Capital Structure

Share Capital

As of 31 December 2025, the issued and outstanding share capital of the Company amounts to CHF 294,435.60 and consists of 98,145,200 registered ordinary shares with a nominal value of CHF 0.003 each. The share capital is fully paid-up.

Capital Band and Conditional Capital

The Company has a capital band ranging from CHF 279,713.82 (lower limit) to CHF 309,157.38 (upper limit). Within this range, the Board of Directors is authorised to increase or reduce the share capital one or more times by 2 September 2030 at the latest, either by issuing or cancelling up to 4,907,260 shares with a nominal value of CHF 0.003 each, or by adjusting the nominal value of existing shares. The additional terms and conditions of the capital band are set out in Article 3 of the Articles of Association.

The Company’s share capital may be increased by way of conditional capital up to CHF 14,721.78 through the issuance of up to 4,907,260 shares with a nominal value of CHF 0.003 each. The additional terms and conditions of the conditional capital (including the purpose and the group of beneficiaries with subscription rights) are set out in Article 3b and 3c of the Articles of Association.

Under Article 3d of the Articles of Association, the number of new shares that may be issued from the capital band and the conditional capital is limited to a cumulative maximum of 4,907,260 shares.

As of 31 December 2025, there had been no capital increases or reductions within the capital band, nor shares issued out of conditional capital since its introduction in September 2025.

Changes in Capital

There have been no changes in the Company’s capital since its incorporation on 4 September 2025.

Shares and Participation Certificates

The shares are registered shares with a nominal value of CHF 0.003 each and are fully paid-up. Each share carries one vote at a Shareholders’ Meeting. The shares rank pari passu in all respects, including with regard to dividend entitlements, pre-emptive rights, and rights to a share of the liquidation proceeds in the event of the Company being liquidated.

The shares were issued as uncertificated securities within the meaning of Article 973c Swiss Code of Obligations (CO). As of 31 December 2025, 37.65% of the shares were still recorded as uncertificated securities in the share register, while the remainder were registered as book-entry securities within the meaning of the Federal Intermediated Securities Act (FISA). In accordance with Article 973c CO, the Company maintains a non-public share register with Computershare Schweiz AG.

As of 31 December 2025, the Company has no participation certificates outstanding and has not issued preferred shares within the meaning of Article 654 et seq. CO.

Dividend-Right Certificates

As of 31 December 2025, the Company had not issued any dividend-right certificates.

Limitations on Transferability and Nominee Registration

Any transfer of shares, or granting of security interests in such shares, must be effected in accordance with the FISA. Transfers by way of assignment are excluded.

The acquisition of shares requires an application for registration in the share register. Persons who acquire shares are entered in the share register with voting rights upon declaration that the shares were acquired in their own name and for their own account, that they are not subject to redemption or return agreements, that they bear the economic risk associated with the shares, and that they comply with the disclosure obligations detailed in the Financial Market Infrastructure Act (FinMIA). The Company may refuse registration on the grounds set out in Article 5 of the Articles of Association. Shareholders who are not registered with voting rights may not exercise voting rights.

Persons who do not expressly declare that they are holding the shares for their own account are deemed to be nominees, who may be are registered with voting rights representing up to 5% of the share capital without further inquiry. Above this threshold, nominees must disclose beneficial owners who hold 0.5% or more of the share capital and observe the applicable disclosure obligations detailed in FinMIA. In accordance with the Articles of Association, the Board of Directors may enter into agreements with nominees regarding their disclosure obligations or refuse registration.

These registration rules also apply to the subscription or acquisition of shares through the exercise of pre-emptive, option, or conversion rights arising from shares or other securities issued by the Company or by third parties.

As of 31 December 2025, no exceptions to these registration rules had been granted. For additional information regarding the share register and the transfer of shares, please refer to Article 5 of the Articles of Association.

Convertible Bonds, Conversion and Options Rights

As of 31 December 2025, the Company had no outstanding bonds or other debt instruments convertible into, or carrying options or conversion rights with respect to, the Company’s securities.