelines paragraph 17 Indicator number 10 Table #1 of Annex 1 Delegated Regulation (EU) 2020/1816, Annex II Delegated Regulation (EU) 2020/1818, Art 12 (1) 96 ESRS S4-4 Human rights issues and incidents paragraph 35 Indicator number 14 Table #3 of Annex 1 96 ESRS G1-1 United Nations Convention against Corruption paragraph 10 (b) Indicator number 15 Table #3 of Annex 1 103 ESRS G1-1 Protection of whistle-blowers paragraph 10 (d) Indicator number 6 Table #3 of Annex 1 102 ESRS G1-4 Fines for violation of anti-corruption and anti-bribery laws paragraph 24 (a) Indicator number 17 Table #3 of Annex 1 Delegated Regulation (EU) 2020/1816, Annex II) 105 ESRS G1-4 Standards of anti-corruption and anti-bribery paragraph 24 (b) Indicator number 16 Table #3 of Annex 1 105 Christian Hadjiminas CEO and Vice President to the BoD 20 April 2026

113 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report INDEPENDENT PRACTITIONER’S LIMITED ASSURANCE REPORT TO THE BOARD OF DIRECTORS OF THEON INTERNATIONAL PLC’S SUSTAINABILITY STATEMENT Limited assurance conclusion We have conducted a limited assurance engagement on the sustainability statement (the “Sustainability Statement”) of Theon International Plc (the “Company” or “Group”), included on pages 46-112 of the management report, as at 31/12/2025 and for the year then ended. Based on the procedures we have performed and the evidence we have obtained, nothing has come to our attention that causes us to believe that the Sustainability Statement is not prepared, in all material respects, in accordance with the requirements of Article 151B of Cyprus Companies Law, Cap. 113 implementing Article 29(a) of Directive 2013/34/EU, including: • compliance with the European Sustainability Reporting Standards (the “ESRS”), including that the process carried out by the Company to identify the information reported in the Sustainability Statement (the “Process”) is in accordance with the description set out in ESRS 2 IRO-1; and • compliance of the disclosures in subsection EU TAXONOMY within the environmental section of the Sustainability Statement with Article 8 of EU Regulation 2020/852 (the “Taxonomy Regulation”). KPMG Limited, a private company limited by shares, registered in Cyprus under registration number HE 132822 with its registered office at 14, Esperidon Street, 1087, Nicosia, Cyprus. KPMG Limited Chartered Accountants 14 Esperidon Street, 1087 Nicosia, Cyprus P.O. Box 21121, 1502 Nicosia, Cyprus T: +357 22 209000, F: +357 22 678200 Limassol P.O. Box 50161, 3601 T: +357 25 869000 F: +357 25 363842 Larnaca P.O: Box 40075, 6300 T: +357 24 200000 F: +357 24 200200 Paphos P.O. Box 60288, 8101 T: +357 26 943050 F: +357 26 943062 Paralimni/Ayia Napa P.O. Box 33200, 5311 T: +357 23 820080 F: +357 23 820084 Polis Chrysochous P.O. Box 66014, 8330 T: +357 26 322098 F: +357 26 322722

114 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Basis for conclusion We conducted our limited assurance engagement in accordance with International Standard on Assurance Engagements (ISAE) 3000 (Revised), Assurance engagements other than audits or reviews of historical financial information (ISAE 3000 (Revised)), issued by the International Auditing and Assurance Standards Board (IAASB). A limited assurance engagement involves performing procedures to obtain evidence about the Sustainability Statement. The procedures in a limited assurance engagement vary in nature and timing from, and are less in extent than for, a reasonable assurance engagement. Consequently, the level of assurance obtained in a limited assurance engagement is substantially lower than the level of assurance that would have been obtained had a reasonable assurance engagement been performed. We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our conclusion. Our responsibilities under ISAE 3000 (Revised) are further described in the «Practitioner’s responsibilities» section of our report. Independence and quality management We have complied with the independence and other ethical requirements of the International Code of Ethics for Professional Accountants (including International Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA), together with the ethical requirements that are relevant to our assurance engagement on the Sustainability Statement in Cyprus. The firm applies International Standard on Quality Management 1, Quality Management for Firms that Perform Audits or Reviews of Financial Statements, or Other Assurance or Related Services engagements, issued by IAASB. This standard requires the firm to design, implement and operate a system of quality management including policies or procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements. Responsibilities of the Board of Directors for the Sustainability Statement The Board of Directors of the Company is responsible for designing and implementing a process to identify the information reported in the Sustainability Statement in accordance with the ESRS and for disclosing this Process in ESRS 2 IRO-1 of the Sustainability Statement. This responsibility includes: INDEPENDENT PRACTITIONER’S LIMITED ASSURANCE REPORT TO THE BOARD OF DIRECTORS OF THEON INTERNATIONAL PLC’S SUSTAINABILITY STATEMENT

115 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report • understanding the context in which the Group’s activities and business relationships take place and developing an understanding of its affected stakeholders; • the identification of the actual and potential impacts (both negative and positive) related to sustainability matters, as well as risks and opportunities that affect, or could reasonably be expected to affect, the Group’s financial position, financial performance, cash flows, access to finance or cost of capital over the short-, medium-, or long-term; • the assessment of the materiality of the identified impacts, risks and opportunities related to sustainability matters by selecting and applying appropriate thresholds; and • making assumptions that are reasonable in the circumstances. The Board of Directors of the Company is further responsible for the preparation of the Sustainability Statement, in accordance with the requirements of Article 151B of Cyprus Companies Law, Cap. 113 implementing Article 29(a) of Directive 2013/34/EU, including: • compliance of the Sustainability Statement with the ESRS; • preparing the disclosures in subsection EU TAXONOMY within the environmental section of the Sustainability Statement, in compliance with Article 8 of the Taxonomy Regulation; • designing, implementing and maintaining such internal control that the Board of Directors determines is necessary to enable the preparation of the Sustainability Statement that is free from material misstatement, whether due to fraud or error; and • the selection and application of appropriate sustainability reporting methods and making assumptions and estimates that are reasonable in the circumstances. Those charged with governance are responsible for overseeing the Group’s sustainability reporting process. Inherent limitations in preparing the Sustainability Statement As discussed in ESRS 2 BP-2, to the Sustainability Statement, metrics related to fuel consumption are subject to estimates, since in cases where only monetary fuel data were available, a cost-based approach was utilized (ESRS E1). As discussed in ESRS 2 BP-2, to the Sustainability Statement, metrics reported on Water and Marine Resources (ESRS E3) is subject to inherent uncertainty because of the use of estimated water consumption data for a specific operating location to determine the total reported amounts. As discussed in ESRS 2 BP-2, to the Sustainability Statement, metrics reported on Resource Use and Circular Economy (ESRS E5) are subject to inherent uncertainty because of the use of proxies and estimated waste data for waste generated by its employees to determine the total reported amounts. INDEPENDENT PRACTITIONER’S LIMITED ASSURANCE REPORT TO THE BOARD OF DIRECTORS OF THEON INTERNATIONAL PLC’S SUSTAINABILITY STATEMENT

116 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report As discussed in note ESRS 2 BP-2, to the Sustainability Statement, Greenhouse gas emissions quantification is subject to inherent uncertainty because of incomplete scientific knowledge used to determine emissions factors and the values needed to combine emissions of different gases (ESRS E1). The information received from sources outside the control of the entity is subject to inherent limitations given the lack of availability and relative precision of information used for determining quantitative information. Our procedures did not include obtaining assurance over the information provided by sources outside the control of the Company. The entity-specific criteria as included in the Basis for Preparation, the nature of the sustainability information which is entity-specific, and the absence of consistent external standards or practice allow for different but acceptable measurement methodologies to be adopted, which may result in variances between entities and over time. In reporting forward-looking information in accordance with ESRS, the Board of Directors of the Company is required to prepare the forward-looking information on the basis of disclosed assumptions about events that may occur in the future and possible future actions by the Group. Actual outcomes are likely to be different since anticipated events frequently do not occur as expected. In determining the disclosures in the Sustainability Statement, the Board of Directors of the Company interprets undefined legal and other terms. Undefined legal and other terms may be interpreted differently, including the legal conformity of their interpretation and, accordingly, are subject to uncertainties. The adopted measurement methodologies may impact the comparability of sustainability information reported by different entities and over time within an entity as methodologies develop. Relevant industry benchmarks against which to assess the sustainability information may not be currently available as these emerge as the number of reporters increases and reporting practices become more established. Variances may result from the refinement of estimates in future reporting periods when more relevant information, including scientific and technological knowledge, becomes available. INDEPENDENT PRACTITIONER’S LIMITED ASSURANCE REPORT TO THE BOARD OF DIRECTORS OF THEON INTERNATIONAL PLC’S SUSTAINABILITY STATEMENT

117 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Practitioner’s responsibilities Our responsibility is to plan and perform the assurance engagement to obtain limited assurance about whether the Sustainability Statement is free from material misstatement, whether due to fraud or error, and to issue a limited assurance report that includes our conclusion. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence decisions of users taken on the basis of the Sustainability Statement as a whole. As part of a limited assurance engagement in accordance with ISAE 3000 (Revised) we exercise professional judgement and maintain professional scepticism throughout the engagement. Our responsibilities in respect of the Sustainability Statement, in relation to the Process, include: • obtaining an understanding of the Process, but not for the purpose of providing a conclusion on the effectiveness of the Process, including the outcome of the Process; • considering whether the information disclosed for a material sustainability matter addresses the applicable disclosure requirements of the ESRS; and • designing and performing procedures to evaluate whether the Process is consistent with the Company’s description of its Process set out in ESRS 2 IRO-1. Our other responsibilities in respect of the Sustainability Statement include: • identifying where material misstatements are likely to arise, whether due to fraud or error; and • designing and performing procedures responsive to where material misstatements are likely to arise in the Sustainability Statement. 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. Summary of the work performed The nature, timing and extent of procedures selected depend on professional judgement, including the identification of disclosures where material misstatements are likely to arise in the Sustainability Statement, whether due to fraud or error. INDEPENDENT PRACTITIONER’S LIMITED ASSURANCE REPORT TO THE BOARD OF DIRECTORS OF THEON INTERNATIONAL PLC’S SUSTAINABILITY STATEMENT

118 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report In conducting our limited assurance engagement, with respect to the Process, we: • Obtained an understanding of the Process by: – performing inquiries to understand the sources of the information used by Board of Directors; and – reviewing the Company’s internal documentation of its Process. • Evaluated whether the evidence obtained from our procedures with respect to the Process implemented by the Company was consistent with the description of the Process set out in ESRS 2 IRO-1. In conducting our limited assurance engagement, with respect to the Sustainability Statement, we: • Obtained an understanding of the Group’s reporting processes relevant to the preparation of its Sustainability Statement by: – Obtaining an understanding of the Group’s control environment, processes and information system relevant to the preparation of the Sustainability Statement, but not for the purpose of providing a conclusion on the effectiveness of the Group’s internal control. • Evaluated whether, in accordance with ESRS, material information identified by the Process is included in the Sustainability Statement. • Evaluated whether the structure and the presentation of the Sustainability Statement is in accordance with the ESRS. • Performed inquiries of relevant personnel on selected information in the Sustainability report. • Performed substantive assurance procedures, including sampling, on selected information in the Sustainability Statement. • Where applicable, compared disclosures in the Sustainability Statement with the corresponding disclosures in the financial statements and the management report. • Evaluated the methods, assumptions and data for developing estimates and forward-looking information. • Obtained an understanding of the Company’s process to identify taxonomy-eligible and taxonomy-aligned economic activities and the corresponding disclosures in the Sustainability Statement. Kyprianos A. Christofides, FCA Certified Public Accountant and Registered Auditor for and on behalf of KPMG Limited Certified Public Accountants and Registered Auditors 14 Esperidon Street 1087 Nicosia Cyprus 20 April 2026 INDEPENDENT PRACTITIONER’S LIMITED ASSURANCE REPORT TO THE BOARD OF DIRECTORS OF THEON INTERNATIONAL PLC’S SUSTAINABILITY STATEMENT

Theon International Annual Report 2025 119 Declaration Statement Management Report Corporate Governance Report Financial Report CORPORATE GOVERNANCE REPORT Introduction 120 Board of Directors 121 Shareholders’ Involvement in Company’s Business and Operations 126 Corporate Governance Framework 127 Corporate Social Responsibility (CSR) 129 Declaration by Directors 130 Remuneration Report 131

Theon International Annual Report 2025 120 Declaration Statement Management Report Corporate Governance Report Financial Report Introduction Theon International Plc (“the Company” and together with its subsidiaries, the “Group”) is a public limited company, existing under the laws of Cyprus in accordance with Cyprus Companies Law Cap. 113, as amended (the “Law”). The Company was incorporated as a private limited liability company on 10 August 2021 before being converted to a public limited company as of 15 September 2021. The Company has registration number: HE 424549 and a registered office address at 5 Agiou Antoniou Street, Muskita Building 2, 1st floor, apartment 102, 2002 Strovolos, Nicosia, Cyprus. CORPORATE GOVERNANCE REPORT The memorandum of association of the Company, setting out the Company’s operating scope and objectives, was first approved on its incorporation on 10 August 2021. It has been widely drawn to cover all operations and envisaged operations of the Company while, if the need presents itself for any reason, it can be amended to cover any future cause. The latest version of the articles of association (“AOA”) of the Company, was approved during the Company’s annual general meeting of 2025 – mainly implementing changes to the capital structure of the Company. The Company and the Group, as applicable, comply with the Law, other mandatory Cypriot company law, and mandatory rules and regulations applicable to a Cypriot public limited company governing certain matters of corporate governance. Aligning with its admission to trade on Euronext Amsterdam, the Company’s shareholders approved the establishment of new corporate governance policy incorporating new provisions according to the regulatory framework and guidelines of the Cyprus Stock Exchange Corporate Governance Code and certain principles and best practices set out in the Dutch Corporate Governance Code. The Group generally abides by the principles of the Cypriot Corporate Governance (the “Cypriot Code”) code on a voluntary basis, also taking into account and implementing certain best practices and principles of the Dutch Corporate Governance Code (the “Dutch Code” and together with the Cypriot Code, the “Codes”) regarding for example criteria of board members’ independence or remuneration policy. The Cypriot Code is available here (https://www.cse.com.cy/en-GB/regulated- market/listing/corporate-governance/ Editions- Governance-Code/Editions- Governance- Code/) The Dutch Code is available here (https://www.mccg.nl/ documenten/2022/12/20/dutch-corporate- governance-code-2022) GENERAL – COMPLIANCE WITH CODES The Company and where applicable, the Group, comply with the Cypriot Code on matters falling under the principles and best practices of the Cypriot Code, and/ or, where applicable, with the Dutch Code regarding matters governed by the principles and best practices of the Dutch Code. Meeting the requirements of chapters ESRS2 [GOV-1], ESRS G1 [GOV-1].

121 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Board of Directors Earlier to its admission to trade on Euronext Amsterdam, the general meeting of the Company elected a one-tier board structure consisting of the following three Executive Directors (“Executive Directors”) and four Non-Executive Directors (“Non-Executive Directors” and together with the Executive Directors, the “Directors” or the “Board”): Name Age Position Appointed on Appointed until Biography Kolinda Grabar-Kitarović 57 Chair of the Board and Non-Executive, independent Director January 2024 January 2027 See page 124 Christianos Hadjiminas 65 Founder, Vice-Chair of the Board, CEO and Executive Director September 2021 January 2027 See page 124 Philippe Jean Mennicken 49 Deputy CEO, Business Development Director and Executive Director January 2024 January 2027 See page 124 Stelios Anastasiou 69 Executive Director September 2021 January 2027 See page 125 Eftstathios Potamitis 69 Non-Executive, non-independent Director January 2024 January 2027 See page 125 Hans-Peter Bartels 64 Non-Executive, non-independent Director January 2024 January 2027 See page 125 Maria Athienitou Anastasiou 49 Non-Executive, independent Director January 2024 January 2027 See page 125 The Board confirms that in forming its current composition, it determined that the independence requirements referred to in best practice provisions of Sections 2.1.7 to 2.1.9 of the Dutch Code have been fulfilled as regards “independent” directors while the provisions and guidance under the Effective Management and Supervision chapter of the Dutch Code have been read together with the formation of the Board, its functions and the operations’ structure. Moreover, the driving force behind the current Board composition is that it consists of learned individuals, each of unique expertise and varied professional experience and academic backgrounds. Moreover, the Company sees this diversity as a means to optimising business opportunities and an extra layer of security over the Group’s, and investors’ best interests. At all times, the minimum number of Directors, Executive Directors or Non-Executive Directors, shall be three (3) and the maximum number shall be nine (9). The term of their office on the Board should be three (3) years and the AOA vests the option for Directors to offer themselves for re-election upon expiration of their office. Before any new appointments to the Board can be made, the NRC (defined and referred to in more detail below) will provide a full description of the role, including time commitments expected and further, it shall prepare recommendations and set up procedures for interviewing the candidates. The recommendation that the NRC will provide will mainly describe a balance of skills, experience, independence, knowledge and diversity expected from new appointments. Ms. Kolinda Grabar who is an independent, Non-Executive Director, has been appointed as chairperson of the Board, an office that is accordingly deemed held by a Senior Independent Director. The discussion on remuneration and the implementation of the remuneration policy is included in the separate remuneration report. Executive Directors implement the long-term value-creation strategy, they regularly discuss and re-visit strategy, its implementation and the principal risks associated with it. In doing so, Executive Directors align and where there is a need, obtain advice from in-house or external advisors so that the relevant provisions in the Dutch Code regarding the Information in this section meets the requirements of chapters ESRS2 [GOV-1], ESRS G1 [GOV-1].

122 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report business of the Company and where applicable, the Group. Numerous provisions in the Law, the AOA and under legal principles applicable to the Cypriot jurisdiction and the Company offer further protection and guidance as to the manner in which the Directors will conduct the Company and the Group’s business. In short, Directors have a duty of care to always act towards the Company’s best interests. Directors who have personal interests (directly or indirectly) in any of the Company’s business arrangements or are in any way conflicted to take part in any decision making of the Company, are required to disclose the conflict or declare the interest. Equally, they cannot participate in the voting process of any such business matter. With the aforesaid framework protecting the Company from Directors not acting in concert with the Company’s interests, the AOA allows Directors to hold other functions or hold any profitable position in the Group apart from being Director (of the Company). The powers and duties of the current CEO and Business Development Director who also sit on the Board are exercised accordingly. Noting that within this context, no loans or guarantees are provided to Directors or other Group directors, nor does the Company or the rest of the Group, have any receivable amounts from any other entity in which a Director or any related party of theirs, is involved. observance of sustainability principles are followed. Non-Executive Directors observe and oversee the operations conducted by the Executive Directors – a function that aims alignment with the One-tier governance structure on which, the Dutch Code in particular provides guidance. Equally, Executive Directors are responsible for the Company and the Group’s day-to-day management while Non- Executive Directors supervise and give input over the general affairs, policy making and business performance. In general terms, the scope of powers and duties of the Board are mainly found in the Law and the AOA. Specific responsibilities for the Chairperson of the Board, further details on procedures for holding meetings, decision making and overall functioning of the Board, including maintaining internal governance arrangements, processes and mechanisms that are consistent, well-integrated and conducive to the alignment of the respective business objectives, strategies and risk management framework of the Company and its Group are set out in the Company’s AOA. Except for powers and duties explicitly vested to other bodies by law or the AOA (such as, the shareholders or any of the committees mentioned further below), the Directors are responsible for the carrying out of the Matters of compliance with the Codes have been delegated by the Board to the in-house legal team of the Group, while Mr. Nikolaos Malesiotis (email: ir@theon.com), Head of IR of the Group serves as the communication person among shareholders and the Company. In addition to the tasks allocated to the Board, the Company has established the Audit and Risk Committee (“ARC”) and the Nominations and Remuneration Committee (“NRC” and together with ARC, the “Committees”), with a view of infusing further expertise and creating more impartiality on specific, reoccurring and significant matters. The Board is responsible for the election of each Committee member while the Board further draws up what specific powers and duties the Committees will have. Committees’ appointments, procedural rules and scope of powers are set out in the AOA. The ARC, in compliance with the duties listed under each Code, provides input and makes suggestions to the Board on matters of financial reporting. Their work includes coordinating the preparation of the annual financial statements. The ARC further regularly reviews and assesses the Company’s internal financial systems and controls, accounting policies, internal audit, whistleblowing and fraud systems in place, risk management systems as well as of the procedures used to confirm the accuracy, completeness and validity of the information provided to investors. Notably, the preparation of this report, including the financial statements, in accordance with Directive 2007/36/RC (Shareholders rights directive) has been made under the coordination and supervision of the ARC. References on the preparation basis of this report can be found across its sections and provisions, as relevant. In connection with internal audit in specific, the Company and the Group has outsourced the relevant function to PwC, while there are appropriate measures in place that ensure that the services obtained within this scope fulfill independence criteria. External auditing is carried out by KPMG (which, do not provide any additional services of internal control or other significant non-audit/consulting services) while the Company and wider Group have practices in place that have been prepared also taking into account the relevant principles the Dutch Code sets out in respect of the appointment and assessment of the external auditor. Furthermore, the Group has adopted, following collaboration and guidance from the ARC and in accordance with relevant guideline set out in the Dutch Code, an internal audit manual. The objective of the internal audit function is to give assurance to the Group on the adequacy of its risk management procedures, control processes and governance arrangements. One of the key functions of the internal audit function is to evaluate and improve these arrangements Board of Directors continued Information in this section meets the requirements of chapters ESRS2 [GOV-1], ESRS G1 [GOV-1].

123 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report personnel on tackling phishing and scam and regular scanning and assessment of any vulnerability in the Group’s systems; e) Credit risk from potential breach of contractual terms by a counterparty. Mitigated by strict credit checks and provision of services and goods only to recognised, solvent counterparties; f) Liquidity risk caused by the Company and Group’s expansion plan and upfront investments in connection with its expansion plan. Mitigated by sufficient funding through corporate lending and preserving adequate cash reserves; g) Legal risks due to the complex regulatory environment the Group operates in. Mitigated by implementation of structured and informative guidelines across all involved teams and oversight of the Group’s practices from the in-house legal department as well as external advisors on ad hoc basis. More guidance on ARC’s work and further policy may be found in the Terms of Reference of the Audit Committee of the Company. The ARC is elected and overseen by the Board and comprises, to the majority of them, of independent, Non-Executive Directors. It is currently chaired by Maria Athienitou and the other members are Kolinda Grabar-Kitarović, Dr. Hans-Peter Bartels. Ms. Athienitou has been chosen given her seat on the Board as an independent, Non-Executive Director. while safeguarding the Group’s assets and contributing to it achieving its goals. The internal audit function provides risk-based advice and insight based on the operations and practices the Group has in place from time to time. The following is a brief description of key risks the Company and the Group may expect and of the mitigating approach: a) Group’s financial results depend on being awarded defence procurements. Mitigated by thorough and constant examination of new market opportunities and potential customers, synergies or strategic partnerships; b) Group’s operations are subject to sales and export restrictions and controls. Mitigated by the establishment of dedicated and experienced legal and compliance professionals which oversee and strictly monitor all daily operations and developments; c) The sector of Group’s operations is competitive. Mitigated by solidly prioritising the preservation of the high level of innovation the Group ’s products and feature offer/examining M&A’s opportunities that will facilitate expansion in the Company and the Group’s technology; d) Cyber-attacks. Mitigated by information and technology systems which are daily monitored and conform to ISO27001 standards, offering regular training to Ms. Athienitou’s professional background showcases a wealth of experience in the sectors of audit and accounting, having worked for renowned international accounting firms. The NRC assists the Board in reviewing the structure, size and composition of the Board and proposes appointments and reappointments. It periodically assesses the functioning of individual Directors and is also responsible for reviewing the remuneration policy and succession plans for the Directors. The NRC is overseen by the Board which also elects NRC members. The current members of the NRC which have been elected in accordance with the Terms of Reference (the “Terms”), to the majority of them including their chair, are independent, Non-Executive Directors. The current members are Efstathios Potamitis, Kolinda Grabar-Kitarović and Maria Athienitou Anastasiou. Mr. Potamitis, who also chairs the NRC, is regarded due to his professional background, to have considerable knowledge and experience in the field of remuneration policy and according to the Terms, the NRC may also receive specialised advice in this regard from external consultants. The Board as well as the Committees convened several times in 2025. The Board having held no less than 6 meetings while the ARC convened no less than 4 times and the NRC, 2. The overall policy is that meetings are held when a need is presented, or periodically for good measure. All major decisions concerning their respective expertise, were examined and approved pursuant to appropriate parameters determined by the Committees. Furthermore, legal, financial or tax advisors were called in whenever the Board determined that their expertise would benefit the decision-making procedures. The majority of the meetings have been convened and held in Cyprus where the Company is incorporated while there is flexibility for meetings to be held worldwide if this would be more appropriate or needed. No meetings overseas have been called to-date nor does the Company foresee any in the near future. Adding flexibility, Directors who wish to participate in meetings and cannot physically attend, have the option to participate via electronic conferencing. The remuneration of the Directors is described in the Company’s Remuneration Policy which, provides remuneration ranges and guidance on long-term and short-term incentives. Board of Directors continued Information in this section meets the requirements of chapters ESRS2 [GOV-1], ESRS G1 [GOV-1].

124 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Board of Directors continued Christianos Hadjiminas Founder, Vice-Chair of the Board and CEO Christianos Hadjiminas graduated in 1981 from Columbia University with a B.A. in Economics (Magna Cum Laude) and in 1983 from Wharton Business School (University of Pennsylvania) with an MBA in Business and Finance. In 1987, he set up his first company in New York, after working as a Senior Trader at Phibro-Salomon Inc., and soon thereafter in 1989, he moved his business to Athens and established EFA VENTURES. Mr. Hadjiminas is also the founder of EFA GROUP, a “marketing” construct referring to a set of companies with a leading-edge position in the international market of Aerospace, Security, Defence, and Industrial cooperation, with over 30 years of experience in the fields. Mr. Hadjiminas is also the President of the Hellenic Entrepreneurs Association – EENE and Head of EENE International, as well as Founder and Honorary President of the Wharton Alumni Club of Greece. Appointed from September 2021 until January 2027 A NOTE ON EACH DIRECTOR Earlier to its admission to trade on Euronext Amsterdam, the general meeting of the Company elected a one-tier board structure consisting of the following three Executive Directors (“Executive Directors”) and four Non- Executive Directors (“Non- Executive Directors” and together with the Executive Directors, the “Directors” or the “Board”): Philippe Mennicken Deputy CEO, Executive Director and Business Development Director Philippe Mennicken graduated from Université de Liège, Belgium in 2000 with a B.A. in Mechanical Engineering, from College of Aeronautics, Cranfield University, UK in 2001 with an MSc in Aerospace Dynamics and in 2006, he obtained an MSc in Strategic Management from the Management Research Centre at the University of Bristol. After working as a product support engineer at Goodrich Aero and technical sales manager at SKF Aerospace in the UK, he worked as an Oftset & Industrial Cooperation Manager at Epicos S.A. in Athens, to join Theon Sensors S.S. in Athens in April 2010 as Business Development Manager and has been acting as Business Development Director since January 2013. Appointed from January 2024 until January 2027 Kolinda Grabar-Kitarović Chair of the Board and Non-Executive Independent Director Kolinda Grabar-Kitarović graduated from the University of Zagreb with a B.A. degree in Arts in 1993 and with a M.A. degree in Arts in 2000. She became Minister Counsellor at the Ministry of Foreign Affairs in Croatia in 2001 and served as a Minister of European integration between December 2003 and February 2005, and as Minister of Foreign Affairs and European Integration from February 2005 until January 2008. She worked as Assistant Secretary General for Public diplomacy at NATO between 2011 and 2014. In 2015, she was elected as President of the Republic of Croatia and served until 2020. Since 2020, she has been a member of the International Olympic Committee. From October 2025, she became member of the public affair’s advisory board of Palo Alto Networks. Appointed from January 2024 until January 2027 Information in this section meets the requirements of chapters ESRS2 [GOV-1], ESRS G1 [GOV-1].

125 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Directorship offices that each Director holds in other corporations are listed in the Annex on page 130. Board of Directors continued Efstathios Potamitis Non-Executive Director Efstathios Potamitis graduated from University of Toronto (Canada) with a B.A. degree in 1979, an M.A. degree in 1981 and an LL.B degree in 1986. He is the founder and senior partner of the independent law firm, Potamitisverkis based in Athens where he has been a managing partner since 1996 and senior partner since 2023. He is admitted to practice law in Athens, and in the State of New York. He acts as legal advisor to its main shareholders on matters of Greek law. Appointed from January 2024 until January 2027 Hans-Peter Bartels Non-Executive Independent Director Hans-Peter Bartels graduated from the Max Planck School in Kiel in 1980. After he finished his military service in 1981, he began studying political science at the Christian Albrechts University, which he completed in 1986 with a master’s degree and in 1988 with a PhD. Bartels was a member of the German Bundestag from 1998 until 2015, was chairman of the Defence Committee and was elected as Parliamentary Commissioner for the Armed Forces 2015-2020. He has been President of the German Society for Security Policy (GSP) since 2022 and has been a member May 2022. He has been a member of the supervisory board of ThyssenKrupp Marine Systems since 2023. Appointed from January 2024 until January 2027 Maria Athienitou Anastasiou Non-Executive Independent Director Maria Athienitou Anastasiou graduated in 1997 from Reading University with a B.A. degree in Management and Business Administration and in 1999 from the City Business School (CASS) with MSc degree in Internal Auditing and Management. Since 2000, she has been working at current PricewaterhouseCoopers Ltd in Cyprus where she has been focused on providing regulatory compliance services in the financial sector. She holds the Advanced Certificate of Professional Competency from the CySEC and the Certified Accounting Technician qualification from the Association of Certified Chartered Accountants. Appointed from January 2024 until January 2027 Stelios Anastasiou Executive Director Stelios Anastasiou graduated from LCCI Higher Stage with a degree in accounting and from the English College Commercial Department. He is a certified accountant technician, a member of the Association of Accounting Technicians and a licensed auditor by the Ministry of Finance of Cyprus. He worked at PwC in Nicosia (Cyprus) between 1987 and 1999, where he reached the role of Senior Manager. Since 1999, he work with Dynasource Consultancy Limited where he has been acting in his current positions as Director. Appointed from September 2021 until January 2027 Information in this section meets the requirements of chapters ESRS2 [GOV-1], ESRS G1 [GOV-1].

126 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Shareholders’ Involvement in Company’s Business and Operations The Company’s share capital is split into two classes of shares, namely, Ordinary Shares and Class B Ordinary Shares, each carrying separate rights. Ordinary Shares are subject to trading on Euronext Amsterdam and carry all standard voting rights expected to be seen in traded shares such as, a right to dividend payments or other capital distribution and right to be notified of all general meetings to be held and right to vote in shareholders’ decision making. Ordinary Shares have equal rights attached to them and accordingly, shareholders are entitled to a dividend payment or voting participation equivalent to the respective number of shares they hold. On 1 September 2025, the Company begun a buyback of ordinary shares for the purpose of fulfilling obligations under a planned long-term employee incentive plan to be put in place by the company. The initiation of the program follows the shareholders’ approval at the General Meeting of THEON held on 5th of June 2025, resolving on the buyback of up to 1,400,000 ordinary shares until the 5th of June 2026. Mr. Christianos Hadjiminas has indirectly, through CHRE Investments Limited (“CHRE”) and Venetus Limited (“Venetus”), held a significant shareholding over the Ordinary Shares averaging in the range of 74% across the FY 2025. Specifically, CHRE and Venetus hold the aforementioned percentage of Ordinary Shares in concert. Mr. Christianos is the sole shareholder in CHRE which in turn is the majority shareholding (holding over 90%) in Venetus. Class B Ordinary Shares are not traded on Euronext Amsterdam or are in any way part of the shares held by investors. Class B Ordinary Shares shareholders are not entitled to dividend payment, participation in general meetings or participation in decision making. As Class B Ordinary Shares are not entitled to vote (except if the decision in question specifically concerns a change in the rights of the Class B Shares) any voting percentages or majority voting requirements described in this report excludes these shares unless otherwise stated. As mentioned above (Section 3 Board of Directors), the Law itself and the AOA vest to the Company’s shareholders certain decision-making powers and the voting required for their passing. This legal framework leaves to the shareholders key decisions such as: (a) amendments of the memorandum or articles of association (with amendments to memorandum further needing Court approval); (b) election or removal of auditors/directors; (c) acquisition by Company of its own shares; (d) voluntary dissolution; (e) share capital increase or share capital reduction; (f) changes to the rights attached to any class of shares or consolidation or division of any class of shares. The annual appointment and removal of auditors and directors in specific will take place during the Company’s AGM (please refer further below) during which shareholders may vote on these key matters. Furthermore, the Company has adopted electronic procedures which allow shareholders to address their questions to the Company prior to deciding how to cast their vote. An extra layer of shareholder protection occurs from that, in addition to the annual appointment and removal procedures, the Law sets outs specific provisions for ad hoc removal of directors. Ordinary business decisions vested to the shareholders will customarily be passed via ordinary resolutions, i.e. resolutions requiring a simple 50%+1 majority. Certain decisions will require the passing of either a special resolution or an extraordinary resolution, each of which requires no less than 75% majority vote to pass. Procedural requirements on the convention of shareholders meetings are set out in the Law and the AOA. The Company is required to convene a general meeting as its AGM every year with a maximum lapse of 15 months between one AGM and the next. In addition to the AGMs, the Board is required to convene shareholders meetings (named extraordinary general meetings (“EGM”)) on requisition of the shareholders holding no less than 5% of the voting rights. EGMs can also be called at the Board’s discretion. Shareholders will be notified of any AGM or EGM via the Company’s News. The length of notice which the Company will give (as the Law and the AOA stipulate is at least 14 days’ notice or, if a special resolution shall be put to vote, at least 21 days’ notice or any other length period the Law requires (for example, ad hoc removal of director requires 28 days’ notice). The Company aims for all AGMs and EGMs to be held at the same place as to create consistency to its investors and they have this far been convened at the offices of the Company’s accountants in Nicosia, Cyprus while special arrangements are in place that allow for any shareholder not physically present to participate virtually. The place, date and time of the AGM or EGM as well as instructions for virtual participation will be included in the notice the Company publishes.

127 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Corporate Governance Framework On 19 January, 2024, the Company established the following corporate governance policies for the Group, complying with applicable laws and regulations, and implementing relevant principles under both Codes: CONFLICT OF INTEREST POLICY SUITABILITY POLICY MARKET ABUSE REGULATION POLICY WHISTLEBLOWING POLICY The conflict of interest policy (“Conflicts of Interest Policy”) sets out the procedure for the prevention, detection and management of an actual or a potential “conflict of interest” (as defined therein). The Conflict of Interest Policy applies to conflicts of interest of -inter alia- the members of the Board of Directors, the executive committees, the executive officers, the employees of the Company and the Group, and the shareholders holding shareholding percentage or voting rights equal or higher than the 5% of the Company’s issued share capital. The suitability policy (“Suitability Policy”) is aimed at supporting and promoting diversity and conveying broad range of skills and experiences within the Board of Directors, ensuring quality staffing and effective operation evaluation. Suitability criteria identified in the Suitability Policy apply to all Board of Directors members, regardless of their status as Executive, Non-Executive, or Independent Non-Executive members, and include both individual and collective criteria. Individual criteria include, inter alia, adequate knowledge, expertise and competencies, ethical conduct and reputation, conflict of interests, independence of judgement and commitment (devotion of sufficient time), while collective criteria concern the collective expertise altogether and diversity of the board. The market abuse regulation policy (“MAR Policy”) is aimed at regulating the management and handling of inside information, and the obligations of the persons within the Group who are discharging material duties as well as for the persons that are closely associated with them (“Relevant Persons”). The whistleblowing policy (“Whistleblowing Policy”) is aimed at encouraging and urging all employees of the Group to report violations as soon as they come to their attention and to express concerns regarding violation within the entities. The Whistleblowing Policy defines a whistle-blower as an employee, officer, consultant, intern, secondee or agent of the Group who reports or publicly discloses information on breaches occurred in the context of his or her work-related activities. The violations the employees are encouraged and urged to report include information and reasonable suspicions, about actual or potential illegal acts, omissions and breaches, which occurred or are very likely to occur in the Company or the rest of the Group.

128 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Corporate Governance Framework continued REMUNERATION POLICY RELATED PARTY TRANSACTIONS MANAGEMENT FRAMEWORK INTERNAL AUDIT FUNCTION DIVERSITY AND INCLUSION POLICY (D&I) The Remuneration Policy of the Board of Directors (“Remuneration Policy”) is primarily aimed at ensuring that the Directors’ compensation is aligned with the Company’s short and long-term business plans to foster value creation for customers, shareholders, employees and local communities. Pursuant to the Remuneration Policy, the remuneration of Non-Executive Directors consists of fix pay which is designed to compensate for the time required to fulfil their duties. The remuneration of the Executive Directors consists of a combination of a fixed component that is in line with the role’s scope and responsibilities, benefits and variable component that includes short-term and long-term incentives. The Company’s policy is to consider the remuneration levels in other companies of similar size, with roles of comparable scope and responsibility when determining the fixed component of Executive Director’s compensation. The Group’s Related Party Transactions Managing Framework (“RPT Framework”) sets out the rules and procedures regarding the identification, evaluation, approval, and disclosure of transactions with related parties in accordance with relevant provisions of corporate legislation as well as rules and provisions aimed at ensuring transparency and effective supervision of the Group’s contracts or transactions with related parties. Pursuant to the RPT Framework, a transaction with a Related Party encompasses any transaction that establishes a provisional relationship between the Company, any other member of the Group and the Related Party, regardless of whether a price is charged. The Internal Audit Charter (“Internal Audit Charter”) provides for the scope of operations, purpose, authority, and responsibility of the Internal Audit function. The Internal Audit function establishes the internal audit activity’s position within the organisation, including the nature of the Internal Audit Function’s functional reporting relationship with the Audit and Risk Committee, authorises access to records, personnel, and physical properties relevant to the performance of engagements, defines the scope and purpose of internal audit activities, in accordance with and as defined in the International Standards for the Professional Practice of Internal Auditing, with the view to assist the Group accomplishing its objectives by bringing a systematic, disciplined approach to evaluate and improve the effectiveness of risk management, control, and governance processes. A key aim of the Company is that across the Group, all employees and other offices and functions feel valued, included and vested the opportunity to reach their full potential. Oue D&I has been prepared taking into account best practice guidelines relating to diversity and inclusion issues which the Dutch Code set out. Please refer to the separate Non-Financial Reporting section of this report for more information on our D&I.

129 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Corporate Social Responsibility (CSR) The Company and its Group recognises the importance of preserving planet ecosystems for future generations and contributes to European goals for environmental protection by incorporating the protection of the environment in all its operational aspects. The Group implements a thorough strategy on responsible energy management, waste management and carbon emissions reduction. In implementing this strategy, the Group (a) has developed a comprehensive environmental management system for the immediate environmental assessment of its activities, certified in accordance with ISO 14001:2015 Standard, (b) conducts its operations by abiding to specific indicators, such as electricity consumption in relation to factory opening hours, in order to assure continuous improvement of environmental performance, (c) continuously undertakes energy efficiency initiatives, such as the installation of photovoltaic panels on the rooftop of office buildings, and (d) engages in responsible waste management by submitting the waste produced by its operations to electronic waste registration and engaging adequately certified subcontracting companies for managing hazardous waste. The Group promotes environmental awareness among its employees through a tailormade Environmental Awareness Training. Furthermore, the Group communicates its environmental commitments to its suppliers through an assessment that incorporates specific environmental criteria. The Group continues to actively support organisations that address the challenges faced by vulnerable social groups. The Group fosters employee engagement by organising group activities such as sports, cultural events, and community-driven programmes focused on social, environmental, and philanthropic causes. More on the Group’s CSR may be found in the separate Sustainability Statement section to this report.

130 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report DECLARATION BY DIRECTORS The Board, being the body corporate having overall responsibility for the Group’s systems of internal control, confirms it regularly, and in any case no less than once per financial year, conducts assessment of the effectiveness on an annual basis, as well as of the procedures which confirm the accuracy, completeness and validity of the information that is provided to the investors under this report. The Board further confirms the Company intends to continue as a going concern entity for the next twelve months. Annex Christianos Hadjiminas CHRE Investments Ltd, Theon and EFA groups’ subsidiary companies Philippe Jean Mennicken Theon Deutschland GmbH and T Industries DK Aps Kolinda Grabar KGK Advising & Professional Services and board member in a number of non-profit organisations. Stelios Anastasiou Dynasource Consultancy Limited Maria Athienitou None Efstathios Potamitis Deca Investments, Symbeeosis S.A. and board member in various not-for-profit entities including the Greek chapter of the Climate Governance Initiative and the Greek War Museum Hans-Peter Bartels Thyssen Krupp Marine Systems, and on a voluntarily and unsalaried basis, president of the German Society for Security Policy, Gesellschaft für Sicherheitspolitik Declaration by Directors

131 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Remuneration Report The report has been prepared in accordance with Directive 2007/36/EC and the guidelines asking that a clear and understandable remuneration report, providing a comprehensive overview of the remuneration awarded or due towards the Board, including the CEO (who also sits on the Board) in FY2024. It covers all benefits in whatever form, awarded or due. It offers an outline of REMUNERATION REPORT 2025 In the context of Theon International Plc (“the Company”) being a public limited company, existing and incorporated in Cyprus whose shares are listed to trading on Euronext Amsterdam, the Company is committed to increase corporate transparency and the accountability of its board of directors (the “Directors” or the “Board”) towards the shareholders and potential investors. The purpose of the Company in establishing the Committee is to infuse further expertise and creating more impartiality on matters concerning: • The Policy and that it aligns with the Company’s strategic objectives and to the extent it at any to the extent it doesn’t, make recommended adjustments to the Board; • the structure and composition of the Board; • appointment and reappointments on the Board with relevant proposals; • assessment of each individual Director; • remuneration policy and succession plans; and • remuneration framework which the Company implements and the parameters which undermine its remuneration decisions. The Committee is overseen by the Board which also elects the members of the Committee. The current members of the Committee which have been elected to meet the criteria set out in the Terms of Reference which the Company has adopted, are Efstathios Potamitis, Kolinda Grabar-Kitarović and Maria Athienitou Anastasiou while Mr. Potamitis also chairs the Committee. The Company has used the services of PwC Greece in forming information relating to market practices in employment practices, including remuneration standards and policy. To the extent that the services have been divided across the Committee and other operations of the Company, information was safeguard by the Company’s robust policies and procedures in place (e.g. the conflict of interests policy) to prevent and/or mitigate the risk arising out of a potential conflict of interests in this regard. The remuneration of the Directors is described in the Policy which, provides remuneration ranges and guidance on long- term and short-term incentives. Committed to ensuring transparency and accessibility to the Policy for its investors, the Company has published the Policy which can now be accessed via the Remuneration Policy. the Remuneration Policy of the Company (“Policy”) and how the Company implements its principles in practice, the functions of the Nominations and Remuneration Committee (the “Committee”) and how they have come into play in determining the remuneration awarded to the Board in FY2025.

132 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Remuneration Report continued The contents of the Policy have been approved by the Company’s Shareholders. To make any revisions to the Policy in its current form, the Committee will need to make Short-term incentives rely on the Company’s short-term performance and they provide a reward mechanism for achieving short-term objectives. The Committee is responsible for evaluating and determining the performance measures and targets for each fiscal year, based on Company’s objectives, targets and performance (based on financial and non- financial metrics) for that year. Long-term incentives (“LTI”) are designed to reward value creation long-term – more to them, create a sense of ownership. LTI aim to work as an incentive to current officers while they also attract new talent. The incentive is an annual award which can take the form of shares or share options for achieving “at target” performance. The objectives that will determine “at-target” performance comprise of fundamental, measurable factors such as financial performance of the Company and more relative objectives that are based on variable circumstances, as the Committee determines. Changes in the Company’s share capital and certain other corporate events may lead to the Committee further varying the number of shares available under LTI awards. The annual remuneration of the Company’s CEO, who is an Executive Director on the Board and also sits as its vice-chairperson, has been connected to the Company’s performance, long-term growth plan and commitments. Regarding the rest of the Executive Directors, their annual remuneration comprises of a combination of fixed and variable payments. The fixed part derives either from their participation on the Board or from the individual employment The compensation of the Executive Directors may consist of the following parameters: (a) Annual Base Salary: determined to a great extent based on individual and the Company’s performance as a whole taking into account remuneration awarded by other companies of similar size, operations and responsibility; (b) Other benefits: these are currently set to market standard benefits and range various offerings such as health and life insurances and car allowance; (c) Variable remuneration: integrating long-term and short-term incentives tied to financial and non-financial targets. agreement they may have with Company’s group and the service provided under those terms. Any additional benefit they are entitled to, is linked to that agreement and the Company’s policies in force. All employees and executives holding key roles in the Company have a variable remuneration. For some, their remuneration is linked directly to the Company’s targets and everyone’s, is directly linked to the commitments made by the Company upon its listing on Euronext Amsterdam and in line with the Company’s long-term Growth Plan. For reasons of transparency and good monitoring, the Company has identified and implemented policy based on Performance Key Indicators (“KPIs”) (i.e. Annual Revenue, Margin, EBIT and Soft backlog). Any pay-out is connected to the achievement ratio of those KPIs.

133 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Remuneration Report continued The compensation of the Non-Executive Directors is determined as follows: Non-Executive Directors receive a fixed fee determined and included in their respective service agreements with the Company. The fee awarded covers their attendance at meetings, traveling expenses and preparation for meetings. If any Non-Executive Director also sits on any of the Company’s committees, they may be awarded a separate, additional fee to their fixed basic fee. At the Company’s 2024 annual general meeting (the “AGM”), the shareholders approved a payment of €245,000 for the Non-Executive Directors, in accordance with their respective service agreements, and each Non-Executive Director was, thereafter, remunerated in the corresponding amount provided for in its services agreement with the Company. Moreover, the Board was instructed during the AGM, to determine the remuneration for the Executive Directors based on Company’s policy and in line with market standards, briefly described above. Currently, Mr. Christianos Hadjiminas does not receive any other fixed or variable remuneration from salaries, director fees or bonuses, save to the extent provided in the table. He is primarily remunerated via dividends he receives from his indirect shareholdings in the Company, as well as benefit from increases in the value of those shareholdings. This structure has historically aligned his interests with the Company’s performance, incentivising both short-term achievements for immediate dividends and long-term value creation for sustained growth. Equally, Mr. Philippe Mennicken does not receive any other fixed remuneration for his office on the Board, other than provided in the table but is remunerated as per Group compensation policy applicable to key management personnel, as well as via dividends he receives from his indirect shareholding. This structure is aligned with the interests and the Groups’ performance, incentivising both short-term achievements for immediate dividends and long-term value creation for sustained growth. In respect of 2024, the following remuneration amounts have been approved for award: Name Position Amount Kolinda Grabar-Kitarović Chair of the Board and Non-Executive, independent Director Euro 100,000 (fixed fee) Christianos Hadjiminas Founder, Vice-Chair of the Board, CEO and Executive Director Euro 60,000 (attributable to his position on the Board) Philippe Mennicken Deputy CEO, Business Development Director and Executive Director Euro 30,000 (fixed fee) Stelios Anastasiou Executive Director Euro 30,000 (fixed fee) Efstathios Potamitis Non-Executive, non-independent Director Euro 45,000 (fixed fee) Hans-Peter Bartels Non-Executive, non-independent Director Euro 45,000 (fixed fee) Maria Athienitou Anastasiou Non-Executive, independent Director Euro 55,000 (fixed fee)

134 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF THEON INTERNATIONAL PLC Report on the Audit of the Consolidated Financial Statements Opinion We have audited the consolidated financial statements of Theon International PLC (the “Company”) and its subsidiaries (the “Group”), which are presented on pages 142 to 218 and comprise the consolidated statement of financial position as at 31 December 2025, and the consolidated statements of profit or loss and other comprehensive income, changes in equity and cash flows for the year then ended, and notes to the consolidated financial statements, including material accounting policy information. In our opinion, the accompanying consolidated financial statements give a true and fair view of the consolidated financial position of the Group as at 31 December 2025, and of its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with IFRS Accounting Standards as adopted by the European Union and the requirements of the Cyprus Companies Law, Cap. 113 (the “Companies Law, Cap.113”). Basis for Opinion We conducted our audit in accordance with International Standards on Auditing (“ISAs”). Our responsibilities under those standards are further described in the “Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements” section of our report. We remained independent of the Group throughout the period of our appointment in accordance with the International Code of Ethics (including International Independence Standards) for Professional Accountants of the International Ethics Standards Board for Accountants (“IESBA Code”) together with the ethical requirements in Cyprus that are relevant to our audit of the consolidated financial statements, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. KPMG Limited, a private company limited by shares, registered in Cyprus under registration number HE 132822 with its registered office at 14, Esperidon Street, 1087, Nicosia, Cyprus. KPMG Limited Chartered Accountants 14 Esperidon Street, 1087 Nicosia, Cyprus P.O. Box 21121, 1502 Nicosia, Cyprus T: +357 22 209000, F: +357 22 678200 Limassol P.O. Box 50161, 3601 T: +357 25 869000 F: +357 25 363842 Larnaca P.O: Box 40075, 6300 T: +357 24 200000 F: +357 24 200200 Paphos P.O. Box 60288, 8101 T: +357 26 943050 F: +357 26 943062 Paralimni/Ayia Napa P.O. Box 33200, 5311 T: +357 23 820080 F: +357 23 820084 Polis Chrysochous P.O. Box 66014, 8330 T: +357 26 322098 F: +357 26 322722

135 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Key audit matters incorporating the most significant risks of material misstatements, including assessed risk of material misstatements due to fraud Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Revenue Recognition Refer to note 10 of the consolidated financial statements Key audit matter How the matter was addressed in our audit The Group’s revenue for the year ended 31 December 2025 amounted to €443.416.352. Due to the significance of the amounts, the volume of transactions, the inherent risk of revenue recognition at the wrong time and amount and due to the nature of the Group’s operations, we have concluded that revenue recognition is considered to be a key audit matter. Our audit procedures regarding the Revenue recognition included amongst others the following: • Obtained and examined the Group’s accounting policy with respect to revenue recognition and ensured that the policy is in compliance with the provisions of IFRS 15. • Assessed the design and implementation of controls related to revenue. • A sample of sales transactions which was derived from the general ledger and selected using statistical sampling methods, has been vouched to the related sales contracts or purchase orders submitted by clients, delivery notes, invoices, shipping documents. Subsequent settlement of invoices was also examined. • For a sample of sales transactions that occurred close to the reporting date, selected using the specific items sampling method, we have examined the related sales documentation (delivery notes, invoices, shipping documents) to assess whether revenue has been properly recognized in the correct accounting period. • A sample of credit notes issued subsequent to 31 December 2025 has been examined in order to assess whether they have been properly recognized in the correct accounting period. • Considered adequacy of the disclosures in the consolidated financial statements. INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF THEON INTERNATIONAL PLC

136 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Reporting on other information The Board of Directors is responsible for the other information. The other information comprises the information included in the Annual Report but does not include the financial statements and the auditor’s report thereon. Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon, except as required by the Companies Law, Cap.113. In connection with our audit of the consolidated financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. With regards to the Sustainability Statement (which is an integral part of the Management Report) and other information, with the exception of the Management Report and the Corporate Governance Statement, we have nothing to report. With regards to the Management Report (excluding the Sustainability Statement) and the Corporate Governance Statement, our report is presented in the ‘”Report on other legal and regulatory requirements’’ section. Responsibilities of the Board of Directors and Those Charged with Governance for the Consolidated Financial Statements The Board of Directors is responsible for the preparation of consolidated financial statements that give a true and fair view in accordance with IFRS Accounting Standards as adopted by the European Union and the requirements of the Companies Law, Cap. 113, and for such internal control as the Board of Directors determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. In preparing the consolidated financial statements, the Board of Directors is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless there is an intention to liquidate the Company or to cease the Group’s operations, or there is no realistic alternative but to do so. The Board of Directors and those charged with governance are responsible for overseeing the Group’s financial reporting process. INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF THEON INTERNATIONAL PLC

137 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements Our objectives are to obtain reasonable assurance about whether the consolidated 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 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 these consolidated financial statements. As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also: • Identify and assess the risks of material misstatement of the consolidated 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 internal control. • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors. • Conclude on the appropriateness of the Board of Directors’ use of the going concern basis of accounting 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 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 consolidated 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 to cease to continue as a going concern. • Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves 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 consolidated financial statements. We are responsible for the direction, supervision and review of the audit work performed for the 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. INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF THEON INTERNATIONAL PLC

138 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements (continued) 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 of the current period and are therefore the key audit matters. Report on Other Legal and Regulatory Requirements Requirements of Article 10(2) of the EU Regulation 537/2014: Date of appointment and period of engagement We were first appointed auditors of the Company on 16 August 2023 by the General Meeting of the Company’s members to audit the financial statements of the Company for the year ended 31 December 2023. Our total uninterrupted period of engagement is 3 years covering the periods ended 31 December 2023 to 31 December 2025. Consistency of auditor’s report to the additional report to the Audit Committee We confirm that our audit opinion on the consolidated financial statements expressed in this report is consistent with the additional report presented to the Audit Committee of the Company, which is dated 20 April 2026, in accordance with Article 11 of the EU Regulation 537/2014. Provision of Non-audit Services We have not provided any prohibited NAS referred to in Article 5 of EU Regulation 537/2014 as applied by Section 72 of the Auditors Law of 2017, L.53(I)2017 (“Law L.53(I)/2017”). European Single Electronic Format We have examined the digital files of the European Single Electronic Format (ESEF) of Theon International PLC for the year ended 31 December 2025 comprising an XHTML file which includes the consolidated financial statements for the year then ended and XBRL files with the marking up carried out by the entity of the consolidated statement of financial position as at 31 December 2025, and the consolidated statements of profit or loss and other comprehensive income, changes in equity and cash flows for the year then ended, and all disclosures made in the consolidated financial statements or made by cross-reference therein to other parts of the annual financial report for the year ended 31 December 2025 that correspond to the elements in Table 1 of Annex II of the EU Delegated Regulation 2019/815 of 17 December 2018 of the European Commission, as amended from time to time (the “ESEF Regulation”) (the “digital files”). INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF THEON INTERNATIONAL PLC

139 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report European Single Electronic Format (continued) The Board of Directors of Theon International PLC is responsible for preparing and submitting the consolidated financial statements for the year ended 31 December 2025 in accordance with the requirements set out in the ESEF Regulation. Our responsibility is to examine the digital files prepared by the Board of Directors of Theon International PLC. According to the Audit Guidelines issued by the Institute of Certified Public Accountants of Cyprus (the “Audit Guidelines”), we are required to plan and perform our audit procedures in order to examine whether the content of the consolidated financial statements included in the digital files correspond to the consolidated financial statements we have audited, and whether the format and marking up included in the digital files have been prepared in all material respects, in accordance with the requirements of the ESEF Regulation. In our opinion, the digital files examined correspond to the consolidated financial statements, and the consolidated financial statements included in the digital files, are presented and marked- up, in all material respects, in accordance with the requirements of the ESEF Regulation. Other Legal Requirements Pursuant to the additional requirements of law L.53(Ι)/2017, and based on the work undertaken in the course of our audit, we report the following: • In our opinion, the Management Report, the preparation of which is the responsibility of the Board of Directors, has been prepared in accordance with the requirements of the Companies Law, Cap 113, excluding the sustainability reporting requirements set out in Article 151B and the information given is consistent with the consolidated financial statements. • In the light of the knowledge and understanding of the business and the Group’s environment obtained in the course of the audit, we have not identified material misstatements in the Management Report. • In our opinion, based on the work undertaken in the course of our audit, the information included in the Corporate Governance Statement in accordance with the requirements of subparagraphs (iv) and (v) of paragraph 2(a) of Article 151 of the Companies Law, Cap. 113, have been prepared in accordance with the requirements of the Companies Law, Cap, 113, and is consistent with the consolidated financial statements. • In our opinion, based on the work undertaken in the course of our audit, the Corporate Governance Statement includes all information referred to in subparagraphs (i), (ii), (iii), (vi) and (vii) of paragraph 2(a) of Article 151 of the Companies Law, Cap.113. • In light of the knowledge and understanding of the Group and its environment obtained in the course of the audit, we are required to report if we have identified material misstatements in the Corporate Governance Statement in relation to the information disclosed for items (iv) and (v) of the subparagraph 2(a) of Article 151 of the Companies Law, Cap. 113. We have not identified any material misstatements in this respect. INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF THEON INTERNATIONAL PLC

140 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Other Matter This report, including the opinion, has been prepared for and only for the Company’s members as a body in accordance with Article 10(1) of the EU Regulation 537/2014 and Section 69 of Law L.53(Ι)/2017 and for no other purpose. We do not, in giving this opinion, accept or assume responsibility for any other purpose or to any other person to whose knowledge this report may come to. The engagement partner on the audit resulting in this independent auditor’s report is Antonis I. Shiammoutis. Antonis I. Shiammoutis, FCA Certified Public Accountant and Registered Auditor for and on behalf of KPMG Limited Certified Public Accountants and Registered Auditors 14 Esperidon Street 1087 Nicosia Cyprus 20 April 2026 INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF THEON INTERNATIONAL PLC

Theon International Annual Report 2025 141 Declaration Statement Management Report Corporate Governance Report Financial Report CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 Consolidated Statement of Financial Position 142 Consolidated Statement of Profit or Loss and Other Comprehensive Income 143 Consolidated Statement of Changes in Equity 144 Consolidated Statement of Cash Flows 146 Notes to the Consolidated Financial Statements 148

142 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 31 December 31 December In euro Note 2025 2024 Assets Property plant and equipment 17. 40,378,228 32,382,731 Intangible assets and goodwill 18. 31,076,761 22,115,520 Right of use assets 19. 2,124,533 1,034,232 Investment property 20. – 641,662 Investment in equity-accounted investees 22. 12,087,278 3,546,272 Other non-current assets 249,738 177,945 Other financial assets 26. 200 14,505 Deferred tax assets 14. 1,876,820 1,027,877 Non-current assets 87,793,558 60,940,744 Inventories 24. 87,201,367 75,897,083 Trade accounts receivable 25. 143,239,078 125,949,916 Other receivables 25. 8,377,155 7,620,624 Other financial assets 26. 32,735,369 721,746 Prepayments 27. 6,915,925 3,499,908 Term deposits 38a. – 30,000,000 Cash and cash equivalents 28. 256,820,153 87,805,420 Current assets 535,289,047 331,494,697 Total assets 623,082,605 392,435,441 Equity Share Capital 29. 786,246 700,000 Capital Reserve 29. 241,207,266 93,917,316 Merger Reserve 29. (27,937,057) (27,937,057) Reserves 29. 184,187,892 157,685,137 Equity attributable to the owners of the Company 398,244,347 224,365,396 Non-controlling interests 29. 12,575,412 11,837,225 Total equity 410,819,759 236,202,621 In euro Note 31 December 2025 31 December 2024 Liabilities Loans and borrowings 31. 121,780,572 46,767,331 Provision for staff retirement indemnities 15. 522,008 294,140 Accrued and other non-current liabilities 35. 295,662 – Lease liabilities 19. 1,157,307 533,644 Government grants 32. 14,009 50,623 Deferred tax liabilities 14. 1,010,880 1,034,085 Non-current liabilities 124,780,438 48,679,823 Trade accounts payable 33. 38,484,848 36,382,023 Lease liabilities 19. 985,261 512,680 Loans and borrowings 31. 6,036,223 28,280,395 Amount owed for share buy-back 29. – 6,661,494 Contract liabilities 34. 2,110,514 4,859,278 Income tax payable 16,385,079 14,802,925 Accrued and other current liabilities 33. 23,480,483 16,054,202 Current liabilities 87,482,408 107,552,997 Total liabilities 212,262,846 156,232,820 Total equity and liabilities 623,082,605 392,435,441 On 20 April 2026, the Board of Directors of Theon International Plc authorised the issuance of these consolidated financial statements. Christianos Hadjiminas Stelios Anastasiou CEO & Vice Chairman of Board of Directors Director The notes on pages 148-218 are an integral part of the consolidated financial statements. Consolidated Statement of Financial Position

143 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 2024 In euro Note 2025 Restated* Revenue 10. 443,416,352 352,364,019 Cost of sales 11c. (298,664,277) (243,154,074) Gross profit 144,752,075 109,209,945 Other income 11a. 2,039,449 1,635,272 Administrative expenses 11c. (30,588,907) (14,357,687) Selling and distribution expenses 11c. (4,855,087) (3,734,355) Research and development expenses 11c. (5,340,576) (4,799,400) Impairment loss on financial assets 38a. (209,346) (662,622) Other expenses 11b. (270,795) (439,302) Share of profit of core equity-accounted investees 22. 3,248,682 2,447,187 Operating profit 108,775,495 89,299,038 Finance income 11,084,477 5,369,212 Finance costs (14,320,076) (7,970,294) Net finance costs 12. (3,235,599) (2,601,082) Profit before tax 105,539,896 86,697,956 Income tax expense 13. (25,214,994) (20,169,815) Deferred tax 14. 868,993 910,854 Profit for the year after tax 81,193,895 67,438,995 Other comprehensive income Items that will not be reclassified to profit or loss Staff leaving indemnity 15. (14,336) (49,442) Deferred tax 14. – 10,877 (14,336) (38,565) Items that are or may be reclassified subsequently to profit or loss Foreign currency translation reserves 175,988 43,438 Gains on cash flow hedges 331,265 – Deferred tax 14. 3,154 – Consolidated Statement of Profit or Loss and Other Comprehensive Income For the year ended 31 December 2024 In euro Note 2025 Restated* 510,407 43,438 Other comprehensive income for the year, net of tax 496,071 4,873 Total comprehensive income for the year 81,689,966 67,443,868 Profit attributable to: Owners of the Company 80,455,708 67,420,163 Non-controlling interests 29. 738,187 18,832 81,193,895 67,438,995 Total comprehensive income attributable to: Owners of the Company 80,951,779 67,425,036 Non-controlling interests 29. 738,187 18,832 81,689,966 67,443,868 Earnings per share: Basic earnings per share 16. 1.16 0.98 Diluted earnings per share 16. 1.16 0.98 Adjusted Earnings before interest, tax, depreciation and amortisation (Adj EBITDA) 39. 120,104,048 93,343,534 * See Note 7.a for details regarding the restatement as a result of change in accounting policy. The notes on pages 148-218 are an integral part of the consolidated financial statements.

144 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report In euro Note Share Capital Capital Reserve Legal Reserve Other Reserves Treasury Reserve Foreign Exchange reserve Merger Reserve Hedging Reserve Retained Earnings Total Non- controlling interests Total Equity Balance at 1 January 2024 600,000 – 4,096,574 3,603,943 – 2,530,706 (27,937,057) – 94,463,342 77,357,508 – 77,357,508 Total comprehensive income for the year Profit for the year – – – – – – – – 67,420,163 67,420,163 18,832 67,438,995 Other comprehensive income – – – – – 43,438 – – (38,565) 4,873 – 4,873 Total comprehensive income for the year – – – – – 43,438 – – 67,381,598 67,425,036 18,832 67,443,868 Transactions with owners of the Company Issue of ordinary shares 29. 100,000 99,900,000 – – – – – – – 100,000,000 – 100,000,000 Qualifying costs attributable to equity transactions 29. – (5,982,684) – – – – – – – (5,982,684) – (5,982,684) Arising from business combinations 21. – – – – – – – – – – 11,815,888 11,815,888 Dividends 29. – – – – – – – – (14,438,234) (14,438,234) – (14,438,234) Other movements – – 3,745 – – – – – 25 3,770 2,505 6,275 Total transactions with owners of the Company 100,000 93,917,316 3,745 – – – – – (14,438,209) 79,582,852 11,818,393 91,401,245 Balance at 31 December 2024 700,000 93,917,316 4,100,319 3,603,943 – 2,574,144 (27,937,057) – 147,406,731 224,365,396 11,837,225 236,202,621 Consolidated Statement of Changes in Equity For the year ended 31 December

145 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report In euro Note Share Capital Capital Reserve Legal Reserve Other Reserves Treasury Reserve Foreign Exchange reserve Merger Hedging Reserve Reserve Retained Earnings Total Non- controlling interests Total Equity Balance at 1 January 2025 700,000 93,917,316 4,100,319 3,603,943 – 2,574,144 (27,937,057) – 147,406,731 224,365,396 11,837,225 236,202,621 Total comprehensive income for the year Profit for the year – – – – – – – – 80,455,708 80,455,708 738,187 81,193,895 Other comprehensive income – – – – – 175,988 – 334,419 (14,336) 496,071 – 496,071 Total comprehensive income for the year – – – – – 175,988 – 334,419 80,441,372 80,951,779 738,187 81,689,966 Transactions with owners of the Company Issue of ordinary shares 29. 86,246 151,193,103 – – – – – – – 151,279,349 – 151,279,349 Qualifying costs attributable to equity transactions 29. – (3,903,153) – – – – – – – (3,903,153) – (3,903,153) Dividends 29. – – – – – – – – (23,800,000) (23,800,000) – (23,800,000) Share buy-back 29. – – – – (30,647,700) – – – – (30,647,700) – (30,647,700) Other movements – – – – – – – – (1,324) (1,324) – (1,324) Total transactions with owners of the Company 86,246 147,289,950 – – (30,647,700) – – – (23,801,324) 92,927,172 – 92,927,172 Transfer from legal reserves to retained earnings – – (1,258,574) (2,882,510) – – – – 4,141,084 – – – Balance at 31 December 2025 786,246 241,207,266 2,841,745 (30,647,700) 721,433 2,750,132 (27,937,057) 334,419 208,187,863 398,244,347 12,575,412 410,819,759 The notes on pages 148-218 are an integral part of the consolidated financial statements. Consolidated Statement of Changes in Equity For the year ended 31 December

146 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Consolidated Statement of Cash Flows For the year ended 31 December In euro Note 2025 2024 Cash flows from operating activities Profit for the year after tax 81,193,895 67,438,995 Adjustments for: Depreciation of property, plant and equipment 17. 3,167,399 1,802,645 Depreciation of right of use assets 19. 593,743 496,158 Depreciation of investment property 20. 34,768 69,154 Amortisation of intangible assets 18. 232,573 142,204 Impairment of receivables 25. 209,346 661,876 Impairment/(Reversal of impairment) of other financial assets – 746 Net losses/(gains) on disposal of tangible assets 11a., 11b. 26,298 5,755 Impairment of inventory 24. 5,082,128 2,281,910 Amortisation of grants 32. (36,614) (304) (Gains)/Losses from valuation of derivatives 26. – 48,988 Net fair value gains on financial assets at fair value through profit or loss 26. (5,682,225) (99,835) Dividend Income 11a. (11,631) (8,979) Foreign Exchange losses/(gains) 12. 816,766 16,133 Day one gains from fair value recognition 11a. (734,112) (152,002) Loss from financial liabilities modifications 11b. – 82,594 Share of profit of equity-accounted investee, net of tax 22. (3,248,682) (2,447,187) Finance cost net 12. 8,101,058 2,684,784 Tax expense 13. 24,346,001 19,258,961 114,090,711 92,282,596 Changes in: Increase in inventories 24. (16,377,817) (6,411,056) Increase in prepayments (3,415,348) (611,487) Increase in trade and other receivables 25. (18,251,556) (74,410,176) Increase/(Decrease) in trade and other payables 33. 3,919,332 (18,322,792) Provision for staff retirement indemnities 130,794 61,954 Decrease in contract liabilities (2,748,764) (1,713,979) In euro Note 2025 2024 Cash from/(used in) operating activities 77,347,352 (9,124,940) Income tax paid (23,632,840) (13,518,737) Interest paid (8,215,736) (3,472,440) Net cash from/(used in) operating activities 45,498,776 (26,116,117) The notes on pages 148-218 are an integral part of the consolidated financial statements.

147 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Consolidated Statement of Cash Flows continued For the year ended 31 December In euro Note 2025 2024 Cash flows from investing activities Payments for property, plant and equipment 17. (11,385,491) (4,572,546) Payments for investment property 20. – (7,014) Payments for intangible assets 18. (7,270,603) (6,154,645) (Payments for)/Proceeds from business combinations, net of cash acquired 21. (69,455) 569,685 Payments for acquisition of associates 22. (6,878,280) – Payments for financial assets at fair value 26. (26,368,112) (456,000) Proceeds from sale of tangible and intangible assets 64,790 2,051,848 Decrease/(Increase) in investment in term deposits 30,000,000 (30,000,000) Proceeds from loans receivables – 12,649 Dividends received 1,585,956 8,979 Interest received 1,733,825 2,880,771 Net cash flows used in investing activities (18,587,370) (35,666,273) Cash flows financing activities Repayment of borrowings 31. (125,337,620) (147,538,630) Proceeds from borrowings from financial institutions 31. 177,976,098 154,163,623 Outflows of lease liabilities 19. (578,977) (503,297) Proceeds from share capital increase 29. 151,279,349 100,000,000 Payments for acquisition of treasury shares 29. (30,647,700) – Repayment of share buy back agreement 29. (6,970,390) (7,778,157) Dividends paid 29. (23,800,000) (14,438,234) Net cash flows from financing activities 141,920,760 83,905,305 Net increase in cash and cash equivalents 168,832,166 22,122,915 Cash and cash equivalents at 1 January 87,805,420 65,639,067 Foreign exchange differences 175,988 43,438 Cash and cash equivalents at 31 December 256,813,574 87,805,420 The notes on pages 148-218 are an integral part of the consolidated financial statements. 31 December 31 December In euro 2025 2024 Cash and cash equivalents 256,820,153 87,805,420 Bank overdraft (6,579) – Balances per statement of cash flows 256,813,574 87,805,420

148 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements 1. Reporting entity Theon International Plc (the “Company”) together with its subsidiaries form the Group “THEON” (the “Group”). Theon International Plc was incorporated in Cyprus on 10 August 2021 as a Private Limited Liability Company under the provisions of the Cyprus Companies Law, Cap. 113, is domiciled in the country of its incorporation and was converted to a Public Limited Liability Company on 13 September 2021. Its registered office is at 5 Agios Antonios Street, 1st floor, Office 102, 2002Nicosia, Cyprus. The Company was incorporated with the purpose to acquire the 100% of the issued share capital of Theon Sensors AG, a Company incorporated in Switzerland. The acquisitionagreements were concluded on 27 August 2021. For the acquisition of the share capital of Theon Sensors AG, the Group issued on 13 September 2021, 199,000 ordinary shares of €1.00 each in exchange for 204,082 issued and fully paid shares in Theon Sensors AG. Until 19 September 2023, the Group was listed on the Emerging Companies Market of the Cyprus Stock Exchange. On this date, the Group’s shares were delisted from the market. Simultaneously, the Group’s shares were also removed from the Central Securities Depository and Central Registry, in accordance with Article 19 of the Securities and Cyprus Stock Exchange (Central Securities Department and Central Registry) Law. On 7 February 2024, the Group listed its shares on the regulated market of Euronext Amsterdam. A total of 15.4 million ordinary shares, consisting of 10 million newly issued ordinary shares and 5.4 million existing ordinary shares (including 1.4 million shares of the over-allotment option), were placed with institutional and private investors as part of the private placement. The Group debuted with issue price at €10 per share. During the first days of trading, the over-allotment option has been partially exercised, leading to a total number of shares placed in the private placement of 14.3 million. The net IPO proceeds amounted to €93.9 million, designated for strategic acquisitions within the defence sector. The Group is a leading developer and manufacturer of customisable night vision, thermal imaging and Electro-Optical ISR systems for military and security applications in Europe with a global footprint. All products of the Group are compatible and fully tested for compliance with military standards, focusing on highly effective and ergonomically advanced systems that increase the safety and performance of soldiers during night operations. One of the featured advantages is that systems can be adjusted to meet the specific requirements of end users. By following flexible procedures, prompt responses to adjustment requests are ensured within a short timeframe. The Group offers expert guidance to clients in selecting the ideal systems tailored to their specific purposes and mission profiles and provides training services at all levels. Professional and full after-sales support is yet another key feature of the Group’s international success, as it provides customised support and maintenance solutions. Significant developments in the current financial year The following events and transactions occurred during the financial year: • The acquisition of NVT Sensor General Trading LLC (refer to Note 21) • The acquisition of Focus Optech Co., LTD which was subsequently renamed to Theon Korea Co. Ltd (refer to Note 21) • The investment in Varjo Technologies Oy through a convertible loan (refer to Note 26) • The investment in Kopin Europe Ltd and Kopin Corporation (refer to Note 22 and Note 26) • The acquisition of a new senior revolving credit facility (refer to Note 31) • The rights issue of 8,624,645 new ordinary shares (refer to Note 29) Operating environment of the Group During 2025, the geopolitical environment remained characterised by regional instability and elevated defence and security considerations, influencing government spending priorities and procurement programmes. As of the beginning of fiscal year 2026, the global environment continues to be characterised by elevated geopolitical tensions. In addition to the ongoing war in Ukraine, renewed escalation of tensions in the Middle East in early 2026 has further highlighted the fragile geopolitical landscape, with potential implications for energy markets, international supply chains and global trade.

149 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 1. Reporting entity (continued) Operating environment of the Group (continued) While this geopolitical environment is associated with increased volatility at a global level, the defence and security sector continues to demonstrate structural resilience. Heightened geopolitical tensions have led many countries to prioritise defence and security expenditure, resulting in sustained demand for defence-related equipment and solutions. Against this backdrop, Management considers the Group to be well positioned within the current geopolitical environment. The Group’s Management assesses continuously the possible impact of any changes to the macroeconomic and financial environment in global level, in order to ensure that all the necessary action and measures are taken to minimise any effects on the Group’s activities. Management considers that the projected increase in defence and security expenditure worldwide will have a positive impact on the Group’s financial results throughout 2026. 2. Basis of accounting These consolidated financial statements have been prepared in accordance with IFRS Accounting Standards as adopted by the European Union (EU) and the requirements of the Cyprus Company Law, Cap. 113. IFRS Accounting Standards comprise the followingauthoritative literature: • IFRS Accounting Standards • International Accounting Standards • Interpretations developed by the IFRS Interpretations Committee (IFRIC interpretations) or its predecessor body, the Standing Interpretations Committee (SIC Interpretations). The consolidated financial statements were authorised for issue by the Company’s Board of Directors on 20 April 2026. 3. Basis of measurement The consolidated financial statements have been prepared on a historical cost or deemed cost basis except for the provision for staff retirement indemnities, lease liabilities which are measured at present value and other financial assets which are measured at fair value, keeping each year separate, ensuring uniform presentation. Going concern Management assesses the Group’s financial position in relation to the risks the Group faces, its capital adequacy and any major uncertainties relating to the Group’s ability to continue operating in the foreseeable future, and in particular for at least 12 months from the date of the approval of the consolidated financial statements. Management considers that the consolidated financial statements can safely be prepared on a going concern basis, since there are no major uncertainties in relation to the Group’s ability to continue to operate in the foreseeable future. 4. Functional and presentation currency The consolidated financial statements are presented in euro, which is the Company’s functional currency. All amounts have been rounded up to no decimals, unless otherwise indicated. Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (“the functional currency”). 5. Consolidated Financial Statements The consolidated financial statements comprise Theon International Plc (the “Company”) and its subsidiaries (together referred to as the “Group”). 6. Use of judgements and estimates In preparing these consolidated financial statements, Management has exercised judgement and used accounting estimates that affect the application of accounting policies and the reported amounts of assets and liabilities, income, and expenses. Although these estimates and judgements are based on the Management’s knowledge of current events and actions that may be undertaken in the future, actual results may differ from these estimates. The significant judgements made by Management in applying the Group’s accounting policies and the key sources of estimation uncertainty were the same as those described in the last annual consolidated financial statements.

150 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 6. Use of judgements and estimates (continued) a. Judgement In the process of applying the Group’s accounting policies, Management has made the following judgements, apart from those involving estimations as described below, which have the most significant effect on the amounts recognised in the consolidated financial statements: Net realisable value of inventories The Group uses its judgement derived from its experience in the industry in which it operates to make the best estimate of future selling prices of its inventory. On a consistent basis, the current selling prices prevailing just before and after the date of the consolidated financial statements are used as the basis for making estimates unless there is certainty that the inventories at the date of the consolidated financial statements will be disposed of at predetermined dates in the future with the result that the estimated selling prices at those dates are used to make the relevant calculations. b. Assumptions and estimation uncertainties The key items concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below: Provision for doubtful debts The allowance for expected credit losses for trade receivables and contract assets is calculated at an individual level when there is an indication of impairment. For receivables and contract assets without any indication of impairment the expected credit losses are based on historical data combined with forward-looking factors affecting credit risk, such as country risk. Expected loss rates are updated at every reporting date. Details of the key assumptions and inputs used are disclosed in Note 38. Goodwill The key assumptions underlying the recoverable amounts used in the impairment testing of goodwill and intangible assets are disclosed in Note 18. Measurement of fair values The Group has established a control framework with respect to the measurement of fair values of financial assets. Refer to Note 26 for the key assumptions applied in the fair value measurements, specifically Level 3 fair values. 7. Material accounting policies a. Consolidation Business combinations The acquisition method of accounting is used to account for all business combinations when all the activities and assets acquired meet the definition of a business and control is transferred to the Group. To determine whether a particular set of activities and assets constitutes a business, the Group assesses whether the set of assets and activities acquired includes at least one input and a substantive process and whether the processes applied to those inputs have the ability to contribute to the creation of outputs. The Group has the option to apply on a transaction level a “concentration control” that allows a simplified assessment of whether an acquired set of activities and assets is not a business. This optional “concentration control” is met if substantially all the fair value of the gross assets acquired is aggregated into a single identifiable asset or a set of similar identifiable assets. The consideration transferred for the acquisition of a subsidiary comprises the fair values of the assets transferred, the liabilities incurred to the former owners of the acquired business, the equity interests issued by the Group, the fair value of any asset or liability resulting from a contingent consideration arrangement, and the fair value of any pre-existing equity interest in the subsidiary. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are, with limited exceptions, measured initially at their fair values at the acquisition date. The Group recognises any non-controlling interest in the acquired entity on an acquisition-by-acquisition basis, either at fair value or at the non-controlling interest’s proportionate share of the acquired entity’s net identifiable assets. The excess of the consideration transferred, the amount of any non-controlling interest in the acquired entity, and the acquisition-date fair value of any previous equity interest in the acquired entity over the fair value of the net identifiable assets acquired is recorded as goodwill. Any goodwill arising is checked annually for impairment. If those amounts are less than the fair value of the net identifiable assets of the business acquired, the difference is recognised directly in profit or loss as a bargain purchase. Transaction costs are expensed when incurred, unless related to the issuance of bonds or equity securities.

151 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 7. Material accounting policies (continued) a. Consolidation (continued) Where settlement of any part of cash consideration is deferred, the amounts payable in the future are discounted to their present value as at the date of exchange. The discount rate used is the interest rate at which the Group could borrow from an independent source under corresponding terms and conditions (incremental borrowing rate). The price does not include amounts related to any pre-existing relationship settlement. These amounts are generally recognised in the results. Any price payable by the Group is initially recognised at its fair value at the date of acquisition and is categorised either in equity or as a financial liability. Contingent consideration is classified either as equity or as financial liability. Amounts that have been classified as a financial liability are reassessed at fair value and any changes are recognised in profit or loss. There is no subsequent measurement for amounts that have been recorded in equity. If the business combination is achieved in stages, the acquisition date carrying value of the acquirer’s previously held equity interest in the acquiree is remeasured to fair value at the acquisition date. Any gains or losses arising from such remeasurement are recognised in profit or loss. Reorganisations – Transactions Not Classified as Business Combinations Transactions that fall outside the scope of IFRS 3 Business Combinations are accounted for using the method of Business Combinations under Common Control, where the book value method (“Book-value accounting” or “Predecessor Value method”) is applied as follows: • The assets and liabilities of the acquired entity are recognised at their carrying amounts. The carrying amounts used are generally derived from the consolidated financial statements of the ultimate parent company, unless specific circumstances justify the use of alternative values. • No remeasurement of fair value is required. • No new goodwill arises from these transactions. • Any difference between the consideration transferred and the total carrying value of the acquired entity’s assets and liabilities at the transaction date is recognised directly in equity, within a separate reserve. Management has adopted this method of accounting for the business combination, as the restructuring which took place during 2021 (refer to Note 1) did not alter the shareholding Notes to the Consolidated Financial Statements continued structure or impact minority interests. Additionally, the restructuring did not involve any outflows of resources outside the Group. The difference between the acquisition price of an entity and the carrying value of its net assets is recorded as a Merger Reserve within equity reserves. This policy will be applied consistently for similar transactions in the future. Subsidiaries Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed to or entitled to variable returns from its involvement with the entity and has the ability to influence those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated (full consolidation) from the date on which control is transferred to the Group and are deconsolidated from the date that such control ceases. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group. Eliminations Transactions between group companies, balances and unrealised gains and losses (excluding foreign exchange gains and losses) related to transactions between group companies are eliminated. Also unrealised losses and unrealised gains are eliminated, but only to the extent that there is no indication of impairment. Non-controlling interests Non-controlling interests in the results and equity of subsidiaries are shown separately in the consolidated statement of profit or loss and other comprehensive income, statement of changes in equity and statement of financial position respectively. Associates Associates are all entities over which the Group has significant influence but not control or joint control. Investments in associates are accounted for using the equity method of accounting, after initially being recognised at cost. Joint arrangements Investments in joint arrangements are classified as either joint operations or joint ventures. The classification depends on the contractual rights and obligations of each investor, rather than the legal structure of the joint arrangement. The Group is involved in two joint venture. Interests in joint ventures are accounted for using the equity method, after initially being recognised at cost in the consolidated statement of financial position.

152 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 7. Material accounting policies (continued) a. Consolidation (continued) The Group recognises its direct right to the assets, liabilities, revenues and expenses of joint operations and its share of any jointly held or incurred assets, liabilities, revenues and expenses. Equity method Under the equity method of accounting, the investments are initially recognised at cost and adjusted thereafter to recognise the Group’s share of the post-acquisition profits or losses of the investee in profit or loss, and the Group’s share of movements in other comprehensive income of the investee in other comprehensive income. Dividends received or receivable from associates and joint ventures are recognised as a reduction in the carrying amount of the investment. Where the Group’s share of losses in an equity-accounted investment equals or exceeds its interest in the entity, including any other unsecured long-term receivables, the Group does not recognise further losses, unless it has incurred obligations or made payments on behalf of the other entity. Unrealised gains on transactions between the Group and its associates and joint ventures are eliminated to the extent of the Group’s interest in these entities. Unrealised losses are also eliminated, unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of equity-accounted investees have been changed where necessary to ensure consistency with the policies adopted by the Group. Change in accounting policy The Group reassessed the presentation of its share of profits of equity-accounted investees. The Group had previously presented its share of profits of all equity-accounted investees in a single line after operating profit. As of 1 January 2025, the Group elected to change the classification of its investments in joint ventures and associates to core and non-core investments and present its share of profits from core equity-accounted investees within operating profit. Core investments in joint ventures and associates are those which are considered to be part of the Group’s core operations and strategy, including high-tech defence programs and operational synergies that play a critical role in fulfilling contracts. The Group presents its share of profits from core equity-accounted investees within operating profit, reflecting the relevance of their underlying activities to the Group. The share of profits of non-core equity-accounted investees (i.e. investments that are not considered to be part of Notes to the Consolidated Financial Statements continued the Group’s core operations and strategy) are presented below operating profit. The Group presents cash flows in respect of its investments in core and non-core associates and joint ventures separately within investing activities, to reflect the distinction in the consolidated statement of profit or loss and other comprehensive income. As a result of the change in accounting policy, the comparative information for the year ended 31 December 2024 has been restated. In particular, operating profit, adjusted EBIT and adjusted EBITDA for 2024 increased by €2,447,187, with no impact on the Group’s profit for the year or equity. For the year ended 31 December 2025, information on the Group’s core equity-accounted investees is presented in Note 22. Changes in ownership interests The Group treats transactions with non-controlling interests that do not result in a loss of control as transactions with equity owners of the Group. A change in ownership interest results in an adjustment between the carrying amounts of the controlling and non-controlling interests to reflect their relative interests in the subsidiary. Any difference between the amount of adjustment to non-controlling interests and any consideration paid or received is recognised in Retained Earnings within equity. When the Group ceases to consolidate or equity account for an investment because of a loss of control, joint control or significant influence, any retained interest in the entity is remeasured to its fair value, with the change in carrying amount recognised in profit or loss. This fair value becomes the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate, joint venture or financial asset. In addition, any amounts previously recognised in other comprehensive income in respect of that entity are accounted for as if the Group had directly disposed of the related assets or liabilities. This might mean that amounts previously recognised in other comprehensive income are reclassified to profit or loss. If the ownership interest in a joint venture or an associate is reduced but joint control or significant influence is retained, only a proportionate share of the amounts previously recognised in other comprehensive income are reclassified to profit or loss where appropriate.

153 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 7. Material accounting policies (continued) b. Foreign currency Foreign currency transactions and balances Foreign currency transactions are translated into the functional currency of the group companies using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses arising from the settlement of such transactions during the period and the translation of monetary items denominated in foreign currencies at year-end exchange rates are recognised in profit or loss. Foreign exchange gains and losses that relate to receivables for the sale of goods are presented in the statement of profit or loss, within Cost of sales. All other foreign exchange gains and losses are presented in the statement of profit or loss, within Net finance costs. Non-monetary items denominated in foreign currencies and valued at historical cost are translated at the exchange rates ruling at that date. Non-monetary items denominated in foreign currencies and valued at fair value are translated at the exchange rates ruling at the dates when the fair value was determined. In this case, the resulting exchange differences from the change in fair value are recognised in profit or loss or directly in other comprehensive income, depending on the item. Business activities abroad The assets and liabilities of the companies participating in the consolidation and which are initially presented in a currency other than the presentation currency of the Group have been translated into euro at the closing rate of the balance sheet date. Income and expenses are translated into the Group’s presentation currency at the average exchange rates during the reporting period (unless the average exchange rate is a not reasonable approximation of the cumulative effect of the exchange rates prevailing at the dates of the transactions, in which case the income and expenses are translated at the exchange rates prevailing on the dates of the transactions). All resulting exchange differences are recognised in other comprehensive income and cumulatively in the Foreign Exchange Reserve within equity except for the portion of those differences allocated to non-controlling interests, when any. When a foreign operation is sold, the associated exchange differences are reclassified to profit or loss, as part of the gain or loss on sale. Notes to the Consolidated Financial Statements continued c. Property, plant and equipment Property, plant and equipment are measured at historical cost less accumulated depreciation and any impairment loss, apart from the Land category which is measured at historical cost less any impairment losses. The historical cost includes all expenses directly associated with acquisition of the items. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of any component accounted for as a separate asset is derecognised when replaced. All other repairs and maintenance are charged to profit or loss during the reporting period in which they are incurred. Subsequent expenditure is depreciated either over the remaining useful life of the asset or the period up to the next planned improvement, whichever is shorter. Depreciation is calculated using the straight-line method over the useful life of the assets. The useful life of each asset category is presented below:

Asset Category	Useful life
Buildings	25 to 50 years
Machinery and equipment	10 to 20 years
Motor vehicles	6.2 to 10 years
Fixtures and fittings	5 to 10 years
Computers	2 to 10 years

The residual values and useful lives of assets are re-examined and adjusted at the end of each reporting period if that is considered necessary. Where the carrying amount of an asset is greater than its recoverable amount, the value of the asset is written down to the recoverable amount.

154 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 7. Material accounting policies (continued) c. Property, plant and equipment (continued) Each asset and each important part thereof initially recognised is derecognised upon sale or when no future economic gain is expected from use or sale thereof. Gains and losses which arise from the sale of assets are calculated as the difference arising between the proceeds from sale and the carrying amount and included in profit or loss. d. Intangible assets and goodwill Goodwill on acquisitions of subsidiaries is included in intangible assets. Goodwill is not amortised but it is tested for impairment annually, or more frequently if events or changes in circumstances indicate that it might be impaired and is carried at cost less accumulated impairment losses. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold. Intangible assets acquired separately are recorded at historical cost. After initial recognition, intangible assets continue to be measured at historical cost, less the accumulated depreciation and accumulated impairment losses. Intangible assets generated in-house are capitalised if the relevant expenditure is associated with an intention on Management’s part, and a technical capability to complete the intangible asset (for use or sale), if there is a strong likelihood that there will be future financial gains and that there is a reliable system for measuring such costs. In all other cases, the relevant cost is recognised as an expense as incurred. The Group’s intangible assets have a limited useful life and are amortised over their useful life. They are tested for impairment when there are signs that some intangible assets may have suffered impairment. Intangible assets whose usage period is contractually specified are amortised over that period. Such assets without a usage period specified in the contract are amortised based on estimated useful economic life. The useful life and amortisation method for intangible assets with a specific useful life are re-examined at least in each year in which financial statements are prepared. Changes to the expected useful life or expected method by which future financial gains accrue for each intangible asset are treated as a change in an accounting estimate. The amortisation cost of intangible assets is recognised in the statement of profit or loss. Amortisation of all intangible assets is calculated using the straight-line method over the useful life of the assets. The estimated useful life of the most important categories of intangible assets is as follows:

Asset Category	Useful life
Other intangibles	3 to 10 years
Internally generated intangibles	5 to 10 years
Contractual specified	1 year

e. Investment property Investment property is investments that relate to all those properties (including land, buildings or parts of buildings or both) that are held by the Group either to earn rentals or for capital appreciation or both and are not used in commercial or other activities of the Group. Investment property is measured at cost less accumulated depreciation and impairment. Repairs and maintenance are recognised in the period in which they are incurred. Significant subsequent expenditure is capitalised if it results in an increase in the useful life of the property, enhance its productive capacity, or reduce operating costs. Transfers of property from the category of investment property shall be made only when there is a change in use, evidenced by the commencement of the Group’s own use or the commencement of the development with the intent to sale. Where the carrying amount of an asset is greater than its recoverable amount, the value of the asset is adjusted to the recoverable amount. The useful life of the investment property is 25 years. f. Impairment of non financial assets Goodwill and intangible assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Tangible and intangible assets which can be depreciated, are tested for impairment in case events or changes in the circumstances suggest that the carrying amount may no longer be recoverable. An impairment loss is recognised in profit and loss for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs of disposal and value in use. Notes to the Consolidated Financial Statements continued

155 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 7. Material accounting policies (continued) f. Impairment of non financial assets (continued) For the purposes of impairment testing, assets are grouped together in the lowest category for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units). Goodwill arising from a business combination is allocated to cash-generating units or groups of cash- generating units that are expected to benefit from synergies of the combination. Non-financial assets other than goodwill that suffered impairment are reviewed for possible reversal of the impairment at the end of each reporting period. The recoverable value of assets is either the fair value of asset less sale costs or the value in use, whichever is higher. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks to specific to the asset or cash-generating unit. An impairment loss is recognised if the carrying amount of the asset or cash-generating unit exceed its recoverable amount. g. Leases When recognising a contract as a lease, the Group examines all relevant facts and circumstances and excludes short-term leases (of less than 12 months) and leases where the leased property has low value. When a contract is or contains a lease, each lease element is recognised separately from the non-lease elements of the contract, unless the Group opts, as appropriate, for the sake of simplification to apply uniform recognition as a practical solution. The Group as lessee At the lease start date, the lessee recognises an asset with a right to use and a lease liability. Initial measurement of the right of use assets includes the lease liability, any rents paid on the rental period start date or prior to it, less any lease incentives collected, any initial direct costs incurred by the lessee and an estimate of the cost of returning the leased property to the state specified in the lease agreement. Notes to the Consolidated Financial Statements continued The initial measurement of the lease liability includes the current value of rents discounted using the presumed lease interest rate. If that interest rate cannot be easily set, the lessee’s differential borrowing rate is used. Subsequently, the right of use asset is reduced by the accumulated depreciation and impairment losses and any re-measurement of the lease liability is adjusted. Subsequently, the lease liability increases by the interest on the lease liability, and is reduced by the payment of rental costs, and is re-measured when the leased property is revalued, or the lease is amended. The Group as lessor The Group classifies the lease either as an operating lease or finance lease. Leases where the Group does not in effect transfer all risks and rewards of ownership are classified as operating leases. When the assets are leased in the context of operating leases, they are presented in the statement of financial position in accordance with the nature of each asset. Rental costs under operating leases are recognised in the results using the straight-line method over the duration of the lease. Initial direct costs incurred when signing an operating lease are added to the book value of the leased asset and are recognised in expenses over the term of the lease on the same basis of recognition as revenues from rental income. Any rental income is recognised as revenues in the period in which they are generated. h. Financial assets and financial liabilities Classification At initial recognition financial assets are classified in two measurement categories, those to be measured at amortised cost and those to be measured subsequently at fair value (either through other comprehensive income or through profit or loss). The criteria which must be taken into account in order to decide on how financial assets are to be initially categorised are as follows:

156 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 7. Material accounting policies (continued) h. Financial assets and financial liabilities (continued) Classification (continued) • The business model used by the business to manage such assets. There are 3 types of business models: – The business model where the objective is to hold financial instruments to collect the contractual cash flows (hold to collect) – The business model where the goal is achieved either by collecting the contractual cash flow or by selling the financial assets (hold to collect and sell) – Other business models • The characteristics of the instruments’ contractual cash flows Recognition of financial assets Regular way purchases and sales of financial assets are recognised on the trade date, being the date on which the Group commits to purchase or sell the asset. Measurement of financial assets At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss (FVTPL), transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at FVTPL are expensed in profit or loss. Debt instruments Subsequent measurement of debt instruments depends on the Group’s business model for managing the asset and the cash flow characteristics of the asset. There are three measurement categories into which the Group classifies its debt instruments. In order for a financial instrument to be classified as measured at amortised cost, all the following criteria must be met: • the instrument must be under a business model where the objective is to hold financial instruments to collect the contractual cash flows • the contractual terms governing the asset must exclusively seek cash flows of principal and interest on the unpaid principal which must be paid on specific dates (known as Solely Payments of Principal and Interest- SPPI) Interest income from these financial assets is included in Finance income using the effective interest rate method. Any gain or loss arising on derecognition is recognised directly in profit or loss and presented in Other income/(expenses). Impairment losses are presented as a separate line item in the statement of profit or loss. If an instrument meets such criteria but is held both for sale and to collection of contractual cash flows, it must be classified as measured at fair value through other comprehensive income (FVTOCI). Movements in the carrying amount are taken through OCI, except for the recognition of impairment gains or losses, interest income and foreign exchange gains and losses, which are recognised in profit or loss. When the financial asset is derecognised, the cumulative gain or loss previously recognised in OCI is reclassified from equity to profit or loss and recognised in Other income/(expenses). Interest income from these financial assets is included in Finance income using the effective interest rate method. Impairment expenses are presented as a separate line item in the statement of profit or loss. Instruments not falling into any of the two classification categories are measured at fair value through profit or loss (FVTPL). A gain or loss on a debt instrument that is subsequently measured at FVTPL is recognised in profit or loss and presented net within Net finance costs in the period in which it arises. Equity instruments The Group subsequently measures all equity investments at fair value. Where management has elected to present fair value gains and losses on equity investments in OCI, there is no subsequent reclassification of fair value gains and losses to profit or loss following the derecognition of the investment. Dividends from such investments continue to be recognised in profit or loss as other income when the Group’s right to receive payments is established. Changes in the fair value of financial assets at FVTPL are recognised in Net finance costs in the statement of profit or loss as applicable. Measurement of financial liabilities The Group measures financial liabilities at their carrying amount. Impairment of financial assets The Group assesses on a forward-looking basis the expected credit losses associated with its debt instruments carried at amortised cost and FVOCI. The impairment methodology applied depends on whether there has been a significant increase in credit risk.

157 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 7. Material accounting policies (continued) h. Financial assets and financial liabilities (continued) Impairment of financial assets (continued) For trade receivables, the Group applies the simplified approach permitted by IFRS 9, which requires expected lifetime losses to be recognised from initial recognition of the receivables. For further details refer to Note 38.a. Derecognition of financial assets Financial assets (or a part of a financial asset or part of a group of financial assets, as appropriate) cease to be recognised when: • the rights to an inflow of cash resources have expired or • the Group retains the right to an inflow of cash resources from a specific asset but has simultaneously undertaken an obligation to a third party to fully pay them without major delay, in the form of a transfer agreement or • the Group has transferred the right to an inflow of cash from a specific asset and at the same time has: (a) either materially transferred all risks and rewards of ownership or (b) has not materially transferred all risk and rewards of ownership but has transferred control over the specific asset • the Group’s write off policy is when it has exhausted its legal actions against the customers. Where the Group has transferred the rights to an inflow of cash resources from a specific asset but at the same time has not materially transferred all risks and rewards or control of the specific asset, the asset is recognised to the extent of the Group’s continuing involvement in the asset. A corresponding liability is also recognised. Continuing involvement in the form of a guarantee over the transferred asset is valued at either the initial value of the asset or the maximum amount the Group may be called to pay, whichever is lower. Derecognition of financial liabilities Financial liabilities cease to be recognised when the relevant obligation is cancelled or has expired. Where a financial liability is replaced by another one from the same lender with materially different terms, or where the terms of an existing obligation have materially changed, the swap or change is considered to be derecognition of the initial obligation and recognition of a new obligation. The difference with current values is recognised in the income statement. Derivatives and hedging activities Derivatives are initially recognised at fair value on the date when a derivative contract is entered into, and they are subsequently remeasured to their fair value at the end of each reporting period. The accounting for subsequent changes in fair value depends on whether the derivative is designated as a hedging instrument and, if so, the nature of the item being hedged. The Group designates certain derivatives as hedges of a particular risk associated with the cash flows of recognised assets and liabilities and highly probable forecast transactions (cash flow hedges). Cash flow hedges that qualify for hedge accounting At inception of the hedge relationship, the Group documents the economic relationship between hedging instruments and hedged items, including whether changes in the cash flows of the hedging instruments are expected to offset changes in the cash flows of hedged items. The Group documents its risk management objective and strategy for undertaking its hedge transactions. The fair values of derivative financial instruments designated in hedge relationships are disclosed in Note 26. The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognised in the Hedging Reserve within equity. The gain or loss relating to the ineffective portion is recognised immediately in profit or loss within “Other Income/Expenses”. Where option contracts are used to hedge forecast transactions, the Group designates only the intrinsic value of the options as the hedging instrument. Gains or losses relating to the effective portion of the change in intrinsic value of the options are recognised in the Hedging Reserve within equity. The changes in the time value of the options that relate to the hedged item (“aligned time value”) are recognised within OCI in the costs of Hedging Reserve within equity.

158 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 7. Material accounting policies (continued) h. Financial assets and financial liabilities (continued) Derivatives and hedging activities (continued) Cash flow hedges that qualify for hedge accounting (continued) When forward contracts are used to hedge forecast transactions, the Group generally designates only the change in fair value of the forward contract related to the spot component as the hedging instrument. Gains or losses relating to the effective portion of the change in the spot component of the forward contracts are recognised in the Hedging Reserve within equity. The change in the forward element of the contract that relates to the hedged item (“aligned forward element”) is recognised within OCI in the costs of Hedging Reserve within equity. In some cases, the entity might designate the full change in fair value of the forward contract (including forward points) as the hedging instrument. In such cases, the gains or losses relating to the effective portion of the change in fair value of the entire forward contract are recognised in the Hedging Reserve within equity. Amounts accumulated in equity are accounted for as follows: • Where the hedged item subsequently results in the recognition of a non-financial asset, both the deferred hedging gains and losses and the deferred time value of the option contracts or deferred forward points, if any, are included within the initial cost of the asset. The deferred amounts are ultimately recognised in profit or loss, because the hedged item affects profit or loss. • The gain or loss relating to the effective portion of the interest rate swaps hedging variable rate borrowings is recognised in profit or loss within finance cost at the same time as the interest expense on the hedged borrowings. When a hedging instrument expires, or is sold or terminated, or when a hedge no longer meets the criteria for hedge accounting, any cumulative deferred gain or loss and deferred costs of hedging in equity at that time remains in equity until the forecast transaction occurs, resulting in the recognition of a non-financial asset such as inventory. When the forecast transaction is no longer expected to occur, the cumulative gain or loss and deferred costs of hedging that were reported in equity are immediately reclassified to profit or loss. Derivatives that do not qualify for hedge accounting Certain derivative instruments do not qualify for hedge accounting. Changes in the fair value of any derivative instrument that does not qualify for hedge accounting are recognised immediately in profit or loss and are included in “Other Income/Expenses”. i. Inventories Inventories are stated at the lower of acquisition cost and net realisable value. Acquisition cost is calculated using the average weighted cost method. The cost of finished goods and work in progress consists of the cost of raw materials, direct labour, other direct costs and general industrial overheads associated with production (in accordance with normal production capacity). Net realisable value is the estimated selling price in the normal course of business, less the estimated selling and transaction costs necessary to make the sale. Any write-down to net realisable value is recognised as an expense in Cost of Sales in the statement of profit or loss. When impairment losses on inventories are significant, they are presented separately in the statement of profit or loss to ensure fair presentation. Provisions are recognised for impaired, obsolete, or slow-moving inventories. Inventory write-downs and losses are recognised in the period in which they are incurred. j. Trade accounts receivable Trade receivables are the balances owed by customers from the sale of goods or provision of services in the context of the Group’s normal course of business. Trade receivables are recognised initially at the amount of consideration that is unconditional, unless they contain significant financing components, in which case they are recognised at fair value. They are subsequently measured at amortised cost using the effective interest method, less loss allowance. See Note 38.a for a description of the Group’s impairment policies. k. Cash and cash equivalents Cash and cash equivalents include cash on hand, demand deposits, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Term deposits comprise term deposits which have an expiry date of longer than 3 months. Cash equivalents in the cash flow statement include not just cash and sight deposits but also short-term highly liquid investments and bank overdrafts, when applicable. Notes to the Consolidated Financial Statements continued

159 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 7. Material accounting policies (continued) k. Cash and cash equivalents (continued) Bank overdrafts are shown in Loans and borrowings within current liabilities in the statement of financial position. Cash and cash equivalents entail negligible risk of a change in their value. l. Capital and reserves Ordinary shares with and without voting rights are shown in the Share Capital within equity. The Share Capital shows the nominal value of the Company’s shares which have been issued and are in circulation. When new shares through public offering are issued, they are recorded in Share Capital at their nominal value. The excess of the offer price over the nominal value is recorded in Capital Reserve. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds. Information about reserves is presented in Note 29. m. Dividend distribution Dividends to shareholders are recognised as a liability for the period in which Management’s proposal for distribution is approved by the General Meeting of Shareholders. n. Loans and borrowings Loan obligations are initially recognised at fair value, net of transaction costs incurred (bank charges and bank or third-party commission). In subsequent periods, the loan obligations are measured at amortised cost using the effective interest rate method. Loan obligations are derecognised when the obligation specified in the contract is extinguished, cancelled or expired. Loan obligations are classified as current liabilities unless, at the end of the reporting period, the Group has the right to defer settlement of the liability for at least 12 months after the reporting period. Covenants that the Group is required to comply with, on or before the end of the reporting period, are considered in classifying loan arrangements with covenants as current or non-current. Covenants that the Group is required to comply with after the reporting period do not affect the classification at the reporting date. Notes to the Consolidated Financial Statements continued o. Share buy back When shares recognised as equity are repurchased, the amount of the consideration paid, which includes directly attributable costs, net of any tax effects, is recognised as a deduction from equity in Treasury Reserve. Repurchased shares are classified as treasury shares and are presented in the Treasury Reserve. When treasury shares are sold or reissued subsequently, the amount received is recognised as an increase in Treasury Reserve and the resulting surplus or deficit on the transaction is presented within Retained Earnings. p. Employee benefits Short-term obligations Liabilities for wages and salaries, including non-monetary benefits, annual leave and sick leave that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees’ services up to the end of the reporting period, and they are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as Salaries and employee-related payables in Accrued and other current liabilities in the statement of financial position. Pension and other post-employment obligations The Group does not participate in pension and other post-employment benefit plans or defined benefit, or defined contribution plans apart from the statutory social security schemes which are mandatory by the laws. Defined Contribution Plans Defined contribution plans mean pension plans where the Group pays fixed contributions to a separate entity. The Group has no legal or presumed obligation to pay additional contributions in the case where the fund’s resources would not be adequate to pay employees benefits for their service, relating to the current period and past periods. For defined contribution plans, the Group pays the mandatory contributions required by public social security funds. Once the contributions are paid, the Group is not obliged to pay any additional contributions. Regular contributions are recognised as a cost of employee benefits when they become payable. Any prepaid contributions are recognised as an asset to the extent that prepayment would lead to a reduction in future payments or the return of cash.

160 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 7. Material accounting policies (continued) p. Employee benefits (continued) Defined Benefit Plans Defined benefit plan means a pension plan or plan involving other post-employment benefits which is not a defined contribution plan. Post-employment benefit obligations at the end of the current and previous period are calculated in line with an actuarial study using the projected credit unit method. The obligation arising from defined benefit plans is the present value of the commitment to provide a defined benefit at the end of the reporting period less the fair value of any assets the plan has. The present value of the commitment to provide a defined benefit is calculated using the discount rate for corporate bonds with a high credit rating in euro, whose term approximates the duration of the relevant pension obligation. The cost of past service is recognised in the statement of profit or loss, broken down into current cost of service and cost of past service, gains and losses from reductions and the cost of settling pay. The net financial income or expenses are recognised in Net finance costs in the statement of profit or loss. Re-assessments, broken down into actuarial gains or losses and the difference between the estimated and actual performance of the plan’s assets, are recognised in the statement of financial position in the Retained earnings account through the statement of other comprehensive income for the period. The reassessments are not reclassified in the income statement in subsequent periods. Employment termination benefits Employment termination benefits are payable when an employee’s employment is terminated by the Group before the normal retirement date or when the employee agrees to voluntarily leave in return for these benefits. The Group records these benefits on whichever of these dates is first: a) when the Group can no longer withdraw the offer of such benefits and b) when the Group recognises an expense from restructuring which is in the context of implementing IAS 37, which includes payment of employment termination benefits. Where an offer to encourage voluntary redundancy is made, employment termination benefits are calculated based on the number of employees who are expected to accept the offer. Employment termination benefits due 12 months after the end of the reporting period are discounted at present value. Employee profit sharing and bonus schemes The obligation to provide benefits to employees in the form of profit sharing or performance bonuses is shown in Other provisions within Accrued and other current liabilities when there is an official scheme and the amounts to be paid have been specified before the date on which the consolidated financial statements are published, or if previous Group practices have given rise to a strong expectation from employees that they will be paid a performance bonus/ profit share-out and the amount can be estimated before the date on which the consolidated financial statements are approved. q. Government grants Government grants are recognised at fair value where there is a reasonable assurance that the grant will be received, and the Group will comply with all relevant conditions. Government grants relating to expenses are initially recognised as liabilities in the period in which they are collected or there is a reasonable assurance that will be received. Subsequently, they are recognised as income in the period in which the subsidised expenses are incurred. Government grants relating to the purchase of property, plant and equipment are included in non-current liabilities as deferred income and credited to profit or loss on a straight-line basis over the expected useful lives of the related assets. r. Trade accounts payable Trade payables are liabilities for goods or services provided from suppliers in the normal course of the Group’s business prior to the end of the financial year which are unpaid.

161 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 7. Material accounting policies (continued) r. Trade accounts payable (continued) Trade payables are recorded as current, unless payment is not due within 12 months after the reporting period. Trade payables are initially recognised at fair value and are subsequently measured at amortised cost using the effective interest rate method. s. Provisions Provisions are recognised when there is a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources will be needed to settle the obligation, and the amount required can be reliably estimated. Provisions are not recognised for future operating losses. The Group forms a provision for onerous contracts when the financial gain expected to flow from such contracts is less than the unavoidable cost of complying with contractual obligations. Restructuring provisions include penalties for early termination of leases and payment of employment termination benefits and are recorded in the period in which the Group acquires the legal or presumed obligation to make payment. Costs associated with the Group’s normal business activity are not recognised as provisions before binding events occur. Provisions are measured at the present value of Management’s best estimate of the expenditure required to settle the present obligation at the end of the reporting period. The discount rate used to determine the present value is a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognised as financial expense. t. Income tax Tax for the period consists of current and deferred tax. The income tax expense or credit for the period is the tax payable on the current period’s taxable income, based on the applicable income tax rate for each jurisdiction, adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax losses. The current income tax is calculated based on the tax laws adopted or substantively adopted at the end of the reporting period in the countries where the Group and its subsidiaries operate and generate taxable income. Management periodically evaluates the positions taken in the tax returns when applicable tax laws are subject to interpretation and forms provisions, when needed, based on the amounts expected to be paid to the tax authorities. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously. Current tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively. u. Deferred tax Deferred income tax is calculated using the liability method on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. However, deferred tax liabilities are not recognised if they arise from the initial recognition of goodwill. Deferred income tax is also not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that, at the time of the transaction, affects neither accounting nor taxable profit or loss and does not give rise to equal taxable and deductible temporary differences. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantively enacted by the end of the reporting period and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled. Deferred tax assets are recognised to the extent that it is probable that future taxable amounts will be available to utilise those temporary differences and losses. Deferred tax assets and liabilities are offset where there is a legally enforceable right to offset current tax assets and liabilities and where the deferred tax balances relate to the same taxation authority. Deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.

162 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 7. Material accounting policies (continued) v. Revenue recognition Revenue from contracts with customers The Group’s revenues derive from a) the sale of night vision and thermal systems (thermal sights), other innovative electro-optical equipment and equipment for application to Defence and Security, and b) the provision of training/maintenance services related to the above sales. The Group recognises revenue, excluding interest and dividend income and other related income from financial instruments recognised under IFRS 9, upon the transfer of promised services to customers in amounts that reflect the consideration to which the Group expects to be entitled in exchange for those goods based on the following five-step approach: Step 1: Identify the contract for the sale of the goods. Step 2: Identify the separate performance obligations arising from the contract with the customer. Step 3: Determine the transaction price. Step 4: Allocate the transaction price to the obligations under the contract. Step 5: Recognise revenue as the Group satisfies its obligations under the contract with the customer. Revenue is recognised, in accordance with IFRS 15, at the amount that the Group expects to be entitled to a consideration for the transfer of goods when the customer obtains control of the goods, specifying the timing of the transfer of control – either at a point in time or over time. Revenue is defined as the consideration amount in exchange for the services or goods transferred to a customer, excluding amounts received on behalf of third parties (value added tax, other sales taxes). The Group recognises revenue when (or as) it satisfies its performance obligation to fulfil a contract by transferring the goods or services promised to the customer. The time of transfer of control is usually when the goods have been shipped to the customer’s location, unless otherwise specified in the terms of the contract. The terms governing contracts with customers are consistent with international commercial terms (Incoterms). Receivable from the customer is recognised when there is an unconditional right for the entity to receive consideration for the performed obligations of the contract to the customer. The Group has determined that sales of night vision, thermal and other equipment is a distinct performance obligation. The Group has concluded that revenue from the sale of products meets the criteria to be recognised at a particular point in time since it does not meet the recognition criteria to recognised over time. Transaction price is determined in the contract and it does not include variable consideration. The Group does not enter contracts where the period between the sale of goods promised to the customer and payment by the customer exceeds one year. Therefore, the Group does not adjust the transaction price for a significant financing component or the time value of money. Sales Invoices are issued the date that products are shipped to customer locations and they are generally payable between 0 and 120 days. Revenue from training and maintenance services is a distinct performance obligation where revenue is recognised over time since the customer simultaneously receives and consumes the benefits provided by the entity’s performance as the entity performs. The transaction price is determined in the contract, and it does not include variable consideration. Progress is determined based on the cost-to-cost method. The Group does not provide volume discounts to customers. The Group provides warranty for its products and has assessed that the warranty is not a separate performance obligation since it is an assurance warranty in for the order products to comply with agreed upon specifications. As a result, provision for warranty is accounted in accordance with IAS 37. Some customers require the Group to comply with contractual terms, including industrial development or localisation agreements, commonly referred to as offset agreements, as a condition for securing orders for its products. These agreements generally obligate the Group to fulfill specific commitments, such as in-country purchases, technology transfers, local manufacturing support, consulting services for domestic projects, investments in joint ventures, or financial support initiatives.

163 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 7. Material accounting policies (continued) v. Revenue recognition (continued) Revenue from contracts with customers (continued) Failure to meet these obligations may result in penalties payable to the customer. Such penalties constitute variable consideration and are deducted from revenue in accordance with IFRS 15. Contract assets A contract asset is recognised when a performance obligation is satisfied, meaning the work is complete and revenue has been recognised, but the payment remains conditional on the Group’s future performance. Contract liability A contract liability is recognised if a payment is received or a payment is due – whichever is earlier – from a customer before Group transfers the related goods or services. Contract liabilities are recognised as revenue when the Group fulfils its performance obligation under the contract (i.e. transfers control of the related goods or services to the customer). w. Expenses Expenses are recognised in the statement of profit or loss on an accrued basis. Interest expenses recognised on an accrual basis. x. Borrowing cost General and specific borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset are capitalised during the period of time that is required to complete and prepare the asset for its intended use or sale. Qualifying assets are assets that necessarily take a substantial period of time to get ready for their intended use or sale. The Group considers that a time of over 4 months is an extensive time period. All other borrowing costs are expensed as incurred. Borrowing costs consist of the interest and other costs that an entity incurs in connection with the borrowing of funds. y. Earnings per share Earnings per share are calculated by dividing the profit attributable to owners of the Company, excluding any costs of servicing equity other than ordinary shares by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the year and excluding treasury shares. There were no bonds convertible into shares or other potential securities convertible into shares that are less profitable during the reporting period, and therefore no diluted earnings per share have been calculated. 8. Adoption of new Standards, Interpretations, Revisions and Amendments to existing Standards by the European Union (EU) As from 1 January 2025 the Group has adopted all amendments in IFRS Accounting Standards as these were adopted by the European Union (“EU”) which are relevant to its operations. The following new or amended Accounting Standards and interpretations have been issued by International Accounting Standards Board (“IASB”) but are not yet effective for annual periods beginning on 1 January 2025. Those which may be relevant to the Group are set out below. The Group does not plan to adopt these new or amended Accounting Standards and interpretations early. a. New Standards, Interpretations, Revisions and Amendments to existing Standards adopted by the EU • IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures (Amendments): Classification and Measurement of Financial Instruments (effective for annual periods beginning on or after 1 January 2026) The IASB, following the post-implementation review of IFRS 9, issued on 30 May 2024 amendments to IFRS 9 and IFRS 7 to address identified issues. These amendments address the recognition and derecognition of financial assets and financial liabilities and include an accounting policy option for the derecognition of financial liabilities settled through an electronic payment system, if certain conditions are met.

164 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 8. Adoption of new Standards, Interpretations, Revisions and Amendments to existing Standards by the European Union (EU) (continued) a. New Standards, Interpretations, Revisions and Amendments to existing Standards adopted by the EU (continued) • IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures (Amendments): Classification and Measurement of Financial Instruments (effective for annual periods beginning on or after 1 January 2026) (continued) In addition, the amendments introduce an additional SPPI test for financial assets with environmental, social and governance (“ESG”)-linked features and other similar contingent features, which must be met to qualify for measurement at amortised cost. Additional disclosures will be required under IFRS 7 for those financial assets and liabilities with contingent features. The amendments clarify the key characteristics of contractually linked instruments (“CLIs”) and how they differ from financial assets with non-recourse features. The amendments also include factors that a company needs to consider when assessing the cash flows underlying a financial asset with non-recourse features (the “look through” test). Finally, there are new disclosure requirements for investments in equity instruments that are measured at fair value with gains or losses presented in other comprehensive income. Companies can choose to early-adopt amendments that relate to the classification of financial assets (including the associated disclosure requirements), separately from the amendments for the recognition and derecognition of financial assets and financial liabilities. • Annual Improvements to IFRS Accounting Standards – Volume 11 (effective for annual periods beginning on or after 1 January 2026) On 18 July 2024, the IASB issued the Annual improvements to IFRS Accounting Standards – Volume 11. These improvements aim to improve clarity and enhance the internal consistency of IFRS Accounting Standards. The amendments apply to IFRS 1, IFRS 7, IFRS 9, IFRS 10 and IAS 7. One of the key amendments resolves the existing conflict between IFRS 9 and IFRS 15 regarding the transaction price, by requiring companies to initially measure a trade receivable without significant financing component at the amount determined by applying IFRS 15. Additionally, amendments to IFRS 9 address the lack of clarity related to how a lessee accounts for the derecognition of a lease liability. • IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures (Amendments): Contracts Referencing Nature-dependent Electricity (effective for annual periods beginning on or after 1 January 2026) On 18 December 2024, the IASB issued targeted amendments to IFRS 9 and IFRS 7, to help companies better report the financial effects of nature-dependent electricity contracts, sometimes referred to as power purchase agreements (PPAs). The amendments apply only to contracts referencing nature-dependent electricity in which a company is exposed to variability in the underlying amount of electricity because the source of electricity generation depends on uncontrollable natural conditions (e.g. the weather). The amendments allow a company to apply the own-use exemption to PPAs if the company has been, and expects to be, a “net purchaser” of electricity over the contract period. The amendments apply retrospectively using facts and circumstances at the beginning of the reporting period of initial application without requiring prior periods to be restated. In addition, subject to certain conditions, the amendments permit companies to designate a variable nominal volume of forecasted sales or purchases of renewable electricity as the hedged transaction. The variable hedged volume is based on the variable volume expected to be delivered by the generation facility referenced in the hedging instrument. This would facilitate an economic offset between the hedging instrument and the hedged transaction, enabling companies to apply hedge accounting. The amendments apply prospectively to new hedging relationships designated on or after the date of initial application. The last amendment relates to additions of new disclosure requirements to enable investors to understand the effect of such contracts on a company’s financial performance and cash flows.

165 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 8. Adoption of new Standards, Interpretations, Revisions and Amendments to existing Standards by the European Union (EU) (continued) a. New Standards, Interpretations, Revisions and Amendments to existing Standards adopted by the EU (continued) • IFRS 18 Presentation and Disclosure in Financial Statements (effective for annual periods beginning on or after 1 January 2027) On 9 April 2024, the IASB issued a new accounting standard that will replace IAS 1 Presentation of Financial Statements, with retrospective application. A significant change introduced by this new standard is the requirement for companies to present a more structured statement of profit or loss. This involves classifying income and expenses into five distinct categories: operating, investing, financing, income taxes, and discontinued operations. With the adoption of IFRS 18, companies will also have to present two defined subtotals: the operating profit or loss and the profit or loss before finance expenses and income taxes. Companies’ net profit or loss will not change. Additionally, companies will need to disclose management-defined performance measures (MPMs) in a single and separate note in the financial statements if they meet the following criteria: the MPMs consist of subtotals of income and expenses included in the financial statements, are used by management in their public communications outside the financial statements and reflect management’s view in relation to the company’s overall financial performance. For each MPM disclosed, management will have to inform users of the financial statements how it was calculated, why it is important for their understandability and provide a reconciliation to the most comparable subtotal either listed in IFRS 18 or required by other IFRS Accounting Standards. Moreover, the new standard is expected to provide enhanced guidance on grouping of financial information in the primary financial statements or notes based on shared characteristics. In addition, all companies are required to use the operating profit or loss subtotal as the starting point for the statement of cash flows when presenting operating cash flows under the indirect method. Notes to the Consolidated Financial Statements continued b. Standards, Interpretations, Revisions and Amendments to existing Standards not adopted by the EU • IFRS 19 Subsidiaries without Public Accountability: Disclosures (effective for annual periods beginning on or after 1 January 2027) On 9 May 2024, the IASB issued IFRS 19, allowing eligible subsidiaries to present reduced disclosures under IFRS 19 instead of the more extensive disclosure requirements in other IFRS Accounting Standards. In line with IFRS 18, a specific disclosure required by IFRS 19 can be omitted, if information resulting from that disclosure, is not material. This election is available for subsidiaries preparing consolidated, separate, or individual financial statements, if and only if, at the end of the reporting period they do not have public accountability and have a parent company (ultimate or intermediary) that produces consolidated financial statements available for public use that comply with IFRS Accounting Standards. If the election is made, the subsidiary must state in its statement of compliance that it has applied IFRS 19. A subsidiary applying IFRS 19 can later choose to revoke this election. Further to the above, in August 2024 the IASB issued additional amendments to IFRS 19. These amendments extend the reduced disclosure requirements in IFRS 19 to Standards and amendments issued between February 2021 and May 2024. • IAS 21 The Effects of Changes in Foreign Exchange Rates (Amendments): Translation to a Hyperinflationary Presentation Currency (effective for annual periods beginning on or after 1 January 2027) On 13 November 2025, the IASB issued amendments to IAS 21 to address the absence of specific guidance for translating financial statements from a non-hyperinflationary functional currency into a hyperinflationary presentation currency. The amendments clarify that: – a company with a non-hyperinflationary functional currency uses the closing rate at the latest reporting date when translating all the financial statement amounts (including comparatives) into its presentation currency; and

166 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 8. Adoption of new Standards, Interpretations, Revisions and Amendments to existing Standards by the European Union (EU) (continued) b. Standards, Interpretations, Revisions and Amendments to existing Standards not adopted by the EU (continued) • IAS 21 The Effects of Changes in Foreign Exchange Rates (Amendments): Translation to a Hyperinflationary Presentation Currency (effective for annual periods beginning on or after 1 January 2027) (continued) – a company uses the closing rate at the latest reporting date when translating all amounts (except comparatives) of a foreign operation with a non-hyperinflationary functional currency and applies the general price index to restate the comparatives. The amendments also introduce specific disclosure requirements, including disclosure that the amendments have been applied and, when applicable, summarised financial information about foreign operations affected by the revised translation method. The amendments are applied retrospectively. Earlier application is permitted. • IFRS 10 Consolidated Financial Statements (Amendments) and IAS 28 Investments in Associates and Joint Ventures (Amendments): Sale or Contribution of Assets between an Investor and its Associate or Joint Venture (effective date postponed indefinitely; early adoption continues to be permitted) The amendments address an acknowledged inconsistency between the requirements in IFRS 10 and those in IAS 28, in dealing with the sale or contribution of assets between an investor and its associate or joint venture. The main consequence of the amendments is that a full gain or loss is recognised when a transaction involves a business (as defined in IFRS 3). A partial gain or loss is recognised when a transaction involves assets that do not constitute a business. In December 2015, the IASB postponed the effective date of this amendment indefinitely pending the outcome of its research project on the equity method of accounting. The Boad of Directors expects that the adoption of these standards or interpretations in future periods cannot be reliably estimated at this point of time. 9. Segment information The Group is active in one main operating business segment, Optronics. The Chief Operating Decision Maker (CODM) is the function responsible for allocating resources and assessing the operating segment’s performance. In the Group, this function has been identified as the Management team. The amounts reported to Management, with respect to segment revenue and segment assets, are measured consistently with the Group’s external reporting. Segment assets are tracked and managed based on the operations of the segment and the physical location of the asset. Given the relative uniformity of the Group’s components and its geographically based management structure, the consolidated financial statements provide segmental information organised by geography. Specifically, this information is categorised into the regions of Europe, Asia, Americas, Africa and Oceania. For further details, please refer to Note 10. Revenues from external customers have been identified on the basis of the customer’s geographical location. The parent entity, Theon International Plc, domiciled in Cyprus, generates no direct revenue, as it functions solely as a holding company. The Group’s non-current assets (other than investments accounted for using the equity method, other financial assets and deferred tax assets) are located into the following geographic regions: In euro

	31 December	31 December
	2025	2024
Cyprus (domicile)	1,893	2,163
Greece	36,398,954	26,733,365
Germany	22,393,074	20,183,827
Other countries	15,035,339	9,432,735
Total	73,829,260	56,352,090

Non-current assets are allocated based on their physical location. Notes to the Consolidated Financial Statements continued

167 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 10. Revenue a. Disaggregation of revenue from contracts with customers In the following table, revenue is disaggregated by primary geographical market, major products and timing of revenue recognition. For the year ended 31 December

In euro	2025	2024
Primary geographic markets
Europe	333,674,510	287,230,530
Asia	85,116,367	24,284,986
Americas	24,577,697	39,749,195
Africa	3,400	–
Oceania	44,378	1,099,308
	443,416,352	352,364,019
Major products categories
Night	413,643,186	320,997,353
Thermal	27,138,011	27,477,822
Platform based	164,000	–
Miscellaneous	454,437	1,728,935
Other	2,016,718	2,159,909
	443,416,352	352,364,019
Timing of revenue recognition
Products transferred at a point in time	442,923,084	351,225,505
Products and services transferred over time	493,268	1,138,514
	443,416,352	352,364,019
Revenue from contracts with customers	443,416,352	352,364,019
	443,416,352	352,364,019
Total Revenue	443,416,352	352,364,019

Notes to the Consolidated Financial Statements continued The Group has two optronic divisions which are night and thermal divisions. Segmentation is based on the fact that the relevant devices have different technologies, characteristics, and components (tubes/sensors), specifically, night vision products have image intensification technology and thermal products have thermal imaging technology. 1 European customer (38%) comprises more than 10% of total revenue in 2025 regarding mainly Night vision products (2024: 3 European customers accounting for 30%, 15% and 10% mainly for Night vision products). The 25.8% increase is due to the awarding of new contracts and the exercise of options on existing contracts. Additionally the soft order backlog amounts to €1,414.3 million as at 31 December 2025 (31 December 2024: €654.2 million), and is expected to be executed and recognised in revenue after 2026. Backlog is defined as the value of the order book as at the respective reporting date. It is calculated by taking the opening order book, adding new orders received during the reporting period, subtracting revenue recognised, and adjusting for any modifications, resulting in the closing order book. The “Other” category encompasses services and spare parts, while the “Miscellaneous” category includes any products that do not fit within the other defined categories. The Group has assessed that offset agreements (for more information on the accounting policy refer to Note 7.v) are accounted for as variable consideration in revenue for the years ended 31 December 2025 and 31 December 2024. Based on its plans and the progress made, the Group has determined that no penalties will be incurred concerning these offset agreements, as it expects to fulfill its contractual obligations.b. Contract balances The Group recognised the following assets and liabilities related to contracts with customers:

	31 December	31 December
In euro	2025	2024
Receivables which are included in trade accounts receivable	143,239,078	125,949,916
Contract Liabilities	(2,110,514)	(4,859,278)
Total	141,128,564	121,090,638

168 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 10. Revenue (continued) b. Contract balances (continued) The following table shows how much of the revenue recognised in the current reporting period relates to carried-forward contract liabilities:

In euro	Client down payments	Deferred income	Total
Balance as at 1 January 2024	5,116,938	123,172	5,240,110
Arising from business combinations	1,333,145	–	1,333,145
Revenue recognised	(4,577,327)	(123,172)	(4,700,499)
New contract liabilities outstanding at year end	2,986,522	–	2,986,522
Balance as at 31 December 2024	4,859,278	–	4,859,278

In euro	Client down payments	Deferred income	Total
Balance as at 1 January 2025	4,859,278	–	4,859,278
Revenue recognised	(3,842,698)	–	(3,842,698)
New contract liabilities outstanding at year end	1,093,934	–	1,093,934
Balance as at 31 December 2025	2,110,514	–	2,110,514

Contract liabilities decreased by 56.57%, primarily due to the planned completion of key contracts. 11. Income and expenses a. Other income For the year ended 31 December

In euro	2025	2024
Subsidies received	69,039	144,750
Unused provisions	–	100,077
Various revenues from sales	4,936	676
Gains from disposal of property, plant and equipment	2,164	3,228
Income from rent	113,976	98,503
Dividends	11,631	8,979
Day one gains from fair value measurement	734,112	152,002
Other income	1,103,591	1,127,057
Total	2,039,449	1,635,272

Other income comprises reimbursements received for payroll and administrative expenses incurred on behalf of entities outside the Group, predominantly related parties. Day one gains arising from fair value measurement represent the difference between the fair value of specific loans, and their transaction price. This gain occurred because loans are granted at below-market interest rates or under non-standard terms. b. Other expenses For the year ended 31 December

In euro	2025	2024
Taxes and duties	(11,575)	(32,467)
Losses from disposal of property, plant and equipment	(28,462)	(8,983)
Prior years’ expenses	(12,023)	(68,033)
Loss from financial liabilities modifications	–	(82,594)
Other expenses	(218,735)	(247,225)
Total	(270,795)	(439,302)

169 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 11. Income and expenses (continued) c. Expenses by nature For the year ended 31 December

In euro	Note	2025	2024
Change in inventories		(259,610,928)	(218,608,990)
Employee wages and salaries and other benefits		(26,355,384)	(16,350,945)
Third party remuneration and expenses		(24,754,953)	(18,969,177)
Taxes & duties		(129,687)	(138,606)
Depreciation & amortisation	17. 18. 19. 20.	(4,028,483)	(2,510,161)
Foreign exchange (losses)/gains		(713,780)	371,674
Sundry expenses		(19,960,073)	(7,037,658)
Provisions		–	(3,049)
Transportation expenses		(1,427,732)	(1,249,192)
Travelling expenses		(2,467,827)	(1,549,412)
Total cost of sales, administrative, selling and distribution and research and development expenses		(339,448,847)	(266,045,516)

As illustrated in the adjacent table, most of the increase in expenses can be attributed to the cost of materials and inventories, reflecting the Group’s increased sales in 2025. Third-party remuneration and expenses mainly consist of production subcontracting fees and sales commissions paid to agents. They also include €254,644 of non-recurring acquisition- related costs. A 30.50% increase in third-party remuneration and expenses is primarily attributed to higher sales commissions and various processing fees, such as façon and testing fees, reflecting the Group’s increased sales for the current year. Sundry expenses increased by €12,922,415 compared to the prior year. The increase includes higher inventory write-downs and an increase in warranty provisions recognised during the current year. In addition, the increase reflects the full-year impact of the Harder Digital Group, which was acquired in November 2024 and contributed only minimally to the Group’s revenue and expenses in the prior year. Sundry expenses for the year also include €7,045,426 of non-recurring acquisition-related costs. The independent auditors’ remuneration regarding the statutory audits of the annual financial statements amounted to €435,926 (2024: €372,424). Non-audit services provided totaled €200,175 (2024: €38,000). As at 31 December 2025, the Group employed 767 employees, compared to 633 on 31 December 2024, resulting in an increase in employee wages, salaries and other benefits of €10,004,439. The average number of full-time equivalent employees in 2025 was 690 (2024: 378). Staff costs For the year ended 31 December

In euro	2025	2024
Salaries	19,718,651	11,578,347
Employer’s contributions	3,739,406	2,569,268
Insurance	360,377	181,788
Staff leaving indemnity	121,190	103,505
Other benefits	3,305,113	2,357,475
Capitalised expenses	(889,353)	(439,438)
Total	26,355,384	16,350,945

170 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 12. Net finance costs For the year 31 December

In euro	Note	2025	2024
Interest income from bank deposit		1,524,236	2,880,771
Interest income from debt securities		209,589	7,489
Net fair value gains on financial assets at fair value through profit or loss		6,743,091	104,887
Foreign exchange gains		2,607,561	2,376,065
Finance income		11,084,477	5,369,212
Interest on long-term loans	31.	(7,759,126)	(1,785,345)
Interest on short-term loans	31.	(539,191)	(1,784,824)
Net fair value losses on financial assets at fair value through profit or loss		(1,060,866)	(5,052)
Foreign exchange losses		(3,424,327)	(2,392,198)
Unwinding of discount	29.	(308,896)	(716,814)
Other finance expenses		(1,151,950)	(1,218,804)
Interest on lease liabilities	19.	(75,720)	(67,257)
Finance costs		(14,320,076)	(7,970,294)
Net finance costs recognised in profit or loss		(3,235,599)	(2,601,082)

Interest income from bank deposits decreased by 47.09% compared to the prior year, primarily due to the release of term deposits with original maturities exceeding three months and the subsequent placement of funds in deposits bearing lower interest rates. At the same time, the acquisition of new financial assets during the year (for more information refer to Note 26) resulted in the recognition of a net fair value gain higher compared to the prior year by €5,582,390. Additionally, interest expense increased by 132.43%, primarily driven by the acquisition of a new senior revolving credit facility (refer to Note 31) and the full-year impact of the Harder Digital Group, which was acquired in November 2024. The line “Other finance expenses” includes expenses related to letters of guarantee issued for customs, project performance, tender participation, and other requirements commonly associated with government defence contracts. 13. Income taxes For the year ending 31 December

In euro	2025	2024
Current tax	(25,510,673)	(20,129,740)
Deferred tax	868,993	910,854
Previous year’s tax expense	295,679	(40,075)
Tax Expense	(24,346,001)	(19,258,961)

The tax on the Group’s profit before tax differs from the theoretical amount that would arise using the weighted average tax rate applicable to profits of the consolidated entities as follows: For the year ending 31 December

In euro		2025		2024
Profit before tax		105,539,896		86,697,956
Tax rate using the Group’s domestic tax rate	31.6%	(33,303,323)	24.5%	(21,274,582)
Additional local taxes	–	–	0.1%	(62,332)
Tax allowances on research and development	–	–	(0.3%)	222,162
Movement of deferred tax asset not recognised	(0.1%)	78,524	(0.2%)	182,981
Expenses non-deductible for tax purposes	2.4%	(2,571,700)	1.2%	(1,051,597)
Income exempt from taxation for tax purposes	(10.0%)	10,596,190	(3.2%)	2,770,918
Prior year income tax	(0.3%)	295,679	0.1%	(62,828)
Movement of accumulated tax losses	(1.1%)	1,199,353	(0.1%)	54,834
Other movements	0.2%	(198,903)	(0.0%)	4,168
Overseas taxes	0.4%	(441,821)	0.0%	(42,685)
Tax Expense		(24,346,001)		(19,258,961)
Effective tax rate	23.1%		22.2%

171 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 13. Income taxes (continued) The Tax rate using the Group’s domestic tax rate represents the theoretical income tax expense calculated by applying the statutory corporate income tax rates applicable in the jurisdictions in which the each subsidiary of the Group operates to the its profit before tax. Expenses non-deductible for tax purposes represent the tax effect of expenses recognised in accounting profit that are not deductible for tax purposes under the applicable tax legislation in the respective jurisdictions and income exempt from taxation for tax purposes represents the tax effect of income recognised in accounting profit that is exempt from taxation under the applicable tax legislation in the respective jurisdictions. The Group’s effective tax rate varies depending on the mix of taxable profits by territory, the non-deductibility of certain expenses, non-taxable income, and other one-off tax items across its territories. Current corporate income tax is calculated at 22% in Greece for the year 2025, based on the Article 120 of Law No. 4799/2021 (2024: 22%). The Greek subsidiary has obtained tax compliance certificates with unqualified opinion by certified auditor for each fiscal year from 2011 up to and including 2024 according to Greek tax laws (years 2011- 2013 pursuant to the provisions of Article 82 of Law No. 2238/1994, years 2014-2022 pursuant to the provisions of Article 65A of Law No. 4174/2013 and years 2023- 2024 pursuant to provisions of Articles 78 and 83 par. 54 of Law 5104/2024). For the financial year ended 31 December 2025, the work of ensuring tax compliance by the statutory auditor under the provisions of articles 78 and 83 par. 54 of Law 5104/2024 is under way and expected to be completed after the issuance of financial statements of 2025. During the completion of tax audit, Management does not expect any additional tax liabilities other than those recorded and reflected in the Financial Statements. The companies for which a Tax Compliance Certificate has been issued are not excluded from a further tax audit, if requested by the relevant Tax Authorities. Therefore, the Tax Authorities may carry out their tax audit as well within the period dictated by the law. However, Management believes that the outcome of such future audits, should these be performed, will not have a material impact on the financial position of the Group. No additional audit instructions have been received for the financial years 2020 to 2024, while tax years up to 31 December 2019 remain time-barred in accordance with paragraph 1, Article 36 of Law 4174/2013. For German subsidiaries, a corporation tax rate of 15% was applied. Additionally, a solidarity surcharge of 5.5% on the corporation tax and a trade tax rate ranging from 14% to 15.4% were considered. This resulted in an overall tax rate ranging from 29.8% to 31.2% for German subsidiaries. The tax rates on the profits of the remaining subsidiaries of the Group, based on their country of tax residence, are as follows: • Theon International Plc, Cyprus: 12.5% • Theon Sensors AG, Switzerland: 11.8% • Theon Sensors MEA FZC, THEON Optronics Equipment Manufacturing LLC-SPC, NVT • Sensors General Trading LLC, United Arab Emirates: 9% • Theon Sensors Far East Ltd, Singapore: 17% • Industries DK ApS, Denmark: 22% • Harder Digital SOVA D.O.O., Photon Optronics D.O.O. and Real Electronics D.O.O., Serbia: 15% • Baltic Photonics SIA and InfiGamma SIA, Latvia: 20% • Theon Sensors USA Inc and T Industries Inc, USA: 21% • Theon Belgium, Belgium: 25% • Theon Korea Co., Ltd, South Korea: progressive scale 9.9-26.4% • Theon Canada Inc., Canada: 15% federal tax plus provincial/territorial tax • Theon Philippines Headquarters, Philippines: 25% According to the Swiss Federal Tax Administration, Theon AG paid the amount of €23,525 (2024: €42,685) as withholding tax on dividends paid to Theon International Plc. Also, Theon International Plc paid an amount of €418,296 as withholding tax on dividends received from Hensoldt Theon Nightvision GmbH. Tax losses for which no deferred tax assets were recognised expire as follows: For the year ended 31 December

In euro	2025	2024
Expire	3,663,048	1,098,098
Never expire	3,935,132	5,579,824

172 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 13. Income taxes (continued) As at 31 December 2025, the Group has tax losses carried forward amounting to €7,598,180 (31 December 2024: €6,677,922), which are available to offset against future taxable profits subject to the provisions of the applicable tax legislation in the respective jurisdictions. Out of this amount, €71,200 will expire in 2027, €494,800 in 2028, and €3,097,048 in 2029 (31 December 2024: €200,095 will expire in 2027 and €898,003 in 2028), if not utilised. The utilisation of these tax losses is subject to the generation of sufficient future taxable profits within the relevant entities before their respective expiry dates. 14. Deferred tax 2024

			Recognised in		Balance at 31 December
In euro	Net balance at 1 January	Arising from business combinations	PnL	OCI	Net	Deferred tax assets	Deferred tax liabilities
Property, plant and equipment	(131,680)	(960,825)	93,078	–	(999,427)	10,908	(1,010,335)
Trade receivables	27,508	–	107,277	–	134,785	134,785	–
Lease liabilities	181,251	–	26,263	–	207,514	207,514	–
Right of use assets	(169,656)	–	(36,853)	–	(206,509)	–	(206,509)
Intangible assets	–	(680)	(90,082)	–	(90,762)	–	(90,762)
Derivatives	(10,777)	–	(7,504)	–	(18,281)	–	(18,281)
Inventories	125,704	(18,494)	568,234	–	675,444	755,171	(79,727)
Employee benefits	39,504	–	1,088	10,877	51,469	51,469	–
Provision/ accruals	44,537	3,802	93,577	–	141,916	141,916	–
Trade payables	(43,585)	–	85,321	–	41,736	41,736	–
Other payable	–	–	681	–	681	3,432	(2,751)
Other items	(14,548)	–	69,774	–	55,226	55,226	–
Net tax assets (liabilities) before set-off	48,258	(976,197)	910,854	10,877	(6,208)	1,402,157	(1,408,365)
Set-off tax						(374,280)	374,280
Net tax assets (liabilities)						1,027,877	(1,034,085)

173 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 14. Deferred tax (continued) 2025

		Recognised in		Balance at 31 December
In euro	Net balance at 1 January	PnL	OCI	Net	Deferred tax assets	Deferred tax liabilities
Property, plant and equipment	(999,427)	(12,854)	–	(1,012,280)	–	(1,012,280)
Trade receivables	134,785	6,288	–	141,073	141,073	–
Lease liabilities	207,514	124,423	–	331,937	331,937	–
Right of use assets	(206,509)	(122,147)	–	(328,656)	106	(328,762)
Intangible assets	(90,762)	9,854	–	(80,908)	–	(80,908)
Derivatives	(18,281)	(193,809)	3,154	(208,936)	–	(208,936)
Inventories	675,444	782,263	–	1,457,707	1,519,143	(61,436)
Employee benefits	51,469	16,117	–	67,586	67,586	–
Provision/accruals	141,916	48,098	–	190,014	190,014	–
Deferred income	–	13,114	–	13,114	13,114	–
Trade payables	41,736	163,791	–	205,527	205,527	–
Other payable	681	14,936	–	15,617	16,325	(708)
Other receivables	–	267	–	267	267	–
Other items	55,226	18,652	–	73,878	73,889	(11)
Net tax assets (liabilities) before set-off	(6,208)	868,993	3,154	865,940	2,558,981	(1,693,041)
Set-off tax					(682,161)	682,161
Net tax assets (liabilities)					1,876,820	(1,010,880)

The deferred tax assets and liabilities are offset only when there is legally enforceable right for the current tax assets to be offset against the current tax liabilities and when the deferred income taxes concern the same tax authority. Notes to the Consolidated Financial Statements continued

174 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 15. Employee benefits a. Actuarial assumptions The assumptions (weighted average for the Group) used in computing the defined benefit obligation comprised the following for the year ended 31 December:

In euro	2025	2024
Discount rate	2.8%	2.8%
Future salary growth	2.4%	2.4%
Inflation rate	2.0%	2.0%
Longevity	Eurostat 2019_GR	Eurostat 2019_GR
Incapability	EVK 2000 * 50%
Retirement age	62

b. Defined benefit liability The employee benefits analysis of the Group is the following:

In euro	2025	2024
Balance at 1 January	294,140	198,320
Arising from business combinations	97,074	33,866
Included in Profit and Loss
Current service cost	156,233	97,092
Interest cost	6,310	5,351
	162,543	102,443
Included in Other comprehensive income
Actuarial loss/(gain) arising from:
Financial assumptions	(285)	2,157
Experience adjustment	14,621	47,285
	14,336	49,442
Other
Benefits paid	(46,085)	(89,931)
Balance at 31 December	522,008	294,140

The actuarial estimate of obligations has been prepared in accordance with the relevant legislation contained in Laws 2112/1920 and 3026/1954 and amended by Laws 4093/2012, 4336/2015 and 4194/2013. Retirement benefits are specified in the relevant legislation and are payable as a lump sum upon an employee’s retirement. Under Greek labour law, compensation upon retirement is based on an employee’s length of service with the Group and their final salary at the departure date. These retirement benefits are not pre-funded or sourced from any specialised fund. The Group has not established any specific benefits plan beyond those mandated by legislation for employees leaving the Group. The present value of the defined benefit obligation, along with the current service cost and, where applicable, any past service cost, is determined according to the projected unit credit method, as outlined in IAS 19. Following the International Financial Reporting Standards Interpretations Committee (IFRIC) decision in 2022 regarding IAS 19’s application to this actuarial liability, the actuarial liability is now recognised over the final 16 years of service before retirement. c. Sensitivity analysis The sensitivity analysis presented below is based on a change in assumption while all other assumptions remain constant. In euro

	Increase		Decrease
	2025	2024	2025	2024
Discount rate (0,5% movement)	300,276	229,027	314,539	239,151
Future salary growth (0,5% movement)	314,357	239,104	300,384	228,985

175 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 15. Employee benefits (continued) d. Social security contributions The liability for social security contributions amounts to €709,230 (31 December 2024: €587,104) and is included in Salaries and employee-related payables in current liabilities. The year-over-year increase reflects a higher number of employees (refer to Note 11.c). 16. Earnings per share The calculation of basic EPS has been based on the following profit attributable to ordinary shareholders and weighted-average number of ordinary shares outstanding. a. Profit for the year after tax For the year ended 31 December

In euro	2025	2024
Profit for the year after tax	81,193,895	67,438,995

b. Weighted – average number of ordinary shares (basic and diluted) For the year ended 31 December

	2025	2024
Issued ordinary shares 1 January	70,000,000	60,000,000
Issued ordinary shares 7 February 2024	–	10,000,000
Issued ordinary shares 18 December 2025	8,624,645	–
Own shares held in treasury December 2025	(1,002,833)	–
	77,621,812	70,000,000
Weighted average number of ordinary shares at 31 December	69,782,498	69,166,667
Earnings per share (in euro basic and diluted)	1.16	0.98

For more information regarding the own shares held in treasury and the share capital increase that took place during the financial year 2025, refer to Note 29.

176 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 17. Property, plant and equipment a. Reconciliation of carrying amount

In euro	Land	Buildings	Machinery and equipment	Motor vehicles	Fixtures and fittings	Under construction	Total
Cost
Balance at 1 January 2024	1,055,447	10,683,611	7,348,963	746,960	5,175,623	2,290,997	27,301,601
Arising from business combinations	485,268	6,617,433	4,245,977	44,580	264,152	2,654,525	14,311,935
Additions	792,929	586,539	1,483,504	10,770	1,108,354	590,450	4,572,546
Transfers	–	938	385,720	–	511,800	(898,458)	–
Exchange differences	–	9	1	–	20	1	31
Disposals	(891)	(9,389)	(160,686)	(8,470)	(206,914)	(2,050,000)	(2,436,350)
Balance at 31 December 2024	2,332,753	17,879,141	13,303,479	793,840	6,853,035	2,587,515	43,749,763
Balance at 1 January 2025	2,332,753	17,879,141	13,303,479	793,840	6,853,035	2,587,515	43,749,763
Arising from business combinations	–	123,813	6	4	5,903	–	129,726
Additions	1,221,658	496,696	2,290,118	51,731	1,799,065	5,526,223	11,385,491
Transfers	–	828,202	2,068,099	–	(1,135,861)	(1,808,621)	(48,181)
Exchange differences	–	(211)	(6)	–	(175)	(149)	(541)
Disposals	(5,346)	–	(34,285)	–	(37,988)	(18,529)	(96,148)
Balance at 31 December 2025	3,549,065	19,327,641	17,627,411	845,575	7,483,979	6,286,439	55,120,110

177 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued

In euro	Land	Buildings	Machinery and equipment	Motor vehicles	Fixtures and fittings	Under construction	Total
Accumulated depreciation
Balance at 1 January 2024	–	2,983,594	3,880,270	120,893	2,958,377	–	9,943,134
Depreciation	–	392,185	845,361	62,905	502,194	–	1,802,645
Disposals	–	(9,389)	(155,849)	(8,018)	(205,491)	–	(378,747)
Balance at 31 December 2024	–	3,366,390	4,569,782	175,780	3,255,080	–	11,367,032
Balance at 1 January 2025	–	3,366,390	4,569,782	175,780	3,255,080	–	11,367,032
Depreciation	–	650,274	1,770,636	76,149	670,340	–	3,167,399
Transfers	–	221,308	2,768	6,547	(9,315)	–	221,308
Exchange differences	–	(393)	–	–	(162)	–	(555)
Disposals	–	–	(12,670)	–	(632)	–	(13,302)
Balance at 31 December 2025	–	4,237,579	6,330,516	258,476	3,915,311	–	14,741,882
Carrying amount 31 December 2025	3,549,065	15,090,062	11,296,895	587,099	3,568,668	6,286,439	40,378,228
Carrying amount 31 December 2024	2,332,753	14,512,751	8,733,697	618,060	3,597,955	2,587,515	32,382,731

The increase in the carrying amount of property, plant and equipment is primarily attributable to investments made during the year, including the establishment of a new production line within the Harder Digital Group. In addition, in 2025, Theon Sensors SA acquired an approximately 7,600 square meter property located directly opposite its main production facility, with the intention of supporting the potential expansion of its production capacity across various product lines. Furthermore, in 2024, Theon Sensors SA acquired a 3,600 square meter plot of land in the industrial zone of Koropi, adjacent to its main facility. Within the “Transfers” line, an amount of €828,202 relating to cost and €221,308 relating to accumulated depreciation concerns the reclassification from investment property to property, plant and equipment (refer to Note 20). In addition, an amount of €876,383 relating to cost concerns transfers to intangible assets, mainly under development assets (refer to Note 18). Finally, during the year 2025, an amount of €2,230,870 was transferred mainly from assets under construction to machinery following the completion of the construction and the commencement of operations of Harder Digital Group production line. 17. Property, plant and equipment (continued) a. Reconciliation of carrying amount (continued)

178 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 17. Property, plant and equipment (continued) b. Impairment loss In 2025, no circumstances or events were identified that would indicate potential non- recoverability of the carrying amount of assets. The current environmental legislation does not negatively impact on the Group’s operations or suggest that the assets’ net book values may be unrecoverable. Management has concluded that projected future cash expenditures to comply with environmental legislation are not material to the Group’s financial statements for the current year, as the necessary environmental approvals for Group operations are already in place. c. Security The following security interest has been registered in favour of Piraeus Bank: A first mortgage prenotation on the plot situated at 62 Ioannou Metaxa Str., Koropi, Attica and the industrial building thereon for €2,000,000 to secure a bank loan disbursed in July 2021, with no outstanding balance as of 31 December 2025 (31 December 2024: €1,505,000), which was released in February 2026, and a second mortgage prenotation on the same plot for €9,493,000 to secure a bank loan disbursed in February 2024, with an outstanding balance of €7,910,000 as of 31 December 2025 (31 December 2024: €6,724,241). d. Property, plant and equipment under construction The most important additions in property, plant, and equipment under construction as of 31 December 2025 concern machinery additions, specifically a new production line within the Harder Digital Group.

179 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 18. Intangible assets and goodwill a. Reconciliation of carrying amount

In euro	Note	Other intangibles	Software	Development costs	Property rights and patents	Under development	Goodwill	Total
Cost
Balance at 1 January 2024		193,834	1,436,818	3,237,933	10,690	–	–	4,879,275
Arising from business combinations		351	48,346	–	–	–	14,584,287	14,632,984
Additions		–	548,866	524,925	50,000	5,030,854	–	6,154,645
Disposals		(900)	(28,388)	–	(190)	–	–	(29,478)
Balance at 31 December 2024		193,285	2,005,642	3,762,858	60,500	5,030,854	14,584,287	25,637,426
Balance at 1 January 2025		193,285	2,005,642	3,762,858	60,500	5,030,854	14,584,287	25,637,426
Arising from business combinations	21.	–	2	2	446	–	1,054,579	1,055,029
Additions		–	440,867	530,083	2,532	6,297,121	–	7,270,603
Internally developed		–	11,289	–	–	(11,289)	–	–
Transfer		–	–	(377,286)	–	1,253,669	–	876,383
Exchange differences		–	(13)	–	–	–	–	(13)
Disposals		–	(5,400)	–	–	(2,841)	–	(8,241)
Balance at 31 December 2025		193,285	2,452,387	3,915,657	63,478	12,567,514	15,638,866	34,831,187
Accumulated amortisation
Balance at 1 January 2024		15,356	1,109,561	2,275,819	8,444	–	–	3,409,180
Amortisation		795	101,275	37,149	2,985	–	–	142,204
Disposals		(900)	(28,388)	–	(190)	–	–	(29,478)
Balance at 31 December 2024		15,251	1,182,448	2,312,968	11,239	–	–	3,521,906
Balance at 1 January 2025		15,251	1,182,448	2,312,968	11,239	–	–	3,521,906
Amortisation		435	168,758	57,260	6,120	–	–	232,573
Exchange differences		–	1	–	(54)	–	–	(53)
Balance at 31 December 2025		15,686	1,351,207	2,370,228	17,305	–	–	3,754,426
Carrying amount 31 December 2025		177,599	1,101,180	1,545,429	46,173	12,567,514	15,638,866	31,076,761
Carrying amount 31 December 2024		178,034	823,194	1,449,890	49,261	5,030,854	14,584,287	22,115,520

180 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 18. Intangible assets and goodwill (continued) a. Reconciliation of carrying amount (continued) During 2025, the Group recorded additions totaling €7,270,603, primarily related to the development of new platform-based products, achieved through partial outsourcing of Research and Development (R&D) activities specialised in the development of an advanced electrooptic system. b. Impairment loss In 2025, no circumstances or events were identified that would indicate potential non- recoverability of the carrying amount of intangible assets. c. Impairment tests for goodwill Goodwill is monitored by Management at the level of the acquired entities, which represent the lowest level within the Group at which goodwill is monitored for internal management purposes and generate cash inflows that are largely independent from those of other assets or groups of assets (cash-generating units – CGUs). A summary of the allocation of goodwill to the respective CGUs is presented below.

In euro	31 December 2025	31 December 2024
Harder Digital Group	14,584,287	14,584,287
THEON Korea Co., Ltd	992,073	–
NVT Sensors General Trading LLC	62,506	–
Goodwill	15,638,866	14,584,287

The Group performs an impairment test for goodwill on an annual basis, or more frequently if there are indications of impairment. For the reporting period ended 31 December 2025, the recoverable amount of each CGU was determined based on value in use calculations. These calculations require the use of significant assumptions and are based on cash flow projections derived from financial business plans approved by Management covering a five-year period. As at 31 December 2025, the carrying amount of each CGU did not exceed its respective recoverable amount and, therefore, no impairment loss was recognised. Harder Digital Group The key assumptions used in the estimation of the recoverable amount of Harder Digital Group are set out below. The values assigned to the key assumptions represent Management’s assessment of future trends and have been based on historical data from both external and internal sources. The discount rate was determined on a post-tax basis using the weighted average cost of capital (WACC), reflecting market-based assumptions for the cost of equity and debt, resulting in a WACC of 13.70%. The terminal growth rate was based on the GDP growth rate estimate. Revenue growth rate was estimated taking into account past experience about production capacity. Sales volume for the next five years were projected based on existing soft backlog and their average increase over the past years. This is in line with market sales expectations of demand for the next five years. It was assumed that the sales price would increase in line with the forecast inflation over the next five years.

	31 December
In percent	2025
Discount rate	13.70%
Terminal value growth rate	2%
Revenue growth rate (average of the next 5 years)	24%

As at 31 December 2025, the recoverable amount of the CGU was €62,279,806. The estimated recoverable amount of the CGU exceeded its carrying amount by €8,432,942. The following table shows how the recoverable amount is determined following the change of the key assumptions below.

	Increase by	Decrease by
Revenue growth rate	+10%	-10%
Movement in Recoverable amount	9,242,968	(8,606,518)
WACC	+1%	-1%
Movement in Recoverable amount	(6,690,686)	8,021,284
Terminal Value	+0.5%	-0.5%
Movement in Recoverable amount	265,539	(265,539)

181 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 19. Leases The following amounts are recognised in the statement of financial position relating to leases:

Right of use assets
In euro	Land and buildings	Motor vehicles	Total
2024
Balance at 1 January	568,533	340,374	908,907
Depreciation charge for the year	(263,896)	(232,262)	(496,158)
Derecognition of depreciation	419,372	129,953	549,325
Additions to right-of-use assets	138,041	634,881	772,922
Derecognition of right-of-use assets	(545,486)	(155,278)	(700,764)
Balance at 31 December	316,564	717,668	1,034,232

In euro	Land and buildings	Motor vehicles	Total
2025
Balance at 1 January	316,564	717,668	1,034,232
Arising from business combinations	116,640	–	116,640
Depreciation charge for the year	(297,047)	(296,696)	(593,743)
Exchange differences	798	–	798
Derecognition of depreciation	642,763	130,118	772,881
Additions to right-of-use assets	1,176,999	469,742	1,646,741
Derecognition of right-of-use assets	(722,898)	(130,118)	(853,016)
Balance at 31 December	1,233,819	890,714	2,124,533

Lease liabilities
In euro	Land and buildings	Motor vehicles	Total
2024
Balance at 1 January	616,795	349,365	966,160
Interest charge for the year	28,034	39,223	67,257
Interest payments	(28,034)	(39,223)	(67,257)
Repayments	(254,547)	(248,750)	(503,297)
Additions to lease liabilities	138,041	634,881	772,922
Derecognition of lease liabilities	(164,135)	(25,326)	(189,461)
Balance at 31 December	336,154	710,170	1,046,324

In euro	Land and buildings	Motor vehicles	Total
2025
Balance at 1 January	336,154	710,170	1,046,324
Arising from business combinations	114,799	–	114,799
Interest charge for the year	30,929	44,791	75,720
Interest payments	(30,929)	(44,791)	(75,720)
Repayments	(296,761)	(282,216)	(578,977)
Additions to lease liabilities	1,176,999	469,742	1,646,741
Derecognition of lease liabilities	(86,319)	–	(86,319)
Balance at 31 December	1,244,872	897,696	2,142,568

182 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 19. Leases (continued) The following amounts are recognised in the statement of profit or loss and the statement of cash flows relating to leases:

In euro	Land and buildings	Motor vehicles	Total
2024
Amounts recognised in profit or loss	(291,930)	(271,485)	(563,415)
Depreciation	(263,896)	(232,262)	(496,158)
Interest	(28,034)	(39,223)	(67,257)
Amounts recognised in statement of cash flows	(282,581)	(287,973)	(570,554)
Interest payments	(28,034)	(39,223)	(67,257)
Repayments	(254,547)	(248,750)	(503,297)

In euro	Land and buildings	Motor vehicles	Total
2025
Amounts recognised in profit or loss	(327,976)	(341,487)	(669,463)
Depreciation	(297,047)	(296,696)	(593,743)
Interest	(30,929)	(44,791)	(75,720)
Amounts recognised in statement of cash flows	(327,690)	(327,007)	(654,697)
Interest payments	(30,929)	(44,791)	(75,720)
Repayments	(296,761)	(282,216)	(578,977)

The Group holds both property and equipment (car fleet) under leased contracts. The period of the leasing may vary from asset to asset, although the Group mostly engages into 4-5 year contracts. 20. Investment property

2024 In euro	Cost	Accumulated depreciation	Carrying amount
Balance at 1 January	821,188	(117,386)	703,802
Acquisitions	7,014	–	7,014
Depreciation	–	(69,154)	(69,154)
Balance at 31 December	828,202	(186,540)	641,662

2025 In euro	Cost	Accumulated depreciation	Carrying amount
Balance at 1 January	828,202	(186,540)	641,662
Reclassification to property, plant and equipment	(828,202)	221,308	(606,894)
Depreciation	–	(34,768)	(34,768)
Balance at 31 December	–	–	–

Investment property is measured at cost less accumulated depreciation. During 2023, the Group determined the market value of its properties based on the report of the independent valuer, stating that there is no indication of impairment. More specifically, based on the valuation performed, the fair value of land and buildings was €882,857 and €5,236,718 respectively. The Group classifies cash outflows to acquire or construct investment property as investing, and rental inflows as operating cash flows. Effective 1 July 2025, the Group discontinued the leasing of properties to third parties and commenced using all such assets for its own operational purposes. Accordingly, these assets no longer meet the definition of investment property in accordance with IAS 40 Investment Property and were reclassified to Property, Plant and Equipment as at that date. No assets are classified as investment property as at 31 December 2025.

183 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 21. Business combinations Acquisition of Theon Korea Co., Ltd On 20 January 2025, the Company acquired 100% of the issued share capital of Focus Optech Co., LTD, which was established in 2000 in South Korea and started the optical device business in 2007. The acquisition will expand the Group’s operations to new markets. The company was renamed Theon Korea Co., Ltd on 01 April 2025. Details of the purchase consideration, the net assets acquired and goodwill are as follows: Purchase consideration

In euro
Cash capital contribution	100,000
Loan transferred to consideration	257,670
Total purchase consideration	357,670

Assets and liabilities recognised The assets and liabilities recognised as a result of the acquisition are as follows:

In euro	Fair value
Cash	30,545
Inventories	8,595
Prepayments	669
Other assets	13,730
Buildings	123,813
Machinery and equipment	2,210
Intangible assets: software	2
Intangible assets: licenses	446
Intangible assets: other	2
Right of use assets	110,404
Trade payables	(43)
Payables to related parties	(169,456)
Loans	(530,364)
Leases	(108,695)
Other liabilities	(116,261)
Net identifiable assets acquired	(634,403)
Add: goodwill	992,073
Net assets acquired	357,670

The fair value of inventories (finished goods) was estimated in accordance with IFRS 13.B35. More specifically, the fair value reflects the price to either customers or retailers that would be received in a transaction after completing required selling efforts. In this regard, the inputs to measure the fair value of finished goods are (i) the selling price and (ii) selling/ marketing costs. For the subject building, the building value has been estimated using the Cost Approach pursuant to Article 15 of the Rule on Appraisal. Observed depreciation has been applied taking into account the current maintenance condition of the building. As comparable sales data for similar buildings were not available, the Sales Comparison Approach and other valuation approaches could not be reasonably applied, therefore, the reasonableness review for such methods has been omitted. The building area was assessed by an independent valuation specialist.

184 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 21. Business combinations (continued) Acquisition of Theon Korea Co., Ltd (continued) The goodwill is primarily attributable to strategic considerations, the strategic access to the South Korean defence market, including eligibility to participate in local tenders that are legally restricted to domestically incorporated entities, the benefit of holding an existing production license granted by the Defence Acquisition Program Administration (DAPA), which is subject to significant regulatory constraints and historically limited issuance, particularly to foreign-owned entities, and the expected synergies from integrating Theon Korea’s licensed operations and skilled workforce into the Group’s global optronics platform. Management has considered and assessed reasonably possible changes in key assumptions used for the cost approach calculations and has determined that no such changes would cause the carrying amount of the group of assets to which goodwill has been allocated to exceed their recoverable amount. The acquired business contributed revenues of €1,078,729 and net loss of €21,566 to the Group for the period from 20 January to 31 December 2025. If the acquisition had occurred on 1 January 2025, consolidated pro-forma revenue and profit for the year ended 31 December 2025 would not have been materially different. Cash outflow, net of cash acquired

In euro
Cash consideration	100,000
Less: balances acquired
Cash	30,545
	30,545
Net outflow of cash – investing activities	69,455

Acquisition-related costs of €34,632 that were not directly attributable to the issue of shares are included in administrative expenses in the statement of profit or loss, and in operating cash flows in the statement of cash flows. Acquisition of NVT Sensors General Trading LLC On 13 January 2025, the Company acquired 100% of the issued share capital of NVT Sensor General Trading LLC, incorporated in Dubai, for a total consideration of €26,460 in order to expand the Group’s operations. Purchase consideration Details of the purchase consideration, the net assets acquired and goodwill are as follows:

In euro
Cash capital contribution	–
Amount due for purchase	26,460
Total purchase consideration	26,460

Assets and liabilities recognised The assets and liabilities recognised as a result of the acquisition are as follows:

In euro	Fair value
Other assets	49,915
Furnitures and fittings	3,942
Payables to related parties	(89,903)
Net identifiable assets acquired	(36,046)
Add: goodwill	62,506
Net assets acquired	26,460

Management has considered and assessed reasonably possible changes in key assumptions used for the calculations and has determined that no such changes would cause the carrying amount of the group of assets to which goodwill has been allocated to exceed their recoverable amount. The acquired business contributed zero revenues and net loss of €73,597 to the Group for the period from 13 January to 31 December 2025. If the acquisition had occurred on 1 January 2025, consolidated pro-forma revenue and profit for the year ended 31 December 2025 would not have been materially different.

185 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 21. Business combinations (continued) Incorporation of Theon Optronics Equipment Manufacturing LLC-SPC On 20 January 2025, the Company founded the subsidiary “Theon Optronics Equipment Manufacturing LLC-SPC”, in which it owns 100% of its share capital. The above company’s main operations will be the manufacturing of security and surveillance equipment. Incorporation of Theon Canada Inc. On 30 April 2025, the Company founded the subsidiary “Theon Canada Incorporated”, in which it owns 100% of its share capital. The above company’s main operations will be the manufacturing of commercial and service industry machinery. Incorporation of Theon Sensors Philippines Regional Headquarters On 22 October 2025, the Company founded the subsidiary “Theon Sensors Philippines Regional Headquarters”, in which it owns 100% of its share capital. The above company’s main operations will be the manufacturing of security and surveillance equipment. Acquisition of Harder Digital Ingenieur On 14 November 2024, the Company acquired 60% of the issued share capital of Harder Digital Ingenieur, which develops, manufactures and provides manufacturing equipment for image intensifier tubes and components. It is one of very few companies operating in the field of image intensifier manufacturing. The acquisition enhances the Group’s control over the supply chain, potentially leading to cost efficiencies, improved quality, and greater supply reliability. Purchase consideration Details of the purchase consideration, the net assets acquired and goodwill are as follows:

In euro
Cash capital contribution	13,500,000
Deferred consideration	18,808,118
Total purchase consideration	32,308,118

The 1st installment amounting to €13,500,000 was paid in November 2024. The 2nd instalment amounting to €10.500.000 was paid in May 2025. The 3rd instalment amounting to €2.500.000 was paid in November 2025. The final instalment amounting to €7.500.000 was paid in January 2026. The deferred cost of this investment was discounted to its present value as of the acquisition date, as Management determined that the impact of the time value of money is significant. As part of the consideration paid for Harder Digital Ingenieur, 75,000 shares were issued to the Company at par at a nominal value of €1.00 per share.

186 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 21. Business combinations (continued) Acquisition of Harder Digital Ingenieur (continued) Assets and liabilities recognised The assets and liabilities recognised as a result of the acquisition are as follows:

In euro	Fair value
Cash	14,069,685
Trade receivables	2,164,631
Receivables from related parties	18,808,564
Inventories	8,154,474
Prepayments	633,410
Financial assets	27,154
Other assets	610,046
Land and buildings	7,102,701
Machinery and equipment	4,554,708
Plants under construction	2,654,525
Intangible assets: software	48,347
Intangible assets: other	350
Deferred tax asset	90,551
Trade payables	(8,175,325)
Contract liabilities	(1,333,145)
Loans	(17,496,378)
Deferred tax liability	(1,066,741)
Other liabilities	(1,307,838)
Net identifiable assets acquired	29,539,719
Less: non-controlling interests	(11,815,888)
Add: goodwill	14,584,287
Net assets acquired	32,308,118

The fair value of inventories (finished goods) was estimated in accordance with IFRS 13.B35. More specifically, the fair value reflects the price to either customers or retailers that would be received in a transaction after completing required selling efforts. In this regard, the inputs to measure the fair value of finished goods are (i) the selling price and (ii) selling/ marketing costs. In order to estimate the market value of the land and buildings two approaches were considered and applied: income (discount cash flow) and sales comparison approach and applied these. Income approach was used for the valuation of buildings while sales comparison approach was used for the fair value of land plots. The goodwill is primarily attributable to strategic considerations, such as the expansion of market share. Specifically, Theon Sensors SA had a long-standing relationship of approximately 15 years with Harder Digital as a client. The integration of Harder Digital into the Group will enhance vertical integration, enabling the Group to accommodate a larger volume of orders. Management has considered and assessed reasonably possible changes in key assumptions used for the value-in-use calculations and has determined that no such changes would cause the carrying amount of the group of assets to which goodwill has been allocated to exceed their recoverable amount. The Group recognises non-controlling interests in an acquired entity either at fair value or at the non-controlling interest’s proportionate share of the acquired entity’s net identifiable assets. This decision is made on an acquisition-by-acquisition basis. For the non-controlling interests in Harder Digital Group, the Group elected to recognise the non-controlling interests at their proportionate share of the acquired net identifiable assets. The acquired business contributed revenues of €2,661,096 and net profit of €220,565 to the Group for the period from 1 November to 31 December 2024. If the acquisition had occurred on 1 January 2024, consolidated pro-forma revenue and profit for the year ended 31 December 2024 would have been €15,600,000 and €(435,822) respectively.

Cash outflow, net of cash acquired
In euro
Cash consideration	13,500,000
Less: balances acquired
Cash	14,069,685
Net inflow of cash – investing activities	(569,685)

187 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 21. Business combinations (continued) Acquisition of Harder Digital Ingenieur (continued) Cash outflow, net of cash acquired (continued) Acquisition-related costs of €86,930 that were not directly attributable to the issue of shares are included in administrative expenses in the statement of profit or loss, and in operating cash flows in the statement of cash flows. Foundation of T Industries Belgium On 16 October 2024, the Company founded the subsidiary “T-industries Belgium”, in which it owns 100% of its share capital. The above company’s main operations will be to act as the industrial branch of Theon International Plc in Belgium. In June 2025, the company changed its name to “Theon Belgium Private Limited Company”. 22. Investment in equity-accounted investees The tables below provide summarised financial information for Hensoldt Theon NightVision GmbH, Hensoldt-Theon GBR, Consortium Theon/Andres GBR and Kopin Europe Ltd. The information disclosed reflects the amounts presented in their financial statements and not the Group’s share of those amounts. In 2022 the Group invested in 49.9% stake in Hensoldt Theon NightVision GmbH (“HTN”) which is based in Wetzlar Germany. The remaining 50.1% stake is held by Hensoldt Optronics GmbH. Based on the Group’s holding in the investee, the Group has a meaningful representation of 1 out of 3 members in the Board of Directors, thus HTN is classified as an associate. Consortium Theon/Andres GbR (“Consortium”) is an entity established in Germany in June 2025 by Theon Sensors SA and Andres Industries AG, jointly controlled by these entities. Hensoldt–Theon Gbr (“GBR”) is an entity established in Germany by Theon Sensors SA and Hensoldt Optronics GmbH, jointly controlled by these entities. GBR and Consortium serve as project entities established for a specific purpose, which is to be an invoicing vehicle for OCCAR (Organisation for Joint Armament Co-operation) projects, with a limited lifespan. They are classified as joint ventures. GBR and Consortium are determined to be acting as agents. All agent sales of products invoiced to GBR and Consortium relate to OCCAR located in Germany. In 2025, sales to GBR and Consortium amounted to €130,670,298 (2024: €103,663,120) with an outstanding receivable of €34,952,663 as at 31 December 2025 (31 December 2024: €33,016,757). In October 2025, the Group invested in 49% stake in Kopin Europe Ltd (“Kopin”) which is based in Birmingham, United Kingdom. The remaining 51% stake is held by Kopin Corporation. The Group does not have control or joint control over Kopin but is able to exercise significant influence through equal board representation and substantive participation in key financial and operating decisions. Accordingly, the investment is classified as an associate. The above mentioned companies are considered core equity-accounted investees. For more information, refer to Note 7.a.

188 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 22. Investment in equity-accounted investees (continued)

	HENSOLDT THEON NIGHTVISION GmbH		HENSOLDT-THEON Gbr		Consortium THEON/ANDRES Gbr		Kopin Europe Limited
	31 December	31 December	31 December	31 December	31 December	31 December	31 December	31 December
In euro	2025	2024	2025	2024	2025	2024	2025	2024
Assets
Property plant and equipment	192,951	220,978	–	–	–	–	79,413	–
Non-current assets	192,951	220,978	–	–	–	–	79,413	–
Inventories	1,335,240	2,699,780	–	–	–	–	860,663	–
Trade accounts receivable	17,369,781	28,303,507	–	–	–	–	175,700	–
Other receivables	5,363	–	–	–	–	–	855,795	–
Cash and cash equivalents	4,390,644	2,361,096	6,014,301	14,988,086	–	–	7,095,213	–
Current assets	23,101,028	33,364,383	6,014,301	14,988,086	–	–	8,987,371	–
Total assets	23,293,979	33,585,361	6,014,301	14,988,086	–	–	9,066,784	–
Liabilities
Loans and borrowings	–	–	–	–	–	–	(4,894,362)	–
Non-current liabilities	–	–	–	–	–	–	(4,894,362)	–
Trade accounts payable	(6,558,280)	(21,762,485)	(5,859,938)	(14,713,640)	(2,850)	–	(145,318)	–
Loans and borrowings	–	–	–	–	(1,224)	–	–	–
Income tax payable	(6,004,586)	(2,608,734)	–	–	–	–	–	–
Accrued and other current liabilities	(159,268)	(1,931,466)	(152,908)	(272,338)	(542)	–	(452,384)	–
Current liabilities	(12,722,134)	(26,302,685)	(6,012,846)	(14,985,978)	(4,616)	–	(597,702)	–
Total liabilities	(12,722,134)	(26,302,685)	(6,012,846)	(14,985,978)	(4,616)	–	(5,492,064)	–
Net assets (100%)	10,571,845	7,282,676	1,455	2,108	(4,616)	–	3,574,720	–
49,9%/50%/50%/49% of ownership	5,275,351	3,634,055	728	1,052	–	–	1,751,613	–
Goodwill	1,996	1,996	–	–	–	–	5,138,962	–
Carrying amount of interest in associate	5,277,346	3,636,051	728	1,052	–	–	6,890,575	–

189 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 22. Investment in equity-accounted investees (continued) For the year ended 31 December In euro

	HENSOLDT THEON NIGHTVISION GmbH		HENSOLDT-THEON Gbr		Consortium THEON/ANDRES Gbr		Kopin Europe Limited
	2025	2024	2025	2024	2025	2024	2025	2024
Revenue	48,366,335	59,170,860	–	3	–	–	843,630	–
Operating profit	9,143,195	7,185,075	(619)	3	(2,850)	–	(126,337)	–
Profit for the year after tax	6,467,768	5,084,100	(654)	(34)	(4,615)	–	24,756	–
Accumulated profit	6,467,768	5,084,100	(654)	(34)	(4,615)	–	24,756	–
49,9%/50%/50%/49% of ownership	3,227,416	2,536,966	(327)	(17)	–	–	12,130	–

190 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 22. Investment in equity-accounted investees (continued) The goodwill is not separately recognised and it is assessed for impairment as part of the overall investment in accordance with IAS 36. The goodwill arising form the acquisition of Kopin primarily reflects expected synergies, including access to advanced augmented reality and microLED technologies, anticipated future growth in the European market, and the assembled workforce and technical expertise of the acquired business. The carrying amount of equity-accounted investees has changed as follows in the year ended 31 December 2025:

	31 December	31 December
In euro	2025	2024
Balance at 1 January	3,546,272	1,099,085
Additions	6,878,280	–
Share of profit for the year	3,239,546	2,536,966
Unrealised profit of downstream transactions	9,136	(89,779)
Dividends paid	(1,585,956)	–
Balance at	12,087,278	3,546,272

23. List of subsidiaries and equity-accounted investees Theon International Plc is the holding Company of the Group, which consists of 27 companies active in several different jurisdictions, mainly Greece, Germany, Denmark, the USA, the UAE, Singapore, Belgium, Serbia and Latvia. The acquisition from the shareholders of Theon Sensors AG became fully effective on 13 September 2021, whereby the Company became the parent entity of the Group. The Company’s primary role is to function as the management and finance holding of the Group. The business is conducted primarily through its subsidiaries. Theon Sensors AG is domiciled in Switzerland with the purpose of investing in businesses, particularly in the area of Night Vision and Thermal Imaging Systems for military and security applications. As mentioned above, this company served as the holding company of the Group until 2021. Theon Sensors Single-Member Commercial and Industrial Société Anonyme (Theon Sensors SA) is domiciled in Athens, Greece and is involved in the manufacture and trade of a large range of sensors, and in particular it manufactures night vision systems, thermal systems (thermal sights) and other innovative electro-optical equipment and equipment for defence and security applications. Theon Sensors Far East PTE LTD is incorporated and domiciled in Singapore, while Theon Sensors MEA FZC in Ras Al Khaimah, UAE, Theon Sensors GMBH in Germany, Theon Sensors USA Inc in USA, Theon Belgium Private Limited Company in Belgium, Theon Korea Co., Ltd in South Korea, Theon Canada Inc. in Canada and Theon Philippines Headquarters in Philippines. The principal activity of those companies is the design of electro-optical, thermal and night vision equipment including sensors and electronics, as well as marketing representation and advisory-consulting services. T Industries DK APS and T Industries INC are incorporated and domiciled in Denmark and USA respectively and their principal activity is to act as the industrial branches of Theon International Plc in those countries. Harder Digital Group develops, manufactures and provides manufacturing equipment for image intensifier tubes and components. It is one of very few companies operating in the field of image intensifier manufacturing. Harder Digital Ingenieur was founded in 1999 and is located in Woltersdorf, Germany. Hensoldt Theon NightVision GmbH concerns an associate which was formed along with Hensoldt Optronics GmbH, giving the Group the ability and advantage to produce the night vision and thermal products of both companies in Wetzlar, Germany. Hensoldt–Theon Gbr is a joint venture established in Germany, set up by Theon Sensors SA and Hensoldt Optronics GmbH for specific purpose which is to be an invoicing vehicle for project OCCAR. Consortium Theon/Andres Gbr is a joint venture established in Germany, set up by Theon Sensors SA and Andres Industries AG for specific purpose which is to be an invoicing vehicle for project OCCAR. Kopin Europe Ltd concerns an associate which was formed along with Kopin Corporation, giving the Group the ability to focus on AR-enabled systems and microLED display production.

191 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 23. List of subsidiaries and equity-accounted investees (continued) Companies included in the consolidated financial statements and the method of consolidation are presented in the following table:

	Name of subsidiaries and associates	Country of incorporation	Consolidation method	Direct % 31 December 2025	Direct % 31 December 2024
*	Theon International Plc	Cyprus	Holding	–	–
*	Hensoldt THEON NightVision GmbH	Germany	Equity	49.99%	49.99%
*	T Industries DK APS	Denmark	Full	100%	100%
*	T Industries INC	USA	Full	100%	100%
*	Theon Sensors AG	Switzerland	Full	100%	100%
	-Theon Deutschland GmbH	Germany	Full	100%	100%
	-Theon Sensors Far East Long Ltd	Singapore	Full	100%	100%
	-Theon Sensors SA	Greece	Full	100%	100%
	-Hensoldt–THEON Gbr	Germany	Equity	50%	50%
	-Consortium THEON/Andres Gbr	Germany	Equity	50%	–
	-Theon Sensors USA Inc	USA	Full	100%	100%
	-Theon Sensors MEA FZC	UAE	Full	99.33%	99.33%
*	Theon Belgium Private Limited Company	Belgium	Full	100%	100%
*	Harder Digital Ingenieur-und Industriegesellschaft mbH	Germany	Full	60%	60%
	-Turm Thurau GmbH	Germany	Full	100%	100%
	-GIDS GmbH	Germany	Full	80%	80%
	-Harder Digital SOVA D.O.O.	Serbia	Full	100%	100%
	-Photon Optronics D.O.O.	Serbia	Full	100%	100%
	-Real Electronics D.O.O.	Serbia	Full	100%	100%
	-Baltic Photonics SIA	Latvia	Full	75%	70%
	-InfiGamma SIA	Latvia	Full	80%	80%
*	Theon Korea Co., Ltd	South Korea	Full	100%	–
*	Theon Optronics Equipment Manufacturing LLC-SPC	UAE	Full	100%	–
*	NVT Sensors General Trading LLC	UAE	Full	100%	–
*	THEON Canada Inc.	Canada	Full	100%	–
*	Theon Sensors Philippines Regional Headquarters	Philippines	Full	100%	–
*	Kopin Europe Ltd	UK	Equity	49%	–

* Direct investments of Theon International Plc.

192 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 24. Inventories

In euro	31 December 2025	31 December 2024
Finished goods and work in progress	25,663,602	23,171,600
Raw materials and various materials	58,974,188	50,760,157
Raw materials and various materials in transit	2,390,144	1,844,404
Merchandise inventory	173,433	120,922
Inventories	87,201,367	75,897,083

In 2025, inventories of €259,610,928 (2024: €218,608,990) were recognised as an expense in Cost of Sales. Write-downs of inventories amounted to €5,082,128 (2024: €2,281,910). These were recognised as an expense during the year ended 31 December 2025 and included in cost of sales. The 14.9% increase in inventory, primarily in raw materials (increase of €11,304,284), as at 31 December 2025, is attributable to the strong backlog the Group has secured and the Management’s proactive measures to ensure the fulfillment of all future sales orders. The increase in finished goods is attributed to the rising demand for the Group’s products. The amount of €1,554,201 (31 December 2024: €2,428,979) represents the work in progress included in the first line of the table above. 25. Trade accounts receivable and other receivables

	31 December	31 December
In euro	2025	2024
Trade accounts receivable	144,702,125	127,244,828
Provision for doubtful debts	(1,463,047)	(1,294,912)
Total trade accounts receivable	143,239,078	125,949,916

In euro	31 December 2025	31 December 2024
V.A.T. and other receivables from state	2,933,588	2,553,493
Accrued income – Prepaid expenses	1,577,920	2,982,536
Sundry creditors prepayments	2,043,014	312,601
Other short-term receivables	1,822,633	1,787,147
Provision for doubtful debts of other receivables	–	(15,153)
Total other receivables	8,377,155	7,620,624
Total trade and other receivables	151,616,233	133,570,540

The 13.7% increase in trade receivables is attributed to a substantial rise in sales. This significant growth in revenue has led to a higher volume of outstanding invoices. Due to the short-term nature of the Trade and other receivables, their carrying amount is considered to be a reasonable approximation of their fair value. As at 31 December 2025, the trade accounts receivable balance includes €8,931,651 receivables from related parties, mainly attributable to Hensoldt Theon Nightvision Gmbh (31 December 2024: €22,118,256). Detailed information on related parties is available in Note 37.d. The Other short-term receivables account comprises amounts reserved for imports (cash guarantees) and various balances from miscellaneous debtors. The overall impairment of trade accounts and other receivable as at 31 December 2025 and 31 December 2024, stands at €1,463,047 and €1,310,065 respectively. Information about the impairment of trade receivables and the Group’s exposure to credit risk is available in Note 38.a.

193 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 25. Trade accounts receivable and other receivables (continued)

In euro	31 December 2025	31 December 2024
Balance as at 1 January	(1,310,065)	(518,530)
Arising from business combinations	–	(129,659)
Impairment loss recognised	(214,449)	(661,876)
Amounts written off	56,364	–
Impairment loss reversed	5,103	–
Balance as at 31 December	(1,463,047)	(1,310,065)

26. Other financial assets Financial assets at amortised cost Financial assets at amortised cost include the following debt instruments

	31 December 2025			31 December 2024
In euro	Current	Non- current	Total	Current	Non- current	Total
Loans to third parties	–	200	200	200,021	14,505	214,526
Total	–	200	200	200,021	14,505	214,526

Due to the short-term nature of the other current receivables, their carrying amounts are considered to be reasonable approximations of their fair values. For the majority of the non-current receivables, the fair values are also not significantly different from their carrying amounts. The fair values were calculated based on cash flows discounted using a current market lending rate. They are classified as level 3 fair values in the fair value hierarchy due to the inclusion of unobservable inputs including counterparty credit risk. All of the financial assets at amortised cost are denominated in Euro. As a result, there is no exposure to foreign currency risk. There is also no exposure to price risk, because the loans will be held to maturity. In December 2024, Theon International Plc granted a loan of €200,000 with an annual interest rate of 5% and a maturity date of 31 December 2025. The loan has been assessed for impairment, resulting in the recognition of an expected credit loss of €746 in the statement of profit or loss. For the financial year 2024, the interest income from this loan amounts to €767. Financial assets at fair value through profit or loss On 27 September 2023, the Group participated in the share capital increase of Optima bank, acquiring 20,406 number of stocks, representing a 0.01% ownership interest, at a total value of €147,923. The investment is classified as a Level 1 financial instrument, as its fair value is determined based on quoted prices in an active market. In August 2024, Theon International Plc provided a third-party loan of €256,000 to Theon Korea as part of the investment agreement, which, as of January 2025, is included in the consideration transferred for the acquisition. For further details on the acquisition of Theon Korea, refer to Note 21. During 2025, the Group entered into new forward contracts for hedging purposes, consistent with its established risk management strategy. These contracts were primarily used to hedge against foreign exchange rate fluctuations arising from forecasted transactions and firm commitments denominated in foreign currencies. All forward contracts were designated as cash flow hedges in accordance with the applicable accounting standards, and their effectiveness was assessed on a regular basis. For the contracts that closed during 2025, the related gain/loss recognised in Other Comprehensive Income was reclassified to Cost of Sales in the Consolidated Statement of Profit or Loss. The investment is classified as a Level 2 financial instrument, as its fair value is determined using valuation techniques that incorporate observable market inputs. In July 2025, the Group provided €5,000,000 in Varjo Technologies Oy, through a convertible loan. At contractual maturity, the loan is repayable at an amount equal to twice its original principal. Although the initial principal amounted to €5,000,000, the reported value of €9,412,802 reflects the characteristics of the instrument, including its convertible features and the impact of the relevant valuation methodology applied over the reporting period. The arrangement also includes an option to enter into an additional loan agreement of €5,000,000 under predetermined terms, subject to the fulfilment of specific conditions that are outside the Group’s control.

194 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 26. Other financial assets (continued) Financial assets at fair value through profit or loss (continued) As the occurrence of these conditions is uncertain and not within the Group’s control, no derivative has been recognised in relation to this contingent right. The investment is classified as a Level 3 financial instrument, as its fair value is determined using valuation techniques that incorporate significant unobservable inputs. In August 2025, the Group, acquired a 10% strategic equity stake in Andres Industries AG through a €1,100,155 share capital increase. The agreement also includes a call option mechanism that allows the Group to increase its ownership up to 24.99% over time, subject to certain post-equity valuation conditions. As at 31 December 2025, the call option was recognised at a fair value of €0, since the option is considered to be out of the money. The investment is classified as a Level 3 financial instrument, as its fair value is determined using valuation techniques that incorporate significant unobservable inputs. In September 2025, Theon International Plc acquired 7,519,353 common shares of Kopin Corporation at a total cost of €13,774,363. Within the same financial year, an additional 175,827 shares were acquired at a total cost of €475,100. As at 31 December 2025, the Group held 7,695,180 shares, representing a 4.71% ownership interest, with a total carrying amount of €15,332,042. The investment is classified as a Level 1 financial instrument, as its fair value is determined based on quoted prices in an active market. In October 2025, the Group, invested in 1,000 preferred shares issued by Kopin Corporation, at par value USD 0.01 per share, for a total consideration of USD 7,000,000 (€6,018,495), that can be converted to common shares either by the holder or the issuer under specific circumstances. Conversion results in a variable number of common shares, depending on accrued dividends, liquidation preference and the conversion price. The investment is classified as a Level 3 financial instrument, as its fair value is determined using valuation techniques that incorporate significant unobservable inputs. In October 2025, the Group invested in 49% stake in Kopin Europe Ltd (refer to Note 22). Under this agreement a conditional written and purchased call option was created depending on which party triggers the default event. In addition, in specific circumstances linked to a change of control of Kopin Europe Ltd, Theon International Plc is granted the right to require Kopin to purchase all of the shares held by the Company, creating a put option. Both the call and the put option will be recognised only if the triggering event occurs, since they are highly contingent instruments dependent on remote, non-market events. The probability of occurrence is extremely low, resulting in a negligible fair value. The following table presents the Group’s financial assets measured and recognised at fair value as at 31 December 2025 and 31 December 2024. The Group has not recognised any financial liabilities measured at fair value.

31 December 2024
	Carrying amount		Fair Value Scale
In euro	FVTPL	Total	Level 1	Level 2	Level 3	Total
Debt securities	257,670	257,670	–	–	257,670	257,670
Equity securities	264,055	264,055	264,055	–	–	264,055
Total	521,725	521,725	264,055	–	257,670	521,725

31 December 2025
	Carrying amount		Fair Value Scale
In euro	FVTPL	Total	Level 1	Level 2	Level 3	Total
Hedging derivatives	211,388	211,388	–	211,388	–	211,388
Debt securities	15,430,573	15,430,573	–	–	15,430,573	15,430,573
Equity securities	17,093,408	17,093,408	15,804,033	–	1,289,375	17,093,408
Total	32,735,369	32,735,369	15,804,033	211,388	16,719,948	32,735,369

The Group’s policy is to recognise transfers into and transfers out of fair value hierarchy levels as at the end of the reporting period. The Group did not measure any financial assets or financial liabilities at fair value on a non-recurring basis as at 31 December 2025 and 31 December 2024. There were no transfers between levels for recurring fair value measurements during the current and previous year.

195 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 26. Other financial assets (continued) Financial assets at fair value through profit or loss (continued) LEVEL 1: The fair value of financial instruments traded in active markets (e.g. publicly traded derivatives and equity securities) is based on quoted market prices at the end of the reporting period. The quoted market price used for financial assets held by the Group is the current bid price. These instruments are included in level 1. LEVEL 2: The fair value of financial instruments that are not traded in an active market (e.g. over–the– counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. LEVEL 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities and for instruments where climate risk gives rise to a significant unobservable adjustment. Valuation techniques Listed investments The fair values of investments traded on active liquid markets are determined with reference to quoted market prices. These investments are included within Level 1 of the hierarchy. Non-listed investments The fair values of non-listed securities are determined in accordance with generally accepted pricing models based on discounted cash flow analysis using prices from observable current market transactions and dealer quotes for similar instruments. Significant unobservable inputs include the risk-free interest rate, the growth rate of the economy and the discount applied to the conversion option. The fair values of non-listed securities are, also, determined in accordance with generally accepted pricing models such as the binomial lattice model. Significant unobservable inputs include the risk-free interest rate, the expected volatility of the shares and the years until realisation. The Group classifies the fair value of these investments as Level 3. For the hedging derivative, the fair value is determined using quoted forward exchange rates at the reporting date.

In euro	Fair value 31 December 2025	Valuation technique	Unobservable input	Relationship of unobservable inputs to fair values
Debt securities – Varjo Technologies Oy	9,412,802	Binomial lattice model	Discount rate (2.31%) Expected volatility (63%)	The estimated fair value would increase/(decrease) if: a) the discount rate were lower/(higher) or b) the expected volatility were higher/(lower)
Debt securities – Kopin Corporation	6,017,771	Binomial lattice model	Discount rate (3.48%) Expected volatility (98%)	The estimated fair value would increase/(decrease) if the discount rate were lower/ (higher)
Equity securities – Andres Industries AG	1,289,375	Discounted cash flows	Discount rate (11.2%) Terminal growth (1.5%)	The estimated fair value would increase/(decrease) if: a) the discount rate were lower/(higher) or b) the terminal value were higher/(lower)

Sensitivity analysis For the fair values of debt and equity securities, reasonable possible changes at the reporting date to one of the significant unobservable inputs, holding the other inputs constant, would have the following effects.

Debt securities – Varjo Technologies Oy	Profit or Loss
31 December 2025	Increase by	Decrease by
Discount rate	+1%	-1%
Net fair value gains/(losses) on financial assets at fair value through profit or loss	(230,738)	236,604
Expected volatility	+10%	-10%
Net fair value gains/(losses) on financial assets at fair value through profit or loss	(70,147)	17,625

196 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 26. Other financial assets (continued) Sensitivity analysis (continued)

Debt securities – Kopin Corporation	Profit or Loss
31 December 2025	Increase by	Decrease by
Discount rate	+1%	-1%
Net fair value gains/(losses) on financial assets at fair value through profit or loss	(25,574)	26,826
Debt securities – Andres Industries AG	Profit or Loss
31 December 2025	Increase by	Decrease by
Discount rate	+1%	-1%
Net fair value gains/(losses) on financial assets at fair value through profit or loss	(146)	180
Terminal value	+0.5%	-0.5%
Net fair value gains/(losses) on financial assets at fair value through profit or loss	5	(5)

Reconciliation of fair value measurements In euro	Note	31 December 2025	31 December 2024
Level 1-Equity securities
Opening Balance at 1 January		264,055	159,168
Net change in fair value (unrealised)	12.	1,290,516	104,887
Purchases		14,249,462	–
Closing Balance		15,804,033	264,055
Level 2
Opening Balance at 1 January		–	48,988
Gains/(losses) recognised in other comprehensive income*		211,388	(48,988)
Closing Balance		211,388	–
Level 3-Debt securities
Opening Balance at 1 January		257,670	–
Net change in fair value (unrealised)	12.	4,202,489	(5,052)
Purchases		11,018,495	256,000
Included in consideration for business combinations		(257,670)	–
Interest income from debt securities	12.	209,589	6,722
Closing Balance		15,430,573	257,670
Level 3-Equity securities
Net change in fair value (unrealised)	12.	189,220	–
Purchases		1,100,155	–
Closing Balance		1,289,375	–
Total		32,735,369	521,725

* Includes unrealised gains or (losses) recognised in other comprehensive income attributable to balances held at the end of the reporting period. 27. Prepayments Prepayments amounting to €6,915,925 as at 31 December 2025, relate to advance payments made to suppliers for inventory purchases (31 December 2024: €3,499,908).

197 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 28. Cash and cash equivalents

In euro	31 December 2025	31 December 2024
Cash in hand	39,428	31,315
Cash at banks	256,780,725	87,774,105
Total	256,820,153	87,805,420

The Group has further enhanced its already solid cash position, as part of the realisation of the increased revenue, coupled with the inflows stemming from bank loans and IPO proceeds. Term deposits are presented as cash equivalents if they have a maturity of three months or less from the date of acquisition and are repayable with 24 hours’ notice with no loss of interest or any other form of penalties. Term deposits not meeting these criteria are classified separately within current assets. Cash equivalents in the statement of cash flows include only cash, sight deposits, short-term deposits and bank overdrafts with maturity of three months or less and bank overdrafts. No short-term highly liquid investments and demand deposits are included as at 31 December 2025. 29. Capital, reserves and non-controlling interests

Share capital	2025 Number of shares	2025 €	2024 Number of shares	2024 €
Authorised
Ordinary shares of €0,01 each	84,000,000	840,000	75,000,000	750,000
Ordinary Class B shares of €0,01 each	10	0,10	10	0,10
Balance at 31 December	84,000,010	840,000,10	75,000,010	750,000,10
Issued and fully paid
Balance at 1 January	70,000,010	700,000	60,000,010	600,000
Issue of ordinary shares	8,264,645	86,246	10,000,000	–
Subdivision of share capital	–	–	–	100,000
Balance at 31 December	78,624,655	786,246	70,000,010	700,000

Authorised capital On 14 November 2023 the authorised share capital of the Company was increased to €600,000 divided into 600,000 ordinary shares of €1 each. On the same day, the par value of the authorised share capital of the Company was subdivided and the number of shares was increased from 600,000 ordinary shares of €1 each to 60,000,000 ordinary shares of €0.01 each. On 16 November 2023 the authorised share capital of the Company was increased to €750,000 divided into 75,000,000 ordinary shares of €0.01 each. On 23 November 2023 the authorised share capital of the Company was increased to €750,000.10 divided into 75,000,000 ordinary shares of €0.01 each and 10 ordinary Class B shares of €0.01 each. Ordinary Class B shares do not carry voting rights. On 5 June 2025 the authorised share capital of the Company was increased to €840,000.10 divided into 84,000,000 ordinary shares of €0.01 each and 10 ordinary Class B shares of €0.01 each. Ordinary Class B shares do not carry voting rights.

198 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 29. Capital, reserves and non-controlling interests (continued) Share capital (continued) Issued capital Between July and September 2023, the Company declared and then undertook a share buyback acquiring 19,631 ordinary shares in exchange for €17,173,937. Following the approval by the Extraordinary General Meeting on 17 July 2023 of the share buy-back, the Company repurchased 19,631 ordinary shares for an amount of €17,173,937 and recognised the net present value of the consideration as a financial liability. The resulting discount of €1,452,140 was recognised as an increase in the Treasury Share Reserve. As at 31 December 2025, no amount was outstanding (31 December 2024: €6,661,494), as the balance was fully paid by 31 December 2025. On 2 October 2023, the Company distributed all treasury shares to existing shareholders i.e. Venetus Limited, Christianos Hadjiminas and Evangelos Boutlas, and therefore the amount of €15,721,797 was reclassified from the Treasury share reserve to Retained earnings in the Statement of changes in equity. On 14 November 2023, the Company’s general shareholder meeting resolved to effect a share split of 1 to 100, and resolved to increase the share capital from €200,000 to €600,000 using Company retained earnings and, at the same time reduce the nominal value per share from €1.00 to €0.01, thus increasing the number of existing shares from 200,000 to 60,000,000. On 16 November 2023, in connection with the planned Private Placement and Admission to Trading, the Company’s general shareholder meeting resolved to authorise the Board of Directors to effect an increase in the Company’s share capital by up to €150,000 for the issuance of up to 15,000,000 shares, excluding preemption rights for Existing Shareholders as of the date of the Prospectus, in connection with the Private Placement. On 23 November 2023, the Company’s general shareholder meeting resolved to create a second class of restricted Non-Voting Shares with a nominal value of €0.01 each, increasing the issued share capital from €600,000 to €600,000.10. On 6 February 2024, the Private Placement, where the Placement Price and the final number of Placement Shares were determined, was completed and resulted in 15,400,000 shares consisting of 10,000,000 new shares with a nominal value of €0.01 each, from the authorised share capital increase dated on 16 November 2023 against contributions in cash, and 5,400,000 existing shares. The Group debuted with issue price at €10 per share. During the first days of trading, the over-allotment option has been partially exercised, leading to a total number of shares placed in the private placement of 14.3 million. On 5 June 2025, the Company’s general shareholder meeting resolved to create 9,000,000 additional ordinary shares of nominal value EUR 0.01 each, waived and disapplied any and all pre-emption rights they may have in connection with, and for the purposes of, issuance of 14,000,000 ordinary shares in the authorised but unissued share capital and authorised the board to allot and issue the aforementioned shares for a period up to the 5 June 2026. On 15 December 2025, the Company successfully completed a rights issue of 8,624,645 new ordinary shares. During the subscription period, which started on 2 December and ended on 15 December 2025, a total of 68,176,464 rights for the subscription of 8,522,058 new shares were exercised, representing approximately 99% if the total number of shares being offered for a total amount of approximately €148 million. On 16 December 2025, the Company successfully completed the rump placement where all the remaining 102,587 new shares which were not subscribed for or for which subscription failed during the subscription period were sold to investors in the rump placement. Capital reserve Regarding the IPO on Euronext Amsterdam on 7 February 2024, the Group initiated trading with an issue price of €10.00 per share, with a nominal value of €0.01 per share, thus generating a share surplus of €99,900,000, designated for strategic acquisitions within the defence sector. Qualifying costs associated with the issuance of share capital amounting to €5,982,684, were recognised within the same equity reserve. Regarding the rights issue and rump placement on 18 December 2025, the Group traded with an average price of €17.53 per share, with a nominal value of €0.01 per share, thus generating a share surplus of €151,193,103, designated for strategic acquisitions within the defence sector. For the subscription of the New Shares the price traded was equal to €17.40 while the Rump Shares placed at a price of €29.20 per Rump Share. Qualifying costs associated with the issuance of share capital amounting to €3,903,153 were recognised within the same equity reserve.

199 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 29. Capital, reserves and non-controlling interests (continued) Share capital (continued) Legal reserve Pursuant to Greek company law, the companies are obliged to allocate each year at least 5% of its annual net profits to its legal reserve, until this reserve equals at least 1/3 of the company’s share capital. The distribution of the legal reserve is prohibited but it can be used to offset losses. Other reserve During 2025, the Board of Directors of Theon Sensors AG proposed to the Annual General Meeting that reserves amounting to €2,882,510 be released and reclassified to retained earnings, as these reserves are neither subject to a legal requirement nor associated with any tax benefits, The proposal was approved by the Annual General Meeting. Other reserves mainly comprise of “action 2.5.3.” extraordinary tax reserve amounting to €400,000. Treasury reserve The treasury reserve includes amounts related to the share buy-back transaction conducted during second semester of 2025. The Company initiated a share repurchase programme of its ordinary shares for the purpose of meeting future obligations arising from a long-term employee incentive plan to be established. The programme was approved by the shareholders at the General Meeting held on 5 June 2025, authorising the repurchase of up to 1,400,000 ordinary shares until 5 June 2026. As at 31 December 2025, the Company had repurchased 1,002,833 of its own shares for a total amount of €30,647,700. Foreign exchange reserve The foreign exchange reserve relates to the net foreign exchange transaction differences resulting from the translation of its foreign subsidiary’s merger reserve and financial statements to the Group’s presentation currency. Merger reserve The merger reserve primarily represents the equity amount arising from the difference between the consideration paid and the capital of the acquiree within Theon Sensors AG and its subsidiary undertakings. Hedging Reserve The hedging reserve includes the cash flow hedge reserve. It is used to recognise the effective portion of gains or losses on derivatives that are designated and qualify as cash flow hedges. Amounts are subsequently reclassified to profit or loss as appropriate. Dividends On 5 June 2025, the Company, during its General Meeting, approved a dividend distribution totaling €23,800,000 (2024: €14,438,234). Dividend per share in 2025 amounted to €0.34, while the respective amount for 2024 was €0.21. Theon International Plc pays special defence contribution on behalf of the shareholders over the amount of the deemed dividend distribution at a rate of 17% (applicable since 2014) when the entitled shareholders are natural persons tax residents of Cyprus and have their domicile in Cyprus. In addition, Theon International Plc pays on behalf of the shareholders General Healthcare System (GHS) contribution at a rate of 2.65%, when the entitled shareholders are natural persons tax residents of Cyprus, regardless of their domicile. Non-controlling interests Set out below is summarised financial information for the subsidiary, prepared in accordance with IFRS and modified for FV adjustments on acquisition, that has non-controlling interests. The amounts disclosed are before inter-company eliminations.

200 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 29. Capital, reserves and non-controlling interests (continued) Share capital (continued) Non-controlling interests (continued)

Summarised statement of financial position	Harder Digital Group
In euro	31 December 2025	31 December 2024
NCI percentage	40%	40%
Current assets	27,421,451	34,471,417
Current liabilities	14,515,199	11,970,026
Current net assets	12,906,252	22,501,391
Non-current assets	20,793,582	15,045,574
Non-current liabilities	1,537,602	7,780,418
Non-current net assets	19,255,980	7,265,156
Net assets	32,162,232	29,766,547
NCI of Harder Digital Group	(289,481)	(69,394)
Accumulated NCI	12,575,412	11,837,225

Summarised statement of comprehensive income
	Harder Digital Group
In euro	31 December 2025	31 December 2024
NCI percentage	40%	40%
Revenue	27,276,657	2,661,096
Profit for the year	2,396,651	220,565
Other comprehensive income	–	–
Total comprehensive income	2,396,651	220,565
NCI of Harder Digital Group	(220,473)	(69,394)
Profit allocated to NCI	738,187	18,832

Summarised cash flows
	Harder Digital Group
In euro	31 December 2025	31 December 2024
Cash flows from/(used in) operating activities	7,022,068	(2,792,597)
Cash flows used in investing activities	(6,605,625)	(596,588)
Cash flows (used in)/from financing activities	(2,629,978)	5,741,832
Net (decrease)/ increase in cash and cash equivalents	(2,213,535)	2,352,647

201 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 29. Capital, reserves and non-controlling interests (continued) Share capital (continued) Amount owed for share buy-back The amount is owed to ex-shareholders from whom the Company purchased the ordinary shares, between July and September 2023, as described above (refer to page 198).

In euro	Note	31 December 2025	31 December 2024
Opening Balance at 1 January		6,661,494	13,640,243
Repayments		(6,970,390)	(7,778,157)
Loss from financial liabilities modifications	11b.	–	82,594
Unwinding of discount	12.	308,896	716,814
Closing Balance		–	6,661,494

30. Capital Management The policy of the Board of Directors consists of the preservation of a solid capital base, in order to maintain investor, creditor, and market confidence in the Group and to allow the future expansion of its activities. The Group monitors capital using a ratio Net debt to adjusted equity. Net debt is calculated as total liabilities (as shown in the statement of financial position) less cash and cash equivalents. Total equity comprises of all components of equity (as shown in the statement of financial position, including non-controlling interests).

In euro	31 December 2025	31 December 2024
Total liabilities	212,262,846	156,232,820
Less: Cash and cash equivalent	(256,820,153)	(87,805,420)
Net debt	(44,557,307)	68,427,400
Total equity	410,819,759	236,202,621
Adjusted equity	410,819,759	236,202,621
Net debt to adjusted equity ratio	(0.11)	0.29

During the reporting year, no changes occurred to the Group’s approach regarding capital management. 31. Loans and borrowings a. Loan balances

In euro	Note	31 December 2025	31 December 2024
Non-current liabilities
Secured bank loans		7,606,608	8,009,241
Guaranteed bank loans		113,305,787	–
Bond loans		–	31,333,334
Third party loans		868,177	7,424,756
Lease liabilities	19.	1,157,307	533,644
		122,937,879	47,300,975
Current liabilities
Secured bank loans		422,000	220,000
Guaranteed bank loans		–	22,412,804
Bond loans		–	2,774,529
Third party loans		5,539,222	1,855,928
Lease liabilities	19.	985,261	512,680
Bank overdrafts		6,579	–
Non-guaranteed bank loans		68,422	1,017,134
		7,021,484	28,793,075

Guaranteed bank loans Personal guarantee from the Group’s majority shareholder or other group entities. In October 2025, Theon International Plc entered into a new €300 million senior revolving credit facility with a syndicate of nine international and Greek banks with a variable interest rate based on the one-month Euribor plus 1.5% and a term of five years. The financing will be used to refinance existing short-term debt, support general corporate purposes and potentially fund larger acquisitions. As at 31 December 2025, the outstanding balance under the facility amounted to €113,305,787. All other guaranteed bank loans were fully repaid during the year through utilisation of the above-mentioned senior revolving credit facility.

202 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 31. Loans and borrowings (continued) a. Loan balances (continued) Bond Loan In February 2025, Theon Sensors SA successfully completed the refinancing of a €12,000,000 short-term loan, replacing it with a €20,000,000 bond loan with a variable interest rate based on the three-month Euribor plus 1.7% and a term of two years. All bond loans were fully repaid during the year through utilisation of the above-mentioned senior revolving credit facility. Secured bank loans In the year ended on 31 December 2025, Theon Sensors SA received the final installments of €1,186,631, totalling €7,910,872 under the Investment Plans for the Recovery and Resilience Fund (“RRF”) Loan Financing agreement, which was signed in December 2023. The loan includes two bond lines: Bond Line A, with a fixed interest rate of 3.81%, and Bond Line B, with a variable interest rate tied to the six-month Euribor plus 2.8%, both with a 15-year term. A first mortgage prenotation on the plot situated at 62 Ioannou Metaxa St., Koropi, Attica and the industrial building thereon for €2,000,000 to secure bank loan disbursed in July 2021, with no outstanding balance as of 31 December 2025 (31 December 2024: €1,505,000), which was released in February 2026, and a second mortgage prenotation on the same plot for €9,493,000 to secure bank loan disbursed in February 2024, with an outstanding balance of €7,910,000 as of 31 December 2025 (31 December 2024: €6,724,241). Third party loans Third party loans comprise borrowings obtained from non-related counterparties. As at 31 December 2025, these balances primarily relate to financing provided to support the Group’s operational and investment activities. The loans bear interest at rates close to zero and include defined repayment terms, with maturities varying based on the respective agreements. Loan covenants The Group is required to comply with specific financial covenants at the end of each annual and interim reporting period. There are no indications that there would be difficulties complying with the covenants when they will be next tested as at the 31 December 2026 annual reporting date. The maturity for borrowings, excluding lease liabilities, is as follows:

	31 December	31 December
In euro	2025	2024
Up to 1 year	6,036,223	28,280,397
Between 1 and 2 years	978,431	29,546,223
Between 2 and 5 years	115,629,645	12,307,238
Over 5 years	5,172,496	4,913,868
Total	127,816,795	75,047,726

203 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued b. Reconciliation of movements The movement of loans for the years 2025 and 2024 is as follows:

In euro	Long-term loans	Short-term loans	Short-term part of long-term loans	Total bank loans
Balance at 01 January 2024	25,521,669	23,878,753	1,512,947	50,913,369
Arising from business combinations	15,013,495	2,095,818	387,066	17,496,379
New Loans	21,724,241	131,439,382	1,000,000	154,163,623
Repayments	(11,394,105)	(132,331,901)	(3,812,624)	(147,538,630)
Interest expense	–	1,784,825	1,785,345	3,570,170
Interest repayments	–	(1,673,408)	(1,731,775)	(3,405,183)
Day one gain	(120,878)	(31,124)	–	(152,002)
Transfers between accounts	(3,977,091)	–	3,977,091	–
Balance at 31 December 2024	46,767,331	25,162,345	3,118,050	75,047,726

In euro	Long-term loans	Short-term loans	Short-term part of long-term loans	Total bank loans
Balance at 01 January 2025	46,767,331	25,162,345	3,118,050	75,047,726
Arising from business combinations	–	699,822	–	699,822
New Loans	134,411,631	43,571,046	–	177,982,677
Repayments	(52,395,845)	(68,240,109)	(4,701,666)	(125,337,620)
Interest expense	5,084,427	539,191	2,674,699	8,298,317
Interest repayments	(4,571,343)	(749,527)	(2,819,146)	(8,140,016)
Day one gain	(656,033)	(78,078)	–	(734,111)
Transfers between accounts	(6,859,596)	4,662,248	2,197,348	–
Balance at 31 December 2025	121,780,572	5,566,938	469,285	127,816,795

204 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 31. Loans and borrowings (continued) c. Terms and repayment schedule

				2025		2024
In euro	Currency	Nominal interest rate	Year of maturity	Face Value	Carrying amount	Face Value	Carrying amount
Bond loans	EUR	2.35%+Eur3m	2029	–	–	7,000,000	7,098,508
Secured bank loans	EUR	1.90%+Eur3m	2029	–	–	2,000,000	1,505,000
Secured bank loans	EUR	3.80%	2039	7,910,872	5,062,031	7,910,872	4,202,650
Secured bank loans	EUR	2,8% + Eur6m	2039		2,966,577		2,521,590
		2.50% + Eur3m/
Guaranteed bank loans	EUR	Eur6m + 0.6%	2025	–	–	4,000,000	4,132,214
Bond loans	EUR	2.25%+Eur3m	2028	–	–	6,000,000	5,009,357
Bond loans	EUR	2.00%+ Eur3m	2026	–	–	20,000,000	20,000,000
Bond loans	EUR	2.50%+Eur3m	2027	–	–	2,000,000	2,000,000
Non-guaranteed bank loans	EUR	3.00%+Eur3m +0.6%	2025	–	–	1,000,000	1,017,134
Non-guaranteed bank loans	EUR	3.25%+Eur3m + 0.6%	2025	17,000,000	68,422	17,000,000	2,068,661
Guaranteed bank loans	EUR	3.25%+Eur3m+0.6%	n/a	–	–	6,000,000	4,000,000
Guaranteed bank loans	EUR	1.90%+Eur3m+0.6%	2025	–	–	12,000,000	12,211,928
Guaranteed bank loans	EUR	1.5% + Eur 1m	2030	115,000,000	113,305,787	–	–
Bank overdrafts	EUR	n/a	n/a	–	6,579	–	–
Third party loans	EUR	0.68%	2025	–	–	1,354,285	1,357,456
Third party loans	EUR	1.00%	2026	4,388,220	3,183,787	4,388,220	4,384,598
Third party loans	EUR	0.00%	2026	1,947,694	1,916,810	1,947,694	1,939,359
Third party loans	USD	0.00%	2028	1,175,970	999,864	1,175,970	1,165,750
Third party loans	RSD	0.00%	2025	188,415	88,453	188,415	188,415
Third party loans	RSD	8% + Eur	2029	204,672	204,105	204,672	204,672
Third party loans	EUR	0.00%	2029	–	14,380	40,434	40,434
Lease liabilities	EUR	3.25%-6%	n/a	–	2,142,568	n/a	1,046,324
					129,959,363		76,094,050

205 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 32. Government grants

In euro	2025	2024
Government grants	620,737	620,737
Depreciated government grants	(606,728)	(570,114)
Total	14,009	50,623

The Group was awarded grants for an EU (Horizon) and a Greek programme (Poiotikós Eksynchronismós). 33. Trade accounts payable and Accrued and other current liabilities

In euro	31 December 2025	31 December 2024
Trade payables	38,484,848	36,382,023
Total trade accounts payable	38,484,848	36,382,023

In euro	31 December 2025	31 December 2024
Salaries and employee-related payables	1,009,092	834,422
Sundry creditors	5,766,421	2,563,355
Sales and other taxes due	1,636,464	1,711,015
Accrued expenses – Deferred income	15,068,506	10,945,410
Total other payables	23,480,483	16,054,202
Total trade and other payables	61,965,331	52,436,225

The 37.7% increase in Accrued expenses and Deferred income primarily reflects timing differences related to the receipt of invoices in the current reporting period for goods or services delivered in the prior period. Accrued expenses – Deferred income for the year ended 31 December 2025 include arrangement and commitment fees amounting to €2,293,498, success fees for M&A activities amounting to €4,000,000 and other professional fees and IPO qualifying costs accruals of €318,455. Trade payables for the year ended 31 December 2025 include an amount of €592,530 which relates to outstanding IPO qualifying costs not yet settled. The 125% increase in Sundry creditors is mainly attributable to timing differences in the settlement of payables at year-end and increased business activity during 2025. The carrying amounts of trade and other payables are considered to be reasonable approximations of their fair values, due to their short-term nature. 34. Contract liabilities Contract liabilities amounting to €2,110,514 as at 31 December 2025, mainly relate to down payments made by customers (31 December 2024: €4,859,278). For more details, please refer to Note 10. 35. Provisions

2024
In euro	Warranties	Total
Balance at 1 January	202,441	202,441
Arising from business combinations	50,987	50,987
Provisions made during the year	519,750	519,750
Balance at 31 December	773,178	773,178
Current	773,178	773,178
Total	773,178	773,178
2025
In euro	Warranties	Total
Balance at 1 January	773,178	773,178
Provisions made during the year	517,665	517,665
Balance at 31 December	1,290,843	1,290,843
Current	995,181	995,181
Non-current	295,662	295,662
Total	1,290,843	1,290,843

206 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 35. Provisions (continued) The provision for warranties relates mainly to products sold during 2025. The provision has been estimated based on historical warranty data associated with similar products. The Group expects to settle the majority of the liability over the next year. The amount of €995,181 is included in Accrued and other current liabilities and the amount of €295,662 is included in Accrued and other non-current liabilities. 36. Commitments & Contingencies The existence of contingent liabilities requires Management to constantly apply assumptions and make value judgements about the likelihood of future events occurring or not occurring and about the impact that those events could have on the Group’s activities. The Group is not involved in any significant outstanding legal cases. a. Guarantees The Letters of Guarantee which have been issued are displayed below:

In euro	31 December 2025	31 December 2024
Letters of Guarantee – Customs	23,620,500	19,758,500
Letters of Guarantee – Project Performance	7,389,501	7,857,496
Letters of Guarantee – Equipment Substandard Performance	16,120	809,178
Letters of Guarantee – Customers advance payments	1,502,426	4,868,005
Total	32,528,547	33,293,179

b. Tax liabilities Management does not expect any tax liabilities other than those already recorded and shown in the consolidated financial statements. c. Commitments The Group has entered into contractual agreements for the acquisition of intangible assets, primarily related to research and development projects, with a total contract value of €27,011,831. As at 31 December 2025, contractual commitments amounting to €16,717,514 (31 December 2024: €4,658,374) remain outstanding and have not yet been recognised in the financial statements. These commitments are expected to result in the recognition of intangible assets upon delivery or fulfillment of the relevant contractual terms. 37. Related parties a. Parent entity and ultimate controlling party The Group is controlled by the following entities:

Name	Type	Country of incorporation	31 December 2025	31 December 2024
Venetus Limited	Immediate parent entity	Cyprus	59.60%	69.66%
Christianos Hadjiminas	Ultimate controlling party	–	66.86%	74.95%

The reduction in the ownership interest is attributable to the two share placing completed through accelerated bookbuilding processes: approximately 3.2 million shares (4.5% of the Company’s share capital) sold at €17.7 per share on 11 March 2025 and approximately 3.7 million shares (5.3% of the share capital) sold at €31.1 per share on 3 June 2025. Following these transactions, the free float increased from 20.84% to 30.0%. b. Key Management personnel

Christianos Hadjiminas

Kolinda Grabar-Kitarović

Philippe Jean Mennicken

Stelios Anastasiou

Efstathios Potamitis

Hans-Peter Bartels

Maria Athienitou Anastasiou

207 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 37. Related parties (continued) c. Key Management personnel compensation

In euro	2025	2024
Key Management and Board Members compensation	1,439,593	1,087,528

Key management personnel refer to executives who are responsible for planning, managing and controlling the activities of an economic entity, whether directly or indirectly. No loans have been provided to members of the Board or other Group Management executives (or their families) and there are no receivables/liabilities involving Board members. d. Other related party transactions There were no significant changes in transactions between the Group and its related parties which have material impact on the Group’s financial position and performance for the current year in comparison to the previous year. All outstanding balances will be settled in cash within 6 months of the reporting date. None of the balances are secured. The Board of Directors of the Greek subsidiary has decided to grant permission, in accordance with Article 100 of Greek Law 4548/2018, for the provision of a guarantee in favour of credit institutions, if required, amounting up to €11,720,000 (31 December 2024: €11,025,000) in favour of Group related companies to secure credit limits for the issuance of letters of guarantee to third parties. In particular, the transactions between the Group and related parties for the current and previous year were as follows: Balance outstanding as at

In euro	Nature	31 December 2025	31 December 2024
Receivables		8,931,651	22,118,256
Interad Hellas Single Member SA	Rent	155	261
Ucandrone Anonymi Etaireia	Rent	–	21,320
Eyropaika Systimata Aisthitiron Anonymos Etaireia (ESS)	Rent	2,124,038	321,063
Interoperability Systems International Hellas Single Member Societe Anonyme (Scytalys SA)	Services	130,817	12,779
EFA Holdings Plc	Services	121,795	–
Management personnel	Expenses	–	840
Related parties		2,376,805	356,263
Hensoldt THEON NightVision GmbH	Products	6,554,846	21,761,993
Associates		6,554,846	21,761,993
Payables		55,959	1,340
European Finance & Aerospace
Ventures Single Member SA	Services	55,959	1,340
Related parties		55,959	1,340

208 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 37. Related parties (continued) d. Other related party transactions (continued) Transaction values for the year ended 31 December

In euro	Nature	Relationship	2025	2024
Sales of goods and services			37,248,252	51,676,077
Hensoldt THEON NightVision GmbH	Products	Associate	36,938,767	51,446,374
Interoperability Systems International Hellas Single Member Societe Anonyme (Scytalis SA)	Services	Related party	309,485	229,703
Income from rebilled expenses			155,687	86,497
Interad Hellas Single Member SA	Rent	Related party	747	784
Ucandrone Anonymi Etaireia	Rent	Related party	17,208	28,747
Eyropaika Systimata Aisthitiron Anonymos Etaireia (ESS)	Rent	Related party	35,384	56,966
EFA Holdings Plc	Administrative expenses	Related party	102,348	–
Total			37,403,939	51,762,574
Purchases of products and services
Eyropaika Systimata Aisthitiron Anonymos Etaireia (ESS)	Products	Related party	2,239,908	276,767
European Finance & Aerospace Ventures Single Member SA	Rebilled payroll expenses	Related party	155,959	–
European Finance & Aerospace Ventures Single Member SA	Rent	Related party	16,075	12,056
Total			2,411,942	288,823

209 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 38. Financial risk Management The Group is exposed to financial risks primarily due to the nature and geographical spread of its markets and sales. The Group’s financial risk factors are overseen by Management to minimise the potentially unfavourable impacts of market fluctuations on the Group’s financial performance. These risks include market risk (including currency risk, interest rate risk and price risk), credit risk and liquidity risk. a. Credit risk Financial assets exposed to credit risks

In euro	31 December 2025	31 December 2024
Trade accounts receivable	143,239,078	125,949,916
Term deposits	–	30,000,000
Cash at banks	256,780,725	87,774,105
Financial assets at amortised cost	–	200,021
Debt instruments measured at FVTPL	15,430,573	257,670
Other receivables	–	25,245
Total	415,450,376	244,206,957

During the year, the following losses were recognised in the statement of profit or loss in relation to impaired financial assets: For the year ended 31 December

In euro	Note	2025	2024
Impairment of trade receivables	25.	(209,346)	(646,723)
Impairment of other receivables	25.	–	(15,153)
Impairment of debt instruments measured at amortised cost	26.	–	(746)
		(209,346)	(662,622)

Credit risk is managed on a group basis. The Group’s credit risk is primarily attributable to its trade and other receivables. The Group’s trade receivables are characterised by a high degree of concentration, due to a limited number of customers comprising its clientele. The Group provides goods and services solely to recognised, solvent counterparties, such as Governments and Defence Organisations. Consequently, the credit risk is mostly limited. It is Group policy that all clients to whom goods and services are provided on credit must undergo credit checks. In addition, trade receivables are constantly monitored to minimise the risk from bad debt. The Group’s historical losses represent 0.1% of sales, based on actual losses recorded during the years 2019–2025. The credit risk associated with the Group’s customers is not significantly impacted by economic conditions, as its products are primarily sold to government entities. Trade accounts receivable The Group applies the IFRS 9 simplified approach to measuring expected credit losses (ECL), which uses a lifetime expected loss allowance for all trade accounts receivable. The factors considered for ECL calculations are: • Historical Data: Past credit losses based on historical information of 3 years • Current Conditions: Evaluation of the debtor’s current financial status (e.g. from press reports, political risks for the entities that operate in countries with political instability like government expropriation, changing regulations, or instability that could affect financial performance) • Future Economic Conditions: Forecasts for the global economy or specific sector (e.g. the use of credit default spreads on governmental clients provide real-time market sentiment and indicate the perception of the market now and in the future for the counterparty) To measure the expected credit losses, trade accounts receivable have been grouped based on shared credit risk characteristics, forming three categories: • Governmental • Non-governmental • Related party accounts The expected loss rates for governmental and related party accounts are based on the application of expected loss rate linked to 5-year credit default spreads (“CDS”) of the country of residence of customers. CDS is a market-based derivative instruments that provide insurance in the event of default of a country or company.

210 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 38. Financial risk Management (continued) a. Credit risk (continued) Trade accounts receivable (continued) The expected loss rates for non-governmental accounts are based on the payment profiles (past history of uncollectable accounts) of sales over a period of 36 months before year end respectively, and the corresponding historical credit losses experienced within this period. As at 31 December 2025 and 31 December 2024, the exposure to credit risk for trade receivables by geographical region was as follows:

In euro	31 December 2025	31 December 2024
Europe	91,491,928	100,061,827
5 EYES & Japan	27,692,622	10,255,017
Middle East	16,733,140	8,808,857
Asia Pacific	3,014,886	6,059,074
LATAM	3,773,837	494,782
Africa	532,665	13,516
Central Asia	–	256,843
Total	143,239,078	125,949,916

On that basis, the loss allowance as at 31 December 2025 and 31 December 2024 was determined as follows:

31 December 2024
Days overdue	Gross carrying amount – trade receivables	Loss allowance	Carrying amount	Expected loss rate (%)	Credit- impaired
Current	107,538,730	(209,432)	107,329,298	0.2%	No
0-60	15,013,377	(188,069)	14,825,308	1.3%	No
61-120	1,292,380	(21,797)	1,270,583	1.7%	No
121-180	672,010	(12,982)	659,028	1.9%	No
181-360	1,339,557	(116,372)	1,223,185	8.7%	No
360+	1,388,774	(746,260)	642,514	53.7%	Yes
Total	127,244,828	(1,294,912)	125,949,916

31 December 2025
Days overdue	Gross carrying amount – trade receivables	Loss allowance	Carrying amount	Expected loss rate (%)	Credit- impaired
Current	106,939,174	(119,535)	106,819,639	0.1%	No
0-60	19,850,746	(224,390)	19,626,356	1.1%	No
61-120	8,790,984	(142,342)	8,648,642	1.6%	No
121-180	2,529,882	(74,678)	2,455,204	3.0%	No
181-360	5,992,466	(360,131)	5,632,335	6.0%	No
360+	598,873	(541,971)	56,902	90.5%	Yes
Total	144,702,125	(1,463,047)	143,239,078

The Group considers a significant increase in credit risk for financial assets to occur under the following conditions: the balance of receivables is past due by more than 180 days, there are no guarantees, no payment commitments are expected shortly after the year-end, and the receivables are not from final customers classified as governments or transnational organisations. Additionally, receivables from foreign customers past due by 180 days may also indicate increased credit risk if associated with political or economic instability. The Group defines default of trade receivables as arising when a customer’s balance remains outstanding for more than 360 days without guarantees, considering that the entity’s final customers primarily consist of governments or transnational organisations with a remote risk of default. A significant increase in credit risk is assessed by comparing the risk of default at the reporting date to the risk of default at the initial recognition date across all performing credit facilities, including those without any past-due days. Trade accounts receivable and other short-term receivables are written off where there is no reasonable expectation of recovery. The following conditions are considered before the decision to proceed with the write-off: • Payment plans not honoured • Significant Decline in Financial Condition (Bankruptcy or Insolvency) • Legal Action Outcomes. If legal action has been pursued and does not result in a recovery, a write-off may be warranted.

211 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 38. Financial risk Management (continued) a. Credit risk (continued) Trade accounts receivable (continued) • Any formal communication from the debtor indicating they will not be able to pay can trigger a write-off consideration Impairment losses on trade receivables and contract assets are presented as net impairment losses within operating profit. Subsequent recoveries of amounts previously written off are credited against the same line item. Cash and cash equivalents and term deposits Cash and cash equivalents and term deposits are considered items with low credit risk according to credit exercise performed below. The credit score of each bank was obtained by Standard & Poor’s (as displayed in each bank’s website).

In euro	31 December 2025	31 December 2024
AAA	1,171,230	2,638,123
AA-	61,060	162,683
A+	1,943,844	69,925,840
A	1,035,587	437,086
A-	199,224,997	–
BBB-	5,502,648	14,324,601
BB+	32,301,017	2,680,630
BB	8,546,199	12,781,981
BB-	6,963,835	14,205,406
B+	–	491,269
n/a	30,308	126,486
Total	256,780,725	117,774,105

Financial assets at amortised cost All of the Group’s debt instruments at amortised cost are considered to have low credit risk, and the loss allowance recognised during the period was therefore limited to 12 months’ expected losses. Management considers “low credit risk” for other instruments where they have a low risk of default and the issuer has a strong capacity to meet its contractual cash flow obligations in the near term. Financial assets at fair value through profit or loss As far as the credit risk from other financial assets of the Group is concerned, the risk derives from failure to comply with the counterparty’s contractual terms, and the maximum exposure to risk is equal to the book value of the instruments concerned (2025: €15,430,573; 2024: €257,670). b. Liquidity risk Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions. To manage liquidity risk, the Group prepares monthly cash flow forecasts covering a period exceeding one year to ensure sufficient liquidity for its operational requirements. The Group maintains adequate cash reserves and other liquid assets such as credit facilities with banks to ensure it can meet its financial obligations. Additionally, the Group has a track record of successfully refinancing short-term borrowings and expects to continue doing so in the future when necessary. The tables below analyse the Group’s financial liabilities into relevant maturity groupings based on their contractual maturities as at 31 December 2025 and 31 December 2024, based on payments deriving from the relevant contracts at non-discounted prices.

212 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report 38. Financial risk Management (continued) b. Liquidity risk (continued)

31 December 2024	Contractual undiscounted cash flows
In euro	Up to 12 months	1 to 2 years	2 to 5 years	Over 5 years	Total	Carrying amounts
Liabilities
Loans and borrowings	29,478,181	31,167,329	13,673,172	5,336,818	79,655,500	75,047,726
Lease liabilities	559,573	283,317	294,271	–	1,137,161	1,046,324
Trade accounts payable	36,382,023	–	–	–	36,382,023	36,382,023
Contract liabilities	4,859,278	–	–	–	4,859,278	4,859,278
Accrued and other current liabilities	16,054,202	–	–	–	16,054,202	16,054,202
Total liabilities	87,333,257	31,450,646	13,967,443	5,336,818	138,088,164	133,389,553

31 December 2025
	Contractual undiscounted cash flows
In euro	Up to 12 months	1 to 2 years	2 to 5 years	Over 5 years	Total	Carrying amounts
Liabilities
Loans and borrowings	10,218,091	5,273,596	130,197,099	6,078,670	151,767,456	127,816,795
Lease liabilities	677,110	607,389	765,307	361,793	2,411,599	2,142,568
Trade accounts payable	38,484,848	–	–	–	38,484,848	38,484,848
Contract liabilities	2,110,514	–	–	–	2,110,514	2,110,514
Accrued and other current liabilities	23,480,483	–	–	–	23,480,483	23,480,483
Total liabilities	74,971,046	5,880,985	130,962,406	6,440,463	218,254,900	194,035,208

The Group does not face liquidity risks since its working capital is sufficient to meet its needs. Notes to the Consolidated Financial Statements continued

213 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 38. Financial risk Management (continued) c. Interest rate risk The Group finances its investments, as well as its working capital needs, through bank lending and bond loans, thus burdening its results with debt interest. Increased interest rate trends will have a negative impact on results, as the Group will be charged with additional borrowing costs. Management consistently prioritises the timely repayment of financial liabilities, thereby securing more favourable terms in future negotiations with banks. Both the interest rate and the interest level are negotiable rather than freely changeable. Additionally, the Group maintains a substantial portion of cash in fixed-term deposits with fixed interest rates, thereby ensuring stable and predictable interest income. The Group’s borrowings are carried at amortised cost. The interest-bearing variable-rate financial liabilities as at 31 December 2025 and 31 December 2024 respectively are shown in the table below:

In euro	31 December 2025	31 December 2024
Short term loans	182,521	26,424,468
Long term loans	116,362,370	35,344,596
Bank loans	116,544,891	61,769,064
Short term liabilities	985,261	512,680
Long term liabilities	1,157,307	533,644
Lease liabilities	2,142,568	1,046,324
Total interest bearing liabilities	118,687,459	62,815,388

An analysis by maturities is provided in Note 38.b above. Since the Group does not have significant interest-bearing variable-rate assets, its operating income and cash flows are materially independent of changes in interest rates. Interest rate changes sensitivity analysis The impacts of variations in interest rates on the Group’s operating results and operating cash flows are limited as can be seen from the following sensitivity analysis:

	Profit or loss
In euro	Increase by 100 base points	Decrease by 100 base points
Impact in € at 31 December 2025
Financial instruments of variable rate	(907,514)	907,514
Impact in € at 31 December 2024
Financial instruments of variable rate	(573,475)	573,475

d. Currency risk The Group operates internationally and is exposed to foreign exchange risk, primarily the US dollar (USD). Foreign exchange risk arises from future commercial transactions, and recognised assets and liabilities denominated in a currency that is not the functional currency of the relevant group entity. During the year ended 31 December 2025, the Group was exposed to significant currency risk arising from the sharp depreciation of USD against the euro. This adverse movement impacted the value of USD denominated receivables. To mitigate the effect of exchange rate volatility on future cash inflows, the Group actively engaged in cash flow hedging strategies by entering into forward foreign exchange contracts. These hedges are designated for accounting purposes to cover highly probable forecasted transactions, with the effective portion of the hedging instruments’ gains or losses recognised in other comprehensive income and reclassified to profit or loss upon settlement of the hedged items.

214 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 38. Financial risk Management (continued) d. Currency risk (continued) The Group’s exposure to foreign currency risk at the end of the reporting period, expressed In euro, is as follows:

	31 December 2024
In euro	EUR	USD	GBP	Other	Total
Trade and other receivables	102,701,115	29,749,477	709,144	410,804	133,570,540
Term deposits	30,000,000	–	–	–	30,000,000
Cash and cash equivalents	72,941,622	14,682,354	83,483	97,961	87,805,420
Total assets	205,642,737	44,431,831	792,627	508,765	251,375,960
Loans and borrowings and lease liabilities	74,529,790	1,171,173	393,087	–	76,094,050
Trade and other payables	41,810,803	6,665,850	3,870,864	88,709	52,436,225
Contract Liabilities	4,317,518	411,974	129,786	–	4,859,278
Total liabilities	120,658,111	8,248,997	4,393,737	88,709	133,389,553
Net total risk	84,984,626	36,182,834	(3,601,110)	420,056	117,986,407

	31 December 2025
In euro	EUR	USD	JPY	Other	Total
Trade and other receivables	131,697,203	14,429,558	1,044,832	4,444,640	151,616,233
Term deposits	–	–	–	–	–
Cash and cash equivalents	247,489,498	8,554,184	–	776,471	256,820,153
Total assets	379,186,701	22,983,742	1,044,832	5,221,111	408,436,386
Loans and borrowings and lease liabilities	128,145,197	1,415,017	–	399,149	129,959,363
Trade and other payables	52,778,623	5,489,839	–	3,696,869	61,965,331
Contract Liabilities	1,746,259	364,255	–	–	2,110,514
Total liabilities	182,670,079	7,269,111	–	4,096,018	194,035,208
Net total risk	196,516,622	15,714,631	1,044,832	1,125,093	214,401,178

215 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 38. Financial risk Management (continued) d. Currency risk (continued) The following table presents the average and year-end exchange rates for the primary currency used in Group transactions:

	Average rate		Year-end spot rate
In euro	2025	2024	31 December 2025	31 December 2024
USD 1	0.885	0.924	0.851	0.963
GBP 1	1.167	1.181	1.146	1.206
DKK 1	0.134	0.134	0.134	0.134
CHF 1	1.067	1.050	1.074	1.062
JPY 1	0.006	0.006	0.005	0.006

A summary of the currency risk sensitivity analysis is presented as follows:

	Profit or loss
In euro	Strengthening	Weakening
2025
USD (10% movement)	1,571,463	(1,571,463)
JPY (10% movement)	104,483	(104,483)
2024
USD (10% movement)	3,618,283	(3,618,283)
GBP (10% movement)	(360,111)	360,111

The Group, as mentioned above, is primarily exposed to changes in EUR/USD exchange rates and secondarily in EUR/JPY exchange rates. The Group’s exposure to other foreign exchange movements is not material. e. Price risk The Group is exposed to fluctuations in the value of raw materials and merchandise to a limited extent, with commodity price risk effectively managed and monitored. The Group regularly assesses its inventories and other assets for impairment and applies adjustments where necessary to ensure that recorded values in the financial statements reflect their fair value. For selling prices, the Group enters into binding agreements at fixed rates, thereby mitigating price risk associated with sales and receivables. Sensitivity analysis – Equity price risk All of the Group’s listed equity investments are listed on either the Athens Stock Exchange (ATHEX) or the U.S. Securities and Exchange Commission (US SEC). For such investments classified as at FVTPL, the impact of a 2 percent increase in the FTSE plus a 3 percent increase in the Russell 2000 at the reporting date on Net finance costs on the Statement of Profit or Loss would have been an increase of €469,401 (2024: €5,281). An equal change in the opposite direction would have decreased Net finance costs on the Statement of Profit or Loss by €469,401 (2024: €5,281). f. Capital risk The Group is not exposed to capital risk since the key liquidity indicators for the last two financial years establish its high liquidity and adequate working capital despite the existence of loans.

216 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 39. Adjusted earnings before interest, tax, depreciation and amortisation (adjusted EBITDA) For the year ended 31 December

In euro	Note	2025	2024 Restated*
Profit after tax		81,193,895	67,438,995
Income tax expense	13.	25,214,994	20,169,815
Deferred tax	14.	(868,993)	(910,854)
Profit before tax		105,539,896	86,697,956
Adjustments for:
Interest income and related income	12.	(11,084,477)	(5,369,212)
Financial expenses	12.	14,320,076	7,970,294
EBIT		108,775,495	89,299,038
Non-recurring items		7,300,070	1,534,335
Adjusted EBIT		116,075,565	90,833,373
Depreciation of property, plant and equipment	17.	3,167,398	1,802,645
Depreciation of investment property	20.	34,768	69,154
Amortisation of intangibles	18.	232,574	142,204
Depreciation of right of use assets	19.	593,743	496,158
Adjusted EBITDA		120,104,048	93,343,534

* See Note 7.a for details regarding the restatement as a result of change in accounting policy. The Management provides the adjusted EBITDA performance measure as it closely monitors this metric at a consolidated level and deems it integral for comprehending the Group’s financial performance. Adjusted EBITDA is calculated by adjusting profit for the year after tax to exclude the impact from taxation, net finance costs, depreciation and amortisation, impairment of fixed assets, gains from the revaluation of assets, and the effects of significant items of income and expenses, which might have an impact on the quality of earnings, such as restructuring costs, legal expenses and impairments resulting from an isolated, non-recurring event. Non-recurring expenses amounted to €7,300,070 and mainly relate to legal, due diligence, and other acquisition-related costs. Adjusted EBITDA is not a defined performance measure in IFRS Accounting Standards. The Group’s definition of adjusted EBITDA may not be comparable with similarly titled performance measures and disclosures by other entities. 40. Subsequent events On 2 January 2026, Theon International Plc drew the second and final tranche of €185 million under the €300 million senior revolving credit facility entered into in October 2025. On 7 January 2026, the Group, through Theon International Plc, completed the acquisition of a 9.8% equity interest in Exosens S.A., following the satisfaction of all required regulatory notifications, for a total cash consideration of €268.7 million. The transaction relates to the agreement entered into in October 2025 and results in the Group becoming the second-largest shareholder of Exosens S.A. Exosens S.A. is a French company specialising in advanced electro- optical technologies and is an existing commercial partner of the Group, including a long-term supply agreement extended through to 2030. Control was obtained upon completion of the transaction in January 2026 and therefore the acquisition will be accounted for as a business combination in the Financial statements for the year ending 31 December 2026.

217 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 40. Subsequent events (continued) On 14 January 2026, the Group, through Theon International Plc, completed the acquisition of 100% of the shares and voting rights of Kappa Optronics GmbH, a Germany-based company specialising in aviation and land optronics. The transaction was executed for a total cash consideration of €69.9 million. The acquisition supports the Group’s strategic objective to expand into adjacent product markets and strengthen its electro-optical portfolio, leveraging Kappa’s capabilities in aviation platforms and land systems to enhance technological breadth and customer offering. Control was obtained upon completion of the transaction January and therefore the acquisition will be accounted for as a business combination in the Financial statements for the year ended 31 December 2026. On 21 January 2026, Theon International Plc entered into a liquidity contract with Kepler Cheuvreux in relation to the management of treasury shares and the enhancement of liquidity of THEON shares traded on Euronext Amsterdam. An initial amount of €1 million in cash and 33,000 treasury shares were made available to Kepler Cheuvreux. On 18 February 2026, the parties agreed to increase the cash allocation by a further €2 million, with all other terms remaining unchanged. In January 2026, Team Wendy Ceradyne, a US-based developer and manufacturer of advanced combat helmets, and Theon International Plc announced a strategic partnership under a US Army Combat Capabilities Development Command (DEVCOM) Soldier Centre–funded initiative for the development of a next-generation Integrated Multi-Threat Headborne System (IMHS). The programme aims to integrate ballistic protection technologies with THEON’s electro-optical systems, including night vision, thermal imaging and augmented reality (AR), to enhance soldier protection, situational awareness and operational effectiveness in multi-domain operations through a modular headborne architecture incorporating communications and electronic systems. On 11 February 2026, Theon Sensors SA was informed that its investment plan submitted under the incentives scheme “Manufacturing – Supply Chain” (3rd call) of Greek Development Law 4887/2022 (file code ΥΠΕ/07/8/02689/03) was included in the Final Ranking List issued by the competent authority of the Ministry of Development and approved for the next stage of the process. The investment relates to the expansion/diversification of the Company’s existing production facilities and the development of new electro-optical systems/platform products, with a total planned investment budget of approximately €10 million (20% tax-exemption incentive) and, as of the date of authorisation of these consolidated financial statements, no amounts have been recognised in respect of this matter. On 27 February 2026, the Group, through Theon International Plc, entered into a convertible capital loan agreement with Varjo Technologies Oy for a principal amount €5.0 million. The transaction had been contemplated in the initial convertible capital loan agreement between the same parties. In February 2026, the Group has secured new firm orders from European NATO member states and countries in the Middle East totaling approximately €41 million, relating to night vision goggles and thermal clip-on devices. A significant portion of this intake relates to a newly signed framework agreement which also includes additional purchase options of approximately €40 million. In addition, the Group received a further delivery order under the Squad Binocular Night Vision Goggle (SBNVG) programme for the United States Marine Corps. On 8 April 2026, the Group, through Theon International Plc, completed the acquisition of a 30% equity interest in Al Meezan Limited, holding company of ShockEOS design house incorporated in the Masdar City Free Zone, Abu Dhabi, UAE, for a total cash consideration of USD 12.0 million. The transaction relates to a share purchase agreement entered into in November 2025. The acquisition supports the Group’s ongoing collaboration with Al Meezan Limited, enabling closer alignment in research and development activities. In April 2026, the Group, through Theon Sensors SA, entered into a strategic agreement with Rheinmetall Electronics GmbH for the development, qualification and serial supply of a stabilised multi-sensor electro-optic system based on the Group’s PHYLAX technology. Subject to the successful completion of development and qualification activities, the programme is expected to transition to serial production, with an initial committed contract value exceeding €40 million. Geopolitical situation in Middle East The geopolitical situation in Middle East escalated on 28 February 2026, with the actions taken by the United States and Israel against targets in Iran. Cyprus has experienced geopolitical sensitivity due to its proximity to the Middle East and the presence of the United Kingdom Sovereign Base Areas at Akrotiri and Dhekelia. As of the date of authorisation of the financial statements, the conflict continues to evolve in Middle East as military activity persists.

218 Theon International Annual Report 2025 Declaration Statement Management Report Corporate Governance Report Financial Report Notes to the Consolidated Financial Statements continued 40. Subsequent events (continued) Geopolitical situation in Middle East (continued) The conflict has caused significant volatility in global energy markets and disruptions to the supply of oil and gas, contributing to increased uncertainty in commodity prices and potential inflationary pressures. Broader consequences have also been observed in financial markets and global supply chains, particularly affecting energy and transportation sectors, as heightened geopolitical tensions around key shipping routes add to market uncertainty. Challenges for companies may include disruptions to supply chains, higher energy and raw material costs and increased uncertainty in operational and financial planning. At the same time, in the context of heightened geopolitical tensions, there may be increased defence spending by governments, which could potentially create opportunities for companies operating in the defence sector, however, the extent and timing of such developments remain uncertain. The impact on the Group largely depends on the nature and duration of uncertain and unpredictable events, such as further military action and reactions to ongoing developments by global financial markets. The financial effect of the current crisis on the global economy and overall business activities cannot be estimated with reasonable certainty at this stage, due to the pace at which the conflict is evolving and the high level of uncertainties arising from the inability to reliably predict the outcome. There are events that are indicative of conditions that arose after the reporting period. Therefore, these are considered as a non-adjusting event and thus, are not reflected in the recognition and measurement of the assets and liabilities in the financial statements as at 31 December 2025. The Group has certain commercial activities and exposures in the Middle East, however, based on the information available to date, it does not expect a significant direct negative impact. Although the Group has limited direct exposure, the conflict may still create negative effects on the Cypriot economy. Rising energy prices, fluctuations in foreign exchange rates, increased financial market volatility, supply chain disruptions and intensified inflationary pressures may indirectly impact the operations of the Group. In addition, potential adverse effects on the tourism sector, which constitutes a key pillar of the Cypriot economy, may further influence economic activity and business conditions. The indirect implications will depend on the extent and duration of the crisis and remain uncertain. Management has considered the unique circumstances and the risk exposures of the Group and has concluded that there is no significant impact in the Company’s/Group’s financial position, financial performance and cash flow position. Nevertheless, given the nature of the Group’s activities in the defence sector, any potential increase in defence-related demand arising from geopolitical developments may have a positive impact on future business activity, however, such impact cannot be reliably estimated at this stage. The event is not expected to have an immediate material impact on the business operations. Management will continue to monitor the situation closely and will assess the need for further actions and disclosures in case the effects become prolonged. Cyprus Tax Reform On 22 December 2025, legislation introducing a comprehensive tax reform in Cyprus was enacted and subsequently published in the Official Gazette on 31 December 2025. The new provisions apply to tax years beginning on or after 1 January 2026 and include, among others, an increase in the corporate income tax rate to 15%. As the legislation was enacted prior to the reporting date, the tax reform represents an adjusting event in accordance with IAS 10. No adjustments were required to the consolidated financial statements in respect of the enacted tax changes. The tax reform does not impact current income tax for the year ended 31 December 2025, as the revised tax provisions apply only to tax years commencing from 1 January 2026 onwards. There are no other material events after the reporting period which have a bearing on the understanding of the consolidated financial statements. On 20 April 2026 the Board of Directors of Theon International Plc approved and authorised these consolidated financial statements.

theon.com THEON INTERNATIONAL PLC 5, Agios Antonios str. Muskita Building 2 1st Floor, Office/Apart. 102 2002 Nicosia Cyprus THEON SENSORS S.A. 57, Ioannou Metaxa str. Koropi, GR-19441 Greece