DataWalk_Capital_Group_2025_Annual

DataWalk Capital Group

Annual report

for the year ended 31 December 2025.

Wrocław, March 2026

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 2

LETTER OF THE PRESIDENT OF THE MANAGEMENT BOARD

Dear Investors,

2025 was a period of fundamental operational transformation for DataWalk and a clear validation of our new

business model in the market. We close this year with results that prove the strength of our technology and the

soundness of our adopted strategy. We are seeing growing interest in our platform, a record sales pipeline, and

increasingly larger customer projects. The foundations we are building prepare us for the next stage of growth and

scaling our business.

Financial results and growing operating leverage

In 2025, we generated PLN 37.8 million (approx. USD 10 million) in revenues, which translates to a growth

dynamic of 53% year-over-year.

In previous communications, we indicated our ambition to build a company capable of sustaining a growth rate of

approximately 70% CAGR. While the result achieved in 2025 remains below this level, we view it as a significant

step toward our target growth dynamics and a confirmation that our adopted business model is beginning to operate

effectively at a larger scale.

It is also worth noting that the nature of our sales impacts the timing of revenue recognition. An increasing portion

of our contracts involves large institutions with procurement processes spanning many months; therefore, the timing

of contract signing does not always align with the calendar of reporting periods, and some projects naturally slip

between quarters or years. As our pipeline matures, we expect this volatility to gradually decrease.

Nevertheless, the quality of the generated revenues is groundbreaking. We achieved a gross margin of 80%,

comprised of:

• 97% on licenses

• 70% on support

• 12% on services

This demonstrates that our subscription licensing model is performing as intended and that DataWalk is evolving

as an Enterprise-class software provider.

Our adjusted EBITDA was PLN -16.1 million, resulting in an operating margin of -43%. The combination of our

growth rate and operating margin means our Rule of 40 metric currently stands at +10. While we are cautious about

prematurely declaring market triumph based on this metric alone, its positive value during a phase of such intensive

investment in product development and sales proves that our business model rests on very healthy, scalable

foundations.

Step-change growth of the funnel and a new quality of sales

Our discipline in focusing on the highest-value contracts is yielding results. Our qualified sales funnel (qualified

pipeline) has officially entered the $100M+ tier standing at $109M today. This milestone represents more than just

a number; it is a validation of our strategic shift toward premium, high-impact engagements.

A significant step in the further development of our sales organization was the addition of Peter Sofarelli as VP

of Worldwide Sales. Peter has spent years building global sales teams at companies like Quantexa, SymphonyAI,

Tibco, and SAS, and he is very deliberate in choosing the projects he engages with. His decision to join DataWalk

stems from a conviction regarding the growing market demand for analytical technologies of this class, and a belief

in our platform's potential - already validated through cooperation with organizations such as Morgan Stanley,

Barclays, Rabobank, and the US Department of Justice.

As our sales funnel expands, we are entrusting him with the helm of our global go-to-market organization.

Delivering Overwhelming Advantage

Our strategic objective is to provide clients with technology that enables them to achieve extraordinary results in

analyzing complex data - to identify relationships faster, detect fraud, and make more accurate operational decisions.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 3

The best proof of this is our freshly published case study in collaboration with a leading US bank, Ally Financial.

We publicly disclosed that the DataWalk platform helped this institution stop tens of millions of dollars per year in

fraud.

The key to the repeatability of these successes is delivering initial results quickly. In many analytical projects of

this caliber, the first tangible effects only appear after 12–24 months of implementation. With DataWalk, our goal

is to significantly shorten this timeframe - we design implementations so that the first measurable value (Time-to-

Value) appears in less than 6 months. Delivering measurable results this quickly not only limits the cost and time to

value on the client's side but also determines the further expansion of the platform's use within the organization.

Capital for global expansion and European Digital Sovereignty

The culmination of our efforts to date and hard proof of market confidence is the successfully completed funding

round, through which we raised PLN 116.25 million (approx. USD 33 million).

Shares in this issuance were taken up at a price higher than our then-current market valuation. The secured funds

provide us with capital comfort and will allow us to accelerate the development of our go-to-market organization

and further invest in technology.

Our goal is to increase the pace of acquiring clients from the commercial sector and to capitalize on the growing

demand in selected European markets, resulting from the current turning point in the security and defense area.

Europe is intensively developing its own digital defense industry today, striving to strengthen defense capabilities

and build long-term technological autonomy.

In select analytical applications, particularly in the area of intelligence analysis, DataWalk holds a unique position

as a platform developed in Europe and simultaneously proven in government institutions in the United States. In this

context, it constitutes a European alternative to systems developed in the US. Our architecture guarantees sovereign

control over data thanks to the capability for deployments in completely isolated environments (air-gapped), with

zero telemetry and without reliance on non-EU clouds. We also ensure the transparency of the utilized analytical

models and algorithms, as well as a collaboration model that makes clients independent of constant vendor support.

We now plan a decisive acceleration of our investments to respond to this clear market demand and translate our

record sales funnel into repeatable, long-term growth. We enter the next year with a strong team, technology ready

for the AI revolution, and a clear vision.

Thank you for your trust, support, and belief in our mission to solve the hardest problems that are important to

society.

Warm regards,

Paweł Wieczyński

CEO, DataWalk

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 4

The methodology of the sales funnel used by the DataWalk Group

Sales funnel analysis is a key tool for managing the sales process and assessing the effectiveness of commercial

activities. It provides visibility into the stage of potential sales projects, their likelihood of success, and potential

obstacles that may impact overall sales performance. This is particularly important in industries characterized by

long sales cycles, such as the one in which DataWalk Group operates. In this context, funnel analysis enables the

assessment of medium-term sales potential and the adjustment of our strategy to improve conversion rates.

The sales process in our sector is characterized by a relatively long cycle. The average time from qualification to

contract execution is typically 12 to 18 months for mid-sized commercial customers. For government institutions

and large enterprise customers, the cycle can extend to 24–36 months.

When analyzing both the sales funnel and the broader potential of the market on which DataWalk Group operates,

it is also useful to reference the Gartner Hype Cycle. According to this framework, knowledge graphs—the

foundation of DataWalk technology—have reached the “Slope of Enlightenment” phase. This indicates a transition

from early adoption to more widespread enterprise use. At this stage, technology users increasingly recognize the

value of knowledge graphs in supporting data management, decision-making, and AI-driven applications. Pilot

projects are being scaled up, which may, over time, contribute to shorter sales cycles and a growing volume of

projects within the sales funnel.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 5

The chart below shows the key steps in the sales process, from obtaining a prospectus to concluding a contract.

Source: Issuer.

The process of qualifying a sales project, i.e. the transition from MQL to SQL, requires meeting key criteria, such

as customer readiness to purchase, which means, among other things, defining the initial scope of the project,

particularly its budget, and designating the project team on the customer’s side.

Sales Qualified Leads

(SQL)

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 6

Sales funnel analysis:

The chart below presents historical trends in SQL value alongside the cumulative value of signed contracts (TCV)

over the trailing twelve months (TTM), as recorded at the end of each quarter. This view enables an assessment of

underlying trends and provides insight into the potential for converting projects into contracts in the coming periods.

Source: Issuer.

In analyzing the sales funnel, particular attention should be paid to the recently announced changes to DataWalk

commercial offering. The Group is transitioning from a perpetual license model—which, by definition, does not

generate recurring revenue—to an annual licensing model. At the same time, the base license price has increased

significantly, from an average of USD 300,000 per perpetual license to a minimum of USD 560,000 for annual

license. From the first quarter of 2025, sales funnel values reflect these changes in both the offering and pricing

structure, including the assumed contract duration for term licenses, which typically ranges from two to five years.

Risks and Limitations:

Given the early stage of adoption of the technology underpinning the DataWalk platform, as well as the Group’s

current market position, it should be recognized that only a portion of sales projects will ultimately convert into

signed contracts. Accordingly, while the data presented under this methodology provides valuable analytical insight,

it should not be interpreted as a forecast of the Group’s future financial performance. Nor does it constitute a

guarantee that the indicated values will be realized as contracted revenue in future periods.

Management Board report on the activities

of DataWalk Capital Group and DataWalk S.A.

Wrocław, March 2026

 
  
 
DataWalk Spółka 
Akcyjna 
ul. Rzeźnicza 32-33 
50-130 Wrocław 
KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247 
Court of Registry: District Court for Wrocław-Fabryczna in Wrocław 
VI Commercial Division of the National Court Register Share capital: PLN 
713,298.80 paid in full 
 
Page | 8 
Table of contents 
BASIC INFORMATION ABOUT DATAWALK S.A. AND THE DATAWALK GROUP ................................... 10 
BASIC INFORMATION ABOUT THE COMPANY AND THE GROUP ............................................................. 10 
STRATEGY AND DIRECTIONS OF DEVELOPMENT ....................................................................................... 10 
Strategy ................................................................................................................................................................ 10 
Research and development activities and major achievements in this area ......................................................... 11 
DESCRIPTION OF DATAWALK GROUP ORGANIZATION ............................................................................. 13 
DataWalk S.A. ..................................................................................................................................................... 13 
DataWalk Inc. ...................................................................................................................................................... 14 
Organizational structure of the Group .................................................................................................................. 15 
DATAWALK GROUP MARKETS, BUSINESS SEGMENTS AND PRODUCT OFFERINGS ........................... 15 
DataWalk Group segments and geographic markets ............................................................................................ 15 
Product offer of DataWalk Group ........................................................................................................................ 18 
Distribution channels for products and services ................................................................................................... 19 
Information about suppliers and recipients .......................................................................................................... 19 
Prospects for the development of the Group’s activities and factors relevant for further development ............... 21 
The market for advanced data analytics, knowledge graphs and artificial intelligence ....................................... 24 
MAJOR EVENTS THAT INFLUENCED THE OUTCOME OF DATAWALK GROUP IN 2025 ........................ 26 
FINANCIAL INFORMATION OF DATAWALK GROUP AND DATAWALK S.A. ........................................... 28 
Commentary on the financial results of the DataWalk Group ............................................................................. 28 
Commentary on the financial results of DataWalk S.A. ...................................................................................... 41 
Expected financial situation of DataWalk Group and DataWalk S.A. in 2026 .................................................... 42 
SHARES AND SHAREHOLDERS OF DATAWALK S.A. ................................................................................... 43 
CORPORATE GOVERNANCE .............................................................................................................................. 49 
REMUNERATION OF THE ISSUER’S GOVERNING BODIES .......................................................................... 61 
OTHER INFORMATION ON DATAWALK GROUP AND DATAWALK S.A. .................................................. 63 
Description of material risk factors ...................................................................................................................... 63 
Unusual events affecting the financial results achieved ....................................................................................... 65 
Significant events affecting the activities of the Group after 31 December 2025 ................................................ 66 
Description of the Issuer’s utilization of proceeds from the issuance of securities during the reporting period up 
to the date of preparation of this report ................................................................................................................ 66 
Assessment of the feasibility of investment plans ................................................................................................ 66 
Financial forecasts ................................................................................................................................................ 67 
Changes in the rules of management of the Capital Group and the Company ..................................................... 67 
Information on agreements significant for the activities of the Capital Group and the Company ....................... 67 
Information on transactions entered into by the Issuer or its subsidiary with related parties on non-market terms, 
including their values and the nature of such transactions ................................................................................... 68 
Changes in capital relationships ........................................................................................................................... 68 
Transactions with related parties .......................................................................................................................... 68 
Loans, borrowings and guarantees ....................................................................................................................... 68 
Assessment and rationale regarding the management of financial resources, in particular the ability to meet the 
obligations incurred, together with an identification of potential risks and the actions taken or intended to be 
taken by the Issuer to mitigate such risks ............................................................................................................. 69 
Off-balance sheet items ........................................................................................................................................ 70 
Financial instruments and risk management ........................................................................................................ 70 

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 9

Description of the structure of the DataWalk Group principal capital deposits or capital investments, both within

and outside the Group .......................................................................................................................................... 70

Information on relevant legal proceedings ........................................................................................................... 71

Information on the conclusion of an agreement with an audit entity ................................................................... 71

DATAWALK S.A. MANAGEMENT STATEMENT TO THE ANNUAL REPORT ............................................. 73

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 10

BASIC INFORMATION ABOUT DATAWALK S.A. AND

THE DATAWALK GROUP

BASIC INFORMATION ABOUT THE COMPANY AND THE GROUP

DataWalk Capital Group (“Group”, “DataWalk Group”), managed by DataWalk S.A. (“Company”, “Issuer”),

specializes in the development and delivery of the DataWalk analytical platform enabling the analysis of complex

relationships and patterns in large data sets. DataWalk Inc. also operates within the Group, focusing on sales and

implementations in North America.

The platform enables the transformation of distributed and silo data into a coherent analytical context that allows

users and AI systems to identify hidden dependencies and make decisions based on a better understanding of the

data. The platform uses a data ontology-based approach, which allows modelling of real relations between objects

and their analysis within the knowledge graph.

DataWalk is used by public and private institutions around the world, including crime detection, risk management,

operational optimization and strategic decision support.

The group focuses on serving large organizations, the so-called Enterprise Customers, in key markets: North

America, Western Europe, Central Europe and the Nordic countries. DataWalk actively participates in the rapidly

growing market for advanced data analytics, including graph analytics and knowledge graphs, which play a key

role in modern information management and the development of artificial intelligence. The platform enables

integration with language models (LLM), allowing the use of data context and knowledge graphs in analytical

processes.

STRATEGY AND DIRECTIONS OF DEVELOPMENT

Strategy

DataWalk S.A., as well as the entire DataWalk Group, is a provider of a Commercial Off-the-Shelf-type (COTS)

analytical platform, serving customers in the commercial and government sectors. The Group’s revenue model is

primarily based on the sale of licenses, accompanied by technical support services tied to active licenses. Over the

long term, the Group plans to introduce a Platform-as-a-Service offering. Historically, the company has relied on

direct sales, but it is now expanding its reach through strategic partnerships to broaden market access, drive growth

of more than 70% per year, and diversify its customer base.

The DataWalk Group leverages its patented, class-leading technology to establish a strong market position, ensuring

that the DataWalk platform provides solutions that deliver tangible benefits to customers while offering a credible

alternative to major industry players, particularly Palantir and Quantexa. DataWalk S.A. invest in technological

advantage through hybrid graph-relational computing, which enables exceptional flexibility, scalability, and

performance in handling complex data analytics tasks. Through case studies, performance benchmarks, and research,

DataWalk demonstrates both the technical advantages and real-world benefits of its platform to potential customers

in advanced markets. The examples of areas where customers experience measurable benefits—compared to

alternative platforms—are agility and cost-effectiveness.

To position DataWalk as a leader in graph analytics, the Company targets high-value use cases where its technology

delivers significant competitive advantages. This includes financial services applications, such as fraud detection

and anti-money laundering, as well as horizontal applications based on enterprise big data and leveraging AI

capabilities. Success in these areas not only validates the effectiveness of the platform but also reinforces DataWalk

technological leadership.

Recognizing the unique challenges and opportunities in the North American and European markets, the entry

strategy is tailored to the specific needs and dynamics of these regions. This includes a dedicated sales and support

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 11

team with a deep understanding of local market nuances, regulatory compliance, and customer expectations.

Marketing efforts are also tailored to resonate with sophisticated audiences in these markets, with an emphasis on

innovation, reliability, and strategic value.

By leveraging its technological advantage and maintaining a strategic focus on advanced markets, the Company

aims not only to establish but also to expand its leadership in AI-driven graph analytics. Its objective is not merely

to participate in the market, but to shape its future—promoting the adoption of hybrid graph-relational computing

as the industry standard for big data analytics.

To achieve the strategic goal, in 2025, the Group implemented several activities, including:

• Acquisition of new customers, most notably the signing of an agreement with Rabobank, which validates

the Company’s technological competitiveness and its ability to serve global banking-sector entities. This

contract, based on the revised license pricing, also confirms the effectiveness of the new technology

monetization strategy.

• Continued improvement of implementation teams’ efficiency through the standardization and automation

of key implementation stages. This significantly reduces the time required for successful deployment of the

DataWalk platform, increasing the overall capacity of the sales and implementation organization.

• Systematic acquisition and development of deep, specialized knowledge on optimal product applications,

informed by project feedback from both U.S. customers and technologically advanced European customers.

• Ongoing protection of intellectual property, including patent proceedings before the USPTO.

• Implementation and certification of the Information Security Management System (ISMS) in accordance

with PN-EN ISO/IEC 27001:2023-08. This certification confirms compliance with international

information security standards and plays a key role in building trust with customers and business partners.

• Raising investor capital of PLN 58.3 million through the Series S share issuance.

• Optimization of operating costs in line with current sales revenue and the Group’s liquidity position.

Research and development activities and major achievements in this area

DataWalk S.A. is actively developing the DataWalk platform, with a focus on continuous improvement and the

expansion of its capabilities, ensuring it remains a comprehensive and globally unique IT product. Once the system

reaches a high level of technological maturity, R&D efforts are directed towards adapting the platform to evolving

market requirements and enhancing its overall efficiency.

Further development of the software is based on:

• Knowledge gained through ongoing research, enabling the implementation of innovative solutions within

the system architecture;

• Insights from potential customers, collected through market research and marketing activities conducted in

Poland and internationally;

• Feedback and demand from existing customers, gathered during the implementation and operational stages

of the software.

In 2026, the Issuer plans to continue advancing the DataWalk system, with the scope of development activities

determined primarily by the Group’s financial capacity and the requirements arising from the adopted technology

roadmap.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 12

Achieving Product Maturity and Changes in Accounting for Development Expenditure

On 19 April 2025, following the successful release of version 5.0.0, the Management Board decided to conclude the

capitalization of development costs for the DataWalk software. This decision reflects the recognition of the platform

as a mature product, capable of generating recurring economic benefits in the foreseeable future.

At this stage of the product lifecycle, activating development inputs would require demonstrating a substantial

incremental value for each improvement. The Board has adopted a conservative approach, under which:

• Expenditures related to bug fixes, routine updates, or performance optimizations—necessary to maintain

the competitiveness of a mature product—are recorded directly as period costs.

• Only exceptional inputs that can be clearly identified as contributing to breakthrough functionality or

significantly extending the product’s useful life beyond original expectations are capitalized.

The nature of software development—based on continuous improvement and regular updates—means that drawing

a strict line between the development and maintenance phases is inherently subjective. Therefore, from 19 April

2025, all current expenditures related to the DataWalk software are recognized in the profit and loss account as

period expenses.

At the same time, in recognition of the DataWalk platform as a fully mature and commercialized product—and in

light of the dynamic nature of the industry and the rapid pace of technological change—the depreciation period for

the DataWalk software was shortened from five years to three years.

Securing intellectual property rights

In 2025, the Issuer continued its efforts to protect its intellectual property, including ongoing patent proceedings

before the USPTO. Patenting its solutions not only safeguards the Company’s intellectual property but also serves

a practical—and, in the context of the U.S. market, critical—purpose. Securing a patent establishes that the

Company’s technology does not infringe on the rights of third parties. This represents a vital step in supporting the

planned sales and commercial activities of the Issuer’s Capital Group in the United States.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 13

DESCRIPTION OF DATAWALK GROUP ORGANIZATION

DataWalk S.A.

Basic information about the Issuer as at 31.12.2025

Name of entity:

DataWalk S.A.

Country of residence:

Poland

Legal form:

Joint stock company

Legal provisions:

Polish law, in accordance with the Code of Commercial Companies (“KSH”)

Registered address:

ul. Rzeźnicza 32-33, 50-130 Wrocław

Telephone:

+48 71,7072174

Fax:

+48 71,7072273

Email address

biuro@datawalk.com

Web address:

www.datawalk.com

TAX ID:

894-303-43-18

REGON:

021737247

KRS:

0000405409.

Source: Issuer.

The Issuer’s role within the Group is to manage overall operations, define and implement the global development

strategy, and conduct research and development activities related to the DataWalk analytical platform. The Company

carries out sales activities primarily in the EMEA region (Europe, Middle East, and Africa) as well as in Asia.

DataWalk S.A. is established as a company for an indefinite period, with a financial year corresponding to the

calendar year. The Company does not operate any branches.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 14

DataWalk Inc.

Basic information concerning the entity related by capital with the Issuer as at 31.12.2025

Name of entity:

DataWalk Inc.

Country of residence:

United States of America

Legal form:

Incorporated

Registered address:

1209 Orange Street, Wilmington, Delaware 19801

Mailing address:

2000 Broadway Street, STE 232 Redwood City, CA 94063

TIN (tax identification

number)

81-3403469

Subject of activity:

IT consultancy activities

Nature of dominance:

Subsidiary

Consolidation method:

Full

Percentage of share capital held:

100.00%

Percentage share in the total number of votes at the

shareholders’ meeting:

100.00%

Email address

info@datawalk.com

Web address:

www.datawalk.com

Date of obtaining control:

27 July 2016

Value of investment in subsidiary:

PLN 79,655 thousand

Adjustments to revaluation of investments:

PLN -79,655 thousand

Balance sheet value of investment in subsidiary

PLN 0 thousand

Source: Issuer.

DataWalk Inc. is a U.S. law company with its registered office in Wilmington, Delaware, in which the Issuer holds

100.00% of the share capital and voting rights at shareholders’ meetings. Under DataWalk Inc. governing agreement,

the board of directors manages the company and represents it externally.

The role of DataWalk Inc. is to carry out sales and implementation activities related to the DataWalk platform, in

particular in the United States and other countries in North and South America.

DataWalk S.A. is established as a company for an indefinite period, with a financial year corresponding to the

calendar year.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 15

Organizational structure of the Group

The organizational structure of DataWalk Group as at 31 December 2025 and in a comparable period:

Subsidiaries of the Issuer.

Source: Issuer.

DataWalk Inc. is subject to consolidation by DataWalk S.A. as part of the consolidated financial statements.

In 2025 and as at the date of this report, no other structural changes took place regarding the Capital Group.

DATAWALK GROUP MARKETS, BUSINESS SEGMENTS AND

PRODUCT OFFERINGS

DataWalk Group segments and geographic markets

The DataWalk Group comprises the following operating segments:

• The segment comprising DataWalk S.A., generating revenue from the sales and implementation of the

platform, in particular in the EMEA region (Europe, the Middle East and Africa) and Asia. The results of

this segment are regularly reviewed by the Issuer’s Management Board, acting as the chief decision-making

body.

• The segment comprising DataWalk Inc., generating revenue from sales and implementation activities

related to the DataWalk platform, primarily in the United States and other countries in North and South

America. The results of this segment are regularly reviewed by the entity’s Management Board, acting as

the chief decision-making body. The results of the subsidiary included in this segment are subject to

periodic review by the subsidiary’s Management Board and are also regularly reviewed by the Management

Board of DataWalk S.A.

In the presented data, any differences of PLN 1 thousand or 1% in totals are attributable to rounding.

The Group’s revenues in individual segments of the activity

The table below shows the DataWalk Group’s revenues in 2025 broken down by business segments

after transactions between segments have been eliminated (data in thousands of PLN).

Total revenue from segment sales

2025

Share in total sales

DataWalk S.A. segment

30,108

80%

DataWalk Inc. segment

7,675

20%

Total

37,783

100%

Source: Issuer.

DataWalk S.A.

DataWalk Inc.

(100.00% share

in share capital and votes)

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 16

The table below shows the DataWalk Group’s revenues in 2024 broken down by business segments

after transactions between segments have been eliminated (data in thousands of PLN).

Total revenue from segment sales

2024

Share in total sales

DataWalk S.A. segment

16,098

65%

DataWalk Inc. segment

8,535

35%

Total

24,632

100%

Source: Issuer.

Detailed information on results for individual segments of activity and transactions between segments is presented

in point 30 of selected notes and explanations to the consolidated financial statements for the year ended 31

December 2025.

The Group’s revenue by products and services

The table below shows the revenues of the DataWalk Group in 2025 by the type of products and services sold (data

in thousands of PLN).

Details

2025

Share in total sales

Licenses

21,010

56%

Technical support services

13,104

35%

Professional services

3,669

10%

Total

37,783

100%

Source: Issuer.

The table below shows the revenues of the DataWalk Group in 2024 by the type of products and services sold (data

in thousands of PLN).

Details

2024

Share in total sales

Licenses

8,323

34%

Technical support services

10,018

41%

Professional services

6,291

26%

Total

24,632

100%

Source: Issuer.

The Group’s revenue by territorial structure

The table below shows the revenues of the DataWalk Group in 2025 broken down by geographical areas of activity

(data in thousands of PLN).

Details

2025

Share in total sales

Sales Poland

6,000

16%

Sales North and South America

7,675

20%

Other regions

24,109

64%

Total

37,783

100%

Source: Issuer.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 17

The table below shows the revenues of the DataWalk Group in 2024 broken down by geographical areas of activity

(data in thousands of PLN).

Details

2024

Share in total sales

Sales Poland

7,225

29%

Sales North and South America

8,535

35%

Other regions

8,873

36%

Total

24,632

100%

Source: Issuer.

The Group’s revenue by customer groups

The table below shows the revenues of the DataWalk Group in 2025 broken down by geographical areas of activity

(data in thousands of PLN).

Details

2025

Share in total sales

Government sector, including:

10,713

28%

- Law enforcement (LEAs)

9,160

- Intelligence agencies

945

24%

- Other governmental organizations

608

Private sector, including:

27,070

72%

- Banking

23,162

61%

- Insurance

519

- Other

3,389

Total

37,783

100%

Source: Issuer.

The table below shows the revenues of the DataWalk Group in 2024 broken down by geographical areas of activity

(data in thousands of PLN).

Details

2024

Share in total sales

Government sector, including:

10,530

43%

- Law enforcement (LEAs)

4,765

19%

- Intelligence agencies

4,757

19%

- Other governmental organizations

1,008

Private sector, including:

14,102

57%

- Banking

10,325

42%

- Insurance

569

- Other

3,209

13%

Total

24,632

100%

Source: Issuer.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 18

Product offer of DataWalk Group

DataWalk - transformation of data analytics on a global scale

DataWalk is an analytics platform that enables organizations to analyze complex relationships and patterns in large

data sets.

The Group specializes in providing tools for graph analytics and artificial intelligence (AI), enabling the

identification of hidden connections and patterns, and supporting informed, data-driven decision-making. The

DataWalk platform allows for the integration and analysis of very large data sets, including those comprising billions

of records.

DataWalk’s solution is used by public and private institutions worldwide in areas such as crime detection,

commercial and public risk and safety management, operational optimization and strategic decision support. The

Group works with governments, banks, intelligence agencies, international organizations and companies that require

the highest level of security and efficiency in data management.

DataWalk integrates multiple analytical technologies within a single, coherent architecture and, importantly, within

a unified computing layer. It includes graph analytics, AI/machine learning, knowledge graphs, OLAP operations

and advanced search technologies. This enables organizations to efficiently integrate, search and analyze diverse,

distributed Big Data sources within a single platform, without the need to move data between separate components

or computing layers. This approach provides greater flexibility (including the ability to rapidly answer complex

questions, test hypotheses, and prototype analyses), high computational efficiency, reduced costs, and simplified

management of analytical processes.

License, deployment and post-deployment support

DataWalk license

The primary licensing model for DataWalk platform is an annual license, providing customers with flexibility in

using the solution and enabling them to adapt its application to the organization’s evolving needs. The scope of the

license may be defined at various levels, including across the entire organization, within selected organizational

units (e.g. departments), or for specific use cases. license parameters also take into account factors such as the

number of users, the volume of data processed, and the functional scope of the platform.

In 2024, the Company implemented a significant change to its licensing model, transitioning from perpetual licenses

to annual license model. This shift formed part of a broader update to the Company’s sales and marketing strategy.

The Company’s offering targeted primarily the largest organizations with advanced analytical requirements. The

standard sales model currently involves an annual license with a minimum duration of two years.

The Company also offers an Enterprise license, which enables organizations to develop and use the DataWalk

platform without limitations on the number of use cases, users, or organizational scale. The sale of this type of

license forms part of a land and expand customer development strategy, under which the scope of platform usage is

gradually increased within the organization.

Under this model, as platform adoption grows, customers typically develop new use cases and broaden the system’s

application across the organization. Over time, this may lead to the adoption of an Enterprise license and full

utilization of the DataWalk platform.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 19

Implementation

The DataWalk platform is an out-of-the-box solution, meaning it does not require extensive pre-deployment

consulting services or the involvement of dedicated IT specialists, significantly reducing implementation costs.

The DataWalk’s business model assumes that system implementation is carried out by the customer, with support

from the Company’s engineers, analysts, and data scientists. Customers play an active role throughout the process,

enabling them to assume full control of the solution upon completion of implementation. This approach allows them

to independently develop, modify, and expand the platform, as well as configure new use cases.

The typical implementation period ranges from several weeks to a few months. During that process, the customer

assumes full responsibility for the system and its ongoing development.

Post-implementation Support (Technical Assistance)

Following implementation, the system does not require complex technical support. Customers can use dedicated

technical support services, but most operations can be performed on-site, which significantly reduces maintenance

costs and allows for greater independence of organizations using DataWalk.

Distribution channels for products and services

DataWalk Group uses the following distribution channels:

• Direct sales – carried out by an internal sales team,

• Strategic partners – we cooperate with integrators and distributors who support the implementation of our

solution in organizations with various profiles,

• “Follow the customer” model – based on recommendations and references of existing customers for more

effective scaling of operations in new markets.

Distribution channels are adjusted by the Group to the needs of customers and market expectations.

Information about suppliers and recipients

Suppliers

Key suppliers of the Group include entities offering:

• programming libraries,

• infrastructure,

• databases.

In terms of support and management systems supply, the Group cooperates with several selected entities. Given the

widespread availability of this type of software and the large number of suppliers, the Group does not identify any

significant risks or dependencies in this area. Specialized programming libraries and their components used in

system development are sourced both from open-source technologies and from commercial providers under paid

licenses. In certain cases, where the Group develops unique analytical solutions, selected libraries or their

components are custom-built by external vendors based on the Group’s specific requirements. The platform offered

by the Group requires integration with a database. The database component is sourced from external suppliers and

permanently integrated with the DataWalk platform. To optimize the integration process and achieve measurable

economic benefits, in 2024 the Group entered into a further 3-year OEM agreement with the supplier of the Vertica

database. This agreement expires in July 2027.

In the Issuer’s opinion, the Group’s operations are not dependent on any specific group of suppliers. Should a change

of supplier become necessary, the complexity of the process and implementation timeframe would depend on the

nature of the services concerned. However, viable alternatives are available in each relevant market segment,

enabling the Group to adopt substitute solutions if required. Therefore, the Group does not consider supplier

concentration to pose a material risk.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 20

Our customers and application areas

DataWalk focuses on serving enterprise customers, i.e. large organizations requiring advanced analytics tools to

support data management and decision-making processes. Our commercial activities are concentrated primarily in

three key markets: North America, Western Europe, Central Europe and the Nordic countries. These regions offer

the greatest growth potential and demonstrate the strongest demand for the our solutions.

We also undertake selected projects in Africa, Asia, and the Middle East; however, these markets are not currently

a strategic priority. The Company’s goal is to further expand in key regions and build a strong position in the global

market of graph analytics.

Application of DataWalk in various sectors:

Sector/use case

Anti-Money

Laundering

KYC

Anti-Fraud

Investigation

Intelligence

analysis

Entity

Resolution

Supply

Integrity

Banking

󶢇󼜲

Insurance companies

󶢇󼜲

Law enforcement

(LEA)

󶢇󼜲

Intelligence

agencies/ Military

󶢇󼜲

Governmental and

international

organizations

󶢇󼜲

Other commercial

entities

󶢇󼜲

Source: Issuer.

DataWalk Capital Group

The table below shows information on recipients whose sales revenues of the Group in the 12 months ended 31

December 2025 amounted to at least 10% of total revenues (data in thousand PLN).

Details

Segment

2025

Share of total revenue

Undisclosed customer

DataWalk S.A.

18,088

48%

Source: Issuer.

There are no formal relationships between the Company and these customers beyond those arising from standard

commercial arrangements.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 21

DataWalk S.A.

The table below shows information on recipients whose revenues from the Company’s sales in the period of 12

months ended 31 December 2025 amounted to at least 10% of the total revenues (data in thousand PLN).

Details

2025

Share of total revenue

Undisclosed customer

18,088

46%

DataWalk Inc.

10,473

26%

Source: Issuer.

The company was presented in the financial statements within one operating segment. The principles governing

cooperation between related entities are described in the section “Information on agreements significant to the

activities of the Capital Group and the Company” of this report. There are no formal relationships between the

Company and its other customers beyond those arising from standard commercial arrangements.

Prospects for the development of the Group’s activities and factors relevant for further

development

External elements and trends that may affect the Group’s prospects

The growing importance of data processing and analysis and its use (Big Data)

The volume of data collected by entities operating across the broadly defined internet ecosystem is increasing

exponentially, driven in particular by the rapid expansion of the Internet of Things. A significant portion of this data

provides valuable insights into the preferences, expectations, and behaviors of existing and potential customers, as

well as individuals of interest to public authorities. This drives demand for its processing and utilization, either

internally or through granting paid access to third parties, including commercial networks, financial institutions,

public administration bodies, and e-commerce companies. The data analytics and network analysis tools developed

and offered by the Group enable users to unlock additional business and operational (including investigative)

opportunities.

Dynamic increase in threats resulting from activities in cyberspace

The scale of global threats in cyberspace is growing at an exponential rate, making cyber risk one of the key systemic

risks to the global economy. According to a study by Cybersecurity Ventures, the annual cost of cybercrime reached

USD 10.5 trillion in 2025.

. The latest projections for 2026 indicate a further increase to nearly USD 12 trillion,

while by 2028 the total loss may exceed USD 13.8 trillion.

To illustrate the magnitude of this phenomenon, it is often noted that if cybercrime were a national economy, it

would rank as the third-largest economic power in the world in terms of GDP, surpassed only by the United States

and China

. The sharp increase in losses—from USD 3 trillion in 2015—reflects the rapidly growing global demand

for advanced analytical and investigative tools to combat cyber threats. In the 2025–2026 World Economic Forum

report, cybercrime and disinformation (often amplified by AI) are consistently identified among the most significant

risks in the short to medium term

Increase in the scale and quality of anti-money laundering and anti-tax avoidance actions

The growing scale of efforts to legitimize proceeds derived from illegal activities is prompting governments and

international organizations to intensify measures aimed at mitigating this phenomenon. This applies to both the

Cybersecurity Ventures, Cybercrime to Cost the World $10.5 trillion annually by 2025: https://cybersecurityventures.com/cybercrime-

damage-costs-10-trillion-by-2025/

Statista Market Insights, Estimated cost of cybercrime worldwide 2017-2028: https://www.statista.com/forecasts/1280009/cost-of-

cybercrime-worldwide

World Economic Forum, the Global risks Report 2025: https://www.weforum.org/publications/global-risks-report-2025/

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 22

United States and the European Union, where the provisions of Directive (EU) 2015/849 of the European Parliament

and of the Council of 20 May 2015 on the prevention of the use of the financial system for money laundering or

terrorist financing (AMLD IV) entered into force on 25 June 2015, alongside Regulation (EU) 2015/847 of the

European Parliament and of the Council of 20 May 2015 on information accompanying transfers of funds

(Regulation). The provisions of AMLD IV were transposed into Polish law through the Act of 1 March 2018 on

Counteracting Money Laundering and Terrorist Financing.

At the same time, governments across multiple jurisdictions are actively working to enhance the effectiveness of tax

enforcement, particularly with respect to corporate entities. These efforts require the analysis of large-scale datasets

relating to the ongoing economic and financial activities of monitored entities.

As a result, in recent years both European countries and the United States have systematically expanded the

deployment of systems designed to detect financial crime, including money laundering, VAT fraud, and other tax-

related offences, as well as activities linked to terrorism and broader geopolitical risks. The development of such

systems is typically accompanied by a significant increase in the volume of processed data and the complexity of

relationships analyzed. Given that public sector institutions—particularly law enforcement agencies—constitute a

key and prospective customer group for the Group, these trends are expected to support growing demand for the

Group’s software solutions.

Automation of data set analysis processes

The ongoing computerization and automation of large-scale data analysis—including the mapping of complex

networks of relationships—particularly in sectors serving mass-market customers (such as banking, insurance,

media, and debt collection), is significantly enhancing processing speed and efficiency while reducing operational

costs. This trend is expanding access to advanced analytical tools, enabling adoption by entities that previously

lacked the resources to invest in such solutions. At the same time, it is driving increased interest among organizations

that had not historically identified data analytics as relevant to their operations.

Continuous improvement in the user-friendliness of data analysis tools

In response to growing demand for improved user-friendliness of data analysis tools, software providers are

systematically refining their solutions, with a particular focus on enhancing the presentation and accessibility of

analytical outputs. The increasing adoption of data visualization capabilities is especially noteworthy. By enhancing

the accessibility and interpretability of complex analytical outputs, visualization significantly broadens the base of

potential users while simultaneously expanding the addressable market for analytical systems, including among

organizations that had not previously considered their implementation.

Increase in the number of required certifications, such as ISO 27001 (information security)

The dynamic development of information security regulations, coupled with increasingly stringent certification

requirements—including the need to obtain and maintain ISO 27001 certification—may impact the operational

flexibility of the DataWalk Group. Certification processes involve significant time and financial commitments,

which may constrain the Group’s ability to innovate rapidly and adapt to evolving market conditions. At the same

time, compliance with rigorous information security standards constitutes a meaningful competitive advantage in

the markets in which DataWalk’s key customers operate, particularly in the public sector, law enforcement, and

financial institutions. ISO 27001 certification enhances the Group’s credibility, strengthens customer trust, and

creates additional business opportunities by enabling participation in tenders and projects that require the highest

standards of data protection.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 23

Consolidation of European defense capabilities and technological sovereignty

An important growth opportunity for the Group lies in the ongoing consolidation of Europe’s defense capabilities

and the European Union’s increasing focus on achieving strategic autonomy in the digital domain. Amid growing

fragmentation of the global order, public institutions and the defense sector are increasingly prioritizing

technological independence from non-EU providers. In this context, DataWalk is positioning itself as a credible

European alternative to global technology players. A key differentiator of the Group’s offering—aligned with the

requirements for sovereign control over information—is its patented system architecture. This architecture enables

fully “air-gapped” deployments, ensuring complete isolation from external networks, with no telemetry and no

reliance on non-communal cloud infrastructure. As a result, it provides a high level of data security for critical

defense and public sector applications across Europe.

External elements and trends that may affect the Group’s prospects

Prospects for generated revenues and total costs

In the coming periods, the Group expects to return to a revenue growth trajectory, with the level of operating costs

managed in line with anticipated revenue performance. However, revenues are likely to remain insufficient in the

near term to fully cover ongoing operating expenses and development activities.

The Management Board maintains a positive assessment of the Group’s ability to achieve its strategic objectives.

Following the successful issuance of Series T shares, which raised PLN 116 million, the Group has established a

solid financial foundation. This capital—combined with available working capital and ongoing improvements in

operational efficiency—is expected to fully support the execution of the Group’s development strategy.

The level of planned expenditures on marketing and sales activities

In light of its current liquidity position, the Group intends to increase expenditure on marketing and sales activities.

Further growth of these expenditures is considered essential to accelerating market expansion and, consequently,

strengthening the Group’s competitive advantage. The planned increase in investments in this area is supported,

among other factors, by the financing obtained as described above.

DataWalk’s growing ability to more accurately measure its know-how

The DataWalk Group intensifies is efforts to achieve more precise valuation of its technological solutions. One of

the key strategic directions is selling technology modules tailored to the specific needs of customers (use-case),

delivered within the COTS model. This approach enables more flexible monetization of individual technology

components and increases the overall market potential for the Group’s solutions.

Level of planned investments

In 2026, the Group will focus its activities on two parallel and complementary pillars: the intensification of its go-

to-market (GTM) strategy and the continued dynamic development of its technology.

A key driver of market expansion will be increased investment in GTM initiatives, with a particular focus on the

Group’s entry into the defense sector. These efforts directly address the rapid expansion of European defense

capabilities, which the Group views as a strategic opportunity to scale its business as a leading European provider

of advanced analytical solutions.

At the same time, the Group intends to maintain a high level of R&D expenditure, recognizing innovation as a core

foundation for long-term growth and the development of a sustainable technological advantage in global markets.

The ongoing development of the DataWalk platform—particularly in the integration of graph analytics, knowledge

graphs, and machine learning (ML/AI), alongside full compatibility with large language models (LLMs/GenAI)—

remains a key priority. A central technological objective is to further transform the platform towards advanced

automation of analytical processes, including the deployment of autonomous AI agents capable of operating in

complex corporate and public sector environments.

These strategic priorities will be supported by continued optimization of operational processes. By allocating greater

Field Engineering resources to development-focused activities, the Group aims to enhance the efficiency of

implementation projects and strengthen its capacity to secure and deliver multi-million contracts, thereby reinforcing

its long-term competitive position in global markets.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 24

Registration of new innovative patents in the US

DataWalk will continue to execute its intellectual property strategy through the filing of new patents in the United

States. Innovative technological solutions constitute a core element of the Group’s competitive advantage, and robust

patent protection serves to safeguard the uniqueness of its offerings. In addition, new patent applications may create

opportunities for technology licensing to third parties and contribute to long-term enterprise value creation.

The market for advanced data analytics, knowledge graphs and artificial intelligence

Advanced data analytics market

The market for advanced data analytics and artificial intelligence is growing rapidly. In particular, the segment of

solutions leveraging AI, graph analytics, and knowledge graphs represents one of the fastest-growing areas within

the analytical software market. The global artificial intelligence market was valued at approximately USD 390

billion in 2025 and is projected to reach around USD 3.5 trillion by 2033, reflecting an average annual growth rate

of roughly 30%.

According to forecasts from leading research centers, expenditures on AI- and analytics-based solutions are expected

to grow at an annual rate of 20–30%, significantly outpacing overall IT expenditure.

. This growth is driven, in part,

by rising demand for solutions that leverage language models, graph analytics, and knowledge-centric data

architectures—particularly in areas such as decision-making, fraud analysis, cybersecurity, and business process

optimization.

Graph analytics and knowledge graphs

The graph analytics segment is growing even faster than the broad AI market. The global graph analytics market

was estimated at approximately USD 1.1 billion in 2022 and is projected to reach between USD 7 and 12 billion by

2030, representing a compound annual growth rate (CAGR) of around 34%.

. This rapid growth is driven by the

increasing need to detect complex relationships and patterns across transaction data, entity networks, cybersecurity,

and recommendation systems.

At the same time, the market of knowledge graphs is growing very dynamically. According to various market

analyses, it is expected to expand from approximately USD 1.1–1.5 billion in the mid-2020s to between USD 7 and

26 billion by 2030–2034, corresponding to CAGR of roughly 20–37%.

. Knowledge graphs are a critical component

of modern data architectures. They enable the representation of business knowledge as a graph, model complex

relationships between entities, and provide a machine-readable representation of both physical and digital

environments. Unlike generative AI, which relies on statistical predictions, knowledge graphs support logical and

explainable inference, a capability of particular importance in highly regulated sectors.

Analyses of the “Hype Cycle for Artificial Intelligence” indicate that knowledge graph technologies are on the “slope

of enlightenment”, approaching the “plateau of productivity”, while generative AI is entering the “trough of

disillusionment” phase.

. This underscores that knowledge graphs are emerging as a mature and reliable foundation

for building explainable AI solutions, including advanced language models.

Grand View Research, Artificial Intelligence Market Size, Share & Trends Analysis Report, 2025–2033, San Francisco 2025, accessed:

https://www.grandviewresearch.com/industry-analysis/artificial-intelligence-ai-market

IDC, Gartner, Forrester – various reports forecasting AI and advanced analytics spending (CAGR 20-30%); for example: Gartner, Forecast

Analysis: Artificial Intelligence, Worldwide, current annual releases.

Data Bridge Market Research, Global Graph Analytics Market – Industry Trends and Forecast to 2030, 2023, accessed:

https://www.databridgemarketresearch.com/reports/global-graph-analytics-market

MarketsandMarkets, Knowledge Graph Market by Solution, Model Type – Global Forecast to 2030, 2025, access:

https://www.marketsandmarkets.com/PressReleases/knowledge-graph.asp

Gartner, Hype Cycle for Artificial Intelligence, 2025 – Knowledge Graphs and Generative AI (stages: Slope of Enlightenment / Trough of

Disillusion.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 25

Semantic technologies and ontologies

The Semantic Web market, encompassing knowledge graphs, ontologies, and related data integration tools, is also

experiencing strong double-digit growth. Market estimates project that the value of this segment will rise from

approximately USD 2.7 billion in 2025 to around USD 7.7 billion by 2030, corresponding to CAGR of 23%.

Semantic technologies and ontologies are increasingly becoming a foundational component of corporate “data

fabric”, enabling unified data models, automated inference, and transparent tracking of information provenance

across complex, multi-domain environments.

Market of anti-fraud solutions and AML

The Fraud Detection & Prevention (AML) segment is among the primary beneficiaries of advancements in analytics,

graph technologies, and AI. The global market for fraud detection and prevention is estimated at several tens of

billions of dollars and is projected to grow at a compound annual growth rate (CAGR) of 18–21% between 2030

and 2032, reaching at least USD 90 billion, with some analyses—depending on market definitions—forecasting

levels exceeding USD 200 billion

. Some studies indicate that advanced and AI-based solutions within this segment

may experience even higher growth, with a CAGR of approximately 30%.

. Within fraud detection, the AI sub-

segment demonstrates strong momentum, with a CAGR exceeding 20%, reflecting a rapid transition from traditional

transactional systems to solutions leveraging machine learning, behavioral analysis, and relationship graphs.

The AML market itself is also expanding at a CAGR of roughly 16–18%, and is expected to grow from a couple of

billion USD in the mid-2020s to approximately USD 9–10 billion by 2030

. Growth in this area is driven by

tightening regulatory requirements (KYC, CDD, sanctions), the increasing volume of digital payments, and the

demand for reducing false alarms through advanced analytics, including graph-based methods.

Positioning of DataWalk

The markets outlined above—including advanced analytics, AI, graph analytics, knowledge graphs, semantic

technologies, and anti-fraud/AML solutions—share common characteristics: double-digit growth rates, often

ranging from 20% to 35% annually, a strong focus on regulated sectors (BFSI, public sector, security), and increasing

demand for solutions that provide clarity, context, and explainable insights. DataWalk, by combining graph

analytics, knowledge graphs, machine learning and AI, alongside integration with large language models

(LLMs/GenAI), is directly positioned within these fastest-growing market segments. In these areas, the ability to

process large volumes of data, identify complex patterns, and deliver explainable analytical results is a critical

differentiator.

MarketsandMarkets, Semantic Web Market by Offering (Knowledge Graph Platforms, Ontology Tools, Services) – Global Forecast to 2030,

2025, accessed: https://www.marketsandmarkets.com/PressReleases/semantic-web.asp

Grand View Research, Artificial Intelligence Market Size, Share & Trends Analysis Report, 2023–2030, San Francisco 2023, accessed:

https://www.grandviewresearch.com/industry-analysis/artificial-intelligence-ai-market

Technavio, AI in Fraud Detection Market – Industry Analysis, Size, and Forecast 2025–2029, 2025, accessed

https://www.technavio.com/report/ai-in-fraud-detection-market-industry-analysis

MarketsandMarkets, Anti-money laundering (AML) Market by Offering, End User – Global Forecast to 2030, 2025, accessed:

https://www.marketsandmarkets.com/PressReleases/anti-money-laundering-solutions.asp

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 26

MAJOR EVENTS THAT INFLUENCED THE OUTCOME

OF DATAWALK GROUP IN 2025

• In February 2025, DataWalk concluded an agreement with Kooperativa pojišťovna, a.s., Vienna Insurance

Group to extend their cooperation for a further five years, covering the continued maintenance of the DataWalk

system. This system is used by the customer to prevent insurance fraud. The continuation of this long-term

partnership confirms the value and effectiveness of the DataWalk platform within the insurance market.

• In March 2025, DataWalk S.A. entered into a framework agreement and secured the first order with

Coöperatieve Rabobank U.S.A. (“Rabobank”, “Bank”) based in the Netherlands. The agreement concerns the

implementation of the DataWalk platform to develop a next-generation analytical system based on graph

analytics.

The initial phase includes the provision of an annual license and defines the terms of a five-year cooperation

covering the delivery, implementation, and technical support of the DataWalk platform within one of the

Bank’s operating departments. At the initial stage, the project will involve less than 5% of the department’s

users. Ultimately, the project envisages further development of the platform through the integration of

additional teams and the automation of financial crime analytics processes, creating potential for expansion to

an enterprise license. The agreement with Robobank demonstrates DataWalk’s technological competitiveness

and its capability to serve global banking institutions. This contract, based on the revised license pricing, also

confirms the effectiveness of the new technology monetization strategy. The cooperation with Rabobank

significantly strengthens DataWalk’s position in the financial sector, opening up further growth and revenue

opportunities. Following the conclusion of this agreement, the total value of contracted agreements (“Total

Contract Value”, “TCV”) of the DataWalk Group over the preceding 12 months exceeded PLN 65 million and

amounted to PLN 66.14 million. Surpassing this threshold confirms the effectiveness of the new pricing

strategy and supports positive revenue growth prospects in the coming years.

• In April 2025, the Company issued Series S shares within the limits of its authorized capital, placing 750,000

shares and raising PLN 58 320 000.00 in investor capital. On 16 May 2025, the Commercial Division of the

National Court Register registered the capital increase, together with the corresponding amendments to the

Company’s Articles of Association, thereby formally completing the process. The funds raised significantly

strengthened the Group’s equity base and financial position, providing a solid foundation for the execution of

its development strategy.

• In June 2025, the General Meeting of Shareholders of DataWalk S.A. adopted Resolution No. 21, authorizing

the Management Board to increase the share capital, with the exclusion of existing shareholders’ pre-emptive

rights, within the limits of the authorized capital, enabling the issuance of up to 750,000 shares. This

mechanism is intended to provide the Company with a flexible and efficient means of raising capital,

supporting the ongoing financing of the Capital Group’s development.

• In June 2025, the General Meeting of Shareholders of DataWalk S.A. adopted Resolution No. 22, pursuant to

which a new total pool of 485,000 rights was established under the incentive programs of the Company and its

subsidiary, covering RSUs and share-based rights. The pool will be allocated by decision of the Management

Board (or the Supervisory Board, where required by law) and is intended to strengthen the Group’s

competitiveness in the labor market, support the acquisition and retention of key specialists, and further

facilitate the implementation of the development strategy in the dynamically growing analytical and AI

technologies segment.

• In May 2025, the Company completed the implementation and certification of its Information Security

Management System (ISMS) in accordance with PN-EN ISO/IEC 27001:2023-08. The scope of certification

covers activities in the field of software development and related services, including implementation,

maintenance, technical support, data analysis, and training. The ISMS implemented at DataWalk S.A.

constitutes a comprehensive framework aimed at protecting information and ensuring the integrity,

confidentiality, and availability of data. It includes control mechanisms, risk management procedures, as well

as technical and organizational measures tailored to the Company’s operational profile. The certification

confirms compliance with international information security standards and plays a key role in building trust

among customers and business partners.

• In June 2025, DataWalk was awarded the EcoVadis Bronze Medal in its first assessment conducted by this

globally recognized certification body. The assessment confirms the existence of a structured sustainability

management system within the Company, as well as its active engagement in environmental, social, and ethical

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 27

areas, including sustainable procurement practices. This result provides a solid foundation for further

development of the Company’s ESG policies and constitutes an important signal to customers and business

partners that the Company operates responsibly and in line with international sustainability standards.

• In April 2025, version 5.0.0 of the DataWalk platform was released. The software developed as part of prior

development work has been recognized as a commercialized and fully mature product. This version introduced

a number of key enhancements, in particular:

a) support for containerized deployment (Kubernetes), enabling scalable and flexible implementation of the

platform in modern cloud environments and aligning the product with current and anticipated market

requirements;

b) enhanced analytical capabilities, increasing the platform’s capacity to process larger and more complex

datasets.

In view of the above, the Group concluded that further expenditure on the development of the platform, while

necessary to maintain its competitiveness and quality, no longer meets the capitalization criteria set out in IAS

38 and is therefore recognized as an expense in the period in which it is incurred.

• In August 2025, the Company entered into an agreement with a federal security agency in a Member State of

the European Union (the “Client”), the subject of which is the sale of a license for the DataWalk platform. The

agreement forms part of the continued development of the pilot environment initiated at the Client’s premises

in 2024 and supports the planned gradual expansion of the platform’s use in the Client’s operational activities.

Obtaining references from this Client is expected to confirm the effectiveness of the DataWalk platform in

supporting the operational activities of law enforcement agencies within leading European institutions in this

field. The successful implementation of this project may have a positive impact on the Group’s competitive

position and future development prospects.

• In November 2025, the Company concluded an agreement with Enigma Systemy Ochrony Informacji sp. Z

o.o. in connection with the cooperation with National Police Headquarters, based in Warsaw (the “Client”).

The agreement covers the provision, over a period of three years, of maintenance and support services for the

DataWalk software used by the Client in the area of criminal analysis.

The long-term nature of the contract, concluded with a key and highly credible customer, confirms the quality

of the Company’s offering and its alignment with the Client’s operational requirements. At the same time, it

demonstrates the Company’s ability to deliver solutions with significant practical value and supports its

competitive position in the segment of solutions dedicated to law enforcement agencies.

• In November 2025, the Company also recorded another significant transaction, consisting of the purchase by

Morgan Stanley _ Co (“Morgan Stanley”, “Bank”) of another DataWalk license as part of the first stage of the

Bank’s development of a next-generation graph analytics system.

Morgan Stanley uses the DataWalk system to build a corporate compliance platform based on knowledge graph

technology applied to financial crime analysis. The extension of the license for an additional year is intended

to enable the system to be deployed on a broader operational scale as part of the completion of the first stage

of cooperation.

This transaction further confirms the Company’s competitiveness in terms of technology, product offering, and

service delivery to leading global banking institutions. The continuation of cooperation with Morgan Stanley

in the development of an analytical system based on next-generation graph analytics may contribute to a further

strengthening of the Issuer’s competitive position in the financial sector.

• No significant operational disruptions occurred in 2025, including in particular the loss of key customer(s).

• Impact of the global geopolitical and macroeconomic situation (armed conflicts in Ukraine and the Middle

East)

In 2025, the armed conflicts in Ukraine and the Middle East did not have any direct adverse impact on the

Group's operations, financial results, or adopted assumptions. The Group has no investments, supply chains,

or personnel exposed to risk in the regions directly affected by these conflicts. The operations of the Group's

U.S. subsidiary also remain undisturbed in this context.

The Management Board continuously monitors various indirect risks. The war in Ukraine exacerbates the

global risk of cyberattacks and leads to shifts in national budgets (reallocation of funds toward defense at the

expense of other areas), which may affect sales opportunities in the public sector. The situation in the Middle

East, in turn, remains a source of general global macroeconomic uncertainty. To date, however, none of these

events has disrupted the implementation of the Group's financial plans.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 28

FINANCIAL INFORMATION OF DATAWALK GROUP AND

DATAWALK S.A.

In the presented data, any differences of PLN 1 thousand or 1% in totals are attributable to rounding.

Commentary on the financial results of the DataWalk Group

Discussion of operational results

Table 1. Selected consolidated financial data for 2025 and a comparable period (in thousand PLN).

Details

01.01.2025 -

31.12.2025

01.01.2024 -

31.12.2024

Change

Sales revenue

37,783

24,632

13,151

53%

Cost of sales

7,810

8,672

-862

-10%

Gross profit (loss) on sales

29,973

15,960

14,013

88%

Operating costs (OPEX)

110,321

77,349

32,972

43%

Other net operating expenses (revenue)

1,098

4,680

-3,582

-77%

OPEX

110,321

77,349

32,972

43%

Adjustment of OPEX by material non-cash items,

including:

56,462

32,893

23,568

72%

- depreciation

4,219

3,664

554

15%

- incentive program

50,837

24,238

26,599

110%

- impairment of assets

1,407

4,991

-3,585

-72%

Adjusted OPEX

53,859

44,456

9,403

21%

EBIT

-72,537

-52,717

-19,821

38%

Adjustment of EBIT by material non-cash items,

including:

56,462

32,893

23,568

72%

- depreciation

4,219

3,664

554

15%

- incentive program

50,837

24,238

26,599

110%

- impairment of assets

1,407

4,991

-3,585

-72%

Adjusted EBITDA

-16,075

-19,823

3,748

-19%

Net profit (loss) attributable to shareholders of the parent

company

-64,397

-48,961

-15,437

32%

CFO

-14,445

-16,857

2,412

-14%

CAPEX

-1,597

-6,060

4,463

-74%

FCF

-16,042

-22,917

6,876

-30%

Total short-term receivables

8,255

10,078

-1,823

-18%

Financial assets (deposits over 3 months)

18,117

18,025

19475%

Cash and cash equivalents as at the end of the period

39,623

16,499

23,124

140%

Cash and deposits over 3 months at the end of the

period

57,740

16,591

41,149

248%

Short-term receivables and total cash

65,995

26,669

39,326

147%

Source: Issuer.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 29

OPEX = (sum of cost of sales, sales and marketing costs, R&D, administration and overheads, incentive program, other operating expenses and

expected credit loss (expense/reversal)) – other operating revenues,

Other net operating expenses (revenue) = other operating expenses + expected credit loss (expense/reversal) – other operating revenues

Impairment of assets = non-cash costs arising from revaluation of assets + non-cash expected credit loss (expense/reversal),

EBIT = Operating profit (loss),

Adjusted EBITDA = EBIT + depreciation and amortisation + estimated costs related to the incentive program (settled in cash and equity

instruments) + non-cash costs resulting from impairment of assets,

CFO = Cash from operating activities,

CAPEX = expenditure on the acquisition of tangible fixed assets + expenditure on the acquisition of intangible assets + expenditure on

development work carried out,

FCF = CFO - |CAPEX|.

The key metric used by the Group’s management to assess the effectiveness of its operating activities, as reflected

in financial performance, is adjusted EBITDA. This metric adjusts operating profit by excluding material items of

an estimated and non-cash nature, including in particular costs related to the incentive program (including those with

an indefinite settlement date), changes in impairment loss on assets, and depreciation and amortization. These items

do not have a direct impact on the current financial position of the Company and the Group, in particular on their

liquidity.

Consolidated adjusted EBITDA for 2025 amounted to PLN -16,075 thousand, compared to PLN -19,823 thousand

in the corresponding comparative period. The change was driven in particular by the following factors:

• an increase in sales revenue;

• an increase in operating expenses, primarily attributable to the expansion of teams in the sales and marketing

functions, as well as higher personnel expenses and costs of external services;

• lower capitalization of research and development (R&D) expenditure.

Although the non-cash items adjusted for in the calculation of adjusted EBITDA do not affect the assessment of the

Group’s current financial position, they are material to the financial statements as a whole and are therefore discussed

in further detail below.

The significant increase in the Group’s total operating expenses in 2025 compared to the corresponding period in

2024 was primarily driven by the different effects of the valuation of incentive programs, amounting to PLN 26,599

thousand.

The total cost of incentive programs recognized in operating expenses in the reporting period amounted to PLN

50,837 thousand, compared to PLN 24,238 thousand in 2024. The increase in these costs resulted from:

• incentive program based on the Company’s shares, with costs increasing from PLN 3,338 thousand in 2024

to PLN 7,650 thousand in the reporting period;

• RSU-based program, with costs increasing from PLN 20,899 thousand in 2024 to PLN 43,186 thousand in

the reporting period.

The most significant factor affecting the change in the costs of RSU-based program was the remeasurement of RSU

instruments as at reporting date of 31 December 2025, amounting to PLN 41,083 thousand, compared to PLN 16,530

thousand in the comparative period. As a result, the difference in RSU remeasurement costs, amounting to PLN

24,553 thousand, accounted for approximately 92% of the total change in incentive program costs and constituted

the main driver of the increase in operating expenses.

Detailed information on the incentive programs in place within the Group is presented in Notes 15 and 18 to the

consolidated financial statements.

In the reporting period, the Group recognized impairment losses on non-financial assets, in particular capitalized

development costs, in the total amount of PLN 1,190 thousand. In addition, net impairment losses on credit risk

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 30

(understood as the net movement in impairment losses during the period) relating to trade receivables and contract

assets were recognized in the total amount of PLN 217 thousand.

The net financial result for 2025 amounted to PLN -64,397 thousand, compared to PLN -48,961 thousand in the

corresponding comparative period. The change in the financial result, apart from the factors described above, was

most influenced by the difference in the valuation of deferred income tax in the amount of PLN -4,465 thousand,

which resulted from the revaluation of the liability under the incentive scheme as at the balance sheet date of 31

December 2025.

Gross margin on sales

In 2025, the gross margin on sales was at the level of 79%. The most significant factor affecting the change in the

sales result compared to the corresponding period:

• increase in sales revenues compared to 2024 (by PLN 13,151 thousand), and

• change of product mix, i.e. a higher share of license sales characterized by a higher gross margin than other

products and services.

Table 2. Gross margin on total sales in 2025 and in a comparable period (data in thousand PLN).

01.01.2025 - 31.12.2025

Licenses

Technical support

Professional

services

Total

Sales revenue

21,010

13,104

3,669

37,783

Costs of sales

557

4,046

3,208

7,810

Gross profit (loss) on sales

20,454

9,059

461

29,973

Gross margin on sales

97%

69%

13%

79%

01.01.2024 - 31.12.2024

Licenses

Technical support

Professional

services

Total

Sales revenue

8,323

10,018

6,291

24,632

Costs of sales

923

4,336

3,413

8,672

Gross profit (loss) on sales

7,400

5,682

2,878

15,960

Gross margin on sales

89%

57%

46%

65%

Source: Issuer.

The key factor contributing to the improvement in profitability in the reporting period was the sale of a license to

Robobank, one of the leading European banks, as well as to a federal security agency in a Member State of the

European Union, combined with an increase in revenues from technical support services provided to existing

customers.

This resulted in the aforementioned change in the product mix and brought the revenue structure by product in 2025

closer to the target distribution under the COTS (Commercial Off-the-Shelf) model. Under this model, license

revenues account for approximately 70% of total revenues, while revenues from technical support subscriptions

represent approximately 20-25%, with the remaining portion attributable to professional services.

This shift constitutes a significant development from a profitability perspective, as under the current DataWalk’s

business model it is the licensing component that generates the highest margins compared to technical support and

professional services.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 31

Source: Issuer.

Gross margin per revenue stream

➢ Gross margin on License sales

The sale of licenses for the DataWalk platform does not involve significant unit costs of production or delivery, as

the product is the result of previously completed research and development activities. The unit cost of sales is

therefore marginal, given that the intellectual property rights to the DataWalk software are held by the Group and

the number of licenses that may be granted is practically unlimited. Accordingly, the principal components of the

cost of license sales comprise the costs of third-party licenses embedded within the DataWalk platform and sales

commissions directly attributable to license transactions.

Table 3. Gross margin on sales of licenses during the reporting and corresponding periods.

Details (data in thousand PLN)

01.01.2025 -

31.12.2025

01.01.2024 -

31.12.2024

Change

License revenue

21,010

8,323

152%

Cost of sales - license

557

923

-40%

Gross profit (loss) on sales

20,454

7,400

176%

Gross margin on license sales

97%

89%

Source: Issuer.

In 2025, the Group achieved a gross margin of 97% on sales of DataWalk software licenses. Compared to 2024, the

Group generated a higher profit from the sale of licenses by PLN 13,053 thousand (i.e. 176%), primarily driven by

the revenue contribution from the sale of licenses to Robobank and to a federal security agency in a Member State

of the European Union. The disproportionately lower increase in costs relative to revenue growth was largely due

to the renegotiation of the terms of cooperation with the license provider, which constitutes the main component of

the DataWalk system. This renegotiation was concluded in mid-2024.

➢ Gross margin on sales of technical support services (maintenance)

The gross margin on sales of technical support services achieved during the reporting period was 69%, representing

a significant improvement compared to the corresponding period. Increase in margin by PLN 3,376 thousand results

mainly from an increase in revenues compared to 2024 by PLN 3,086 thousand, i.e. by 31% compared to the

corresponding period.

Licenses

55%

Technical

support

35%

Professional

services

10%

The Group's revenue structure in 2025

Licenses

34%

Technical

support

41%

Professional

services

25%

The Group's revenue structure in 2024

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 32

Table 4. Gross margin on sales of technical support services during the reporting and corresponding periods.

Details (data in thousand PLN)

01.01.2025 -

31.12.2025

01.01.2024 -

31.12.2024

Change

Technical support services revenue

13,104

10,018

31%

Cost of sales - technical support services

4,046

4,336

-7%

Gross profit (loss) on sales

9,059

5,682

59%

Gross margin on technical support sales

69%

57%

Source: Issuer.

The increase in revenues from technical support services in 2025, amounting to PLN 3,086 thousand compared to

the corresponding period, resulted from the following factors:

● an increase of PLN 1,451 thousand in net revenues, reflecting the difference between revenues from newly

acquired customers and the loss of revenues due to non-renewal of technical support services by certain

existing customers;

● an increase of PLN 2,802 thousand in revenues from existing customers who continued technical support

services in both 2024 and the reporting period, primarily attributable to the application of price indexation

by the Group when renewing contracts for subsequent periods;

● an exchange rate effect of PLN -269 thousand, resulting from the change in the average USD/PLN exchange

rate used for the preparation of the consolidated profit and loss account for 2025 (USD 1 = 3.7504)

compared to the corresponding period (USD 1 = 3.9853).

Table 5. Comparison of the value of the Group’s technical support services revenues as well as the number of

customers in 2025 against a corresponding period.

Position

01.01.2024 -

31.12.2024

Exchange

differences

Churn***

Acquired**

Maintained*

01.01.2025 -

31.12.2025

Technical support

revenue (in thousand

PLN)

10,018

-269

-898

1,451

2,802

13,104

Number of

clients/projects

-13

Source: Issuer.

* Maintained – difference in technical support revenue covering customers who generated revenue for the Group both in the reporting period

and in the corresponding period.

** Acquired – customers who generated revenue in the reporting period but did not affect the value of revenues in the corresponding period.

*** Churn – customers who generated revenue during the corresponding period but did not affect the value of revenues during the reporting

period due to non-renewal of maintenance services.

In 2025, the number of customers using maintenance services was 32, representing a net decrease of 13 customers,

or 26%, compared to the corresponding period. Despite the reduction in the number of customers, the Group

recorded an increase in revenues from technical support services, driven by a 76% increase in average revenue per

customer, which reached PLN 410 thousand on a trailing twelve-month (TTM) basis. This outcome confirms the

effectiveness of the Group’s strategy, particularly its focus on serving a smaller number of larger customers.

Table 6. Average TTM technical support revenue per customer – reporting period and corresponding period (subject

to exchange differences)

Position

01.01.2025-

31.12.2025

01.01.2024-

31.12.2024

Technical support revenue on a TTM basis (in thousand PLN)*

13,104

10,019

The number of clients/projects for which the maintenance service is

provided

Average revenue per customer (in thousand PLN)

410

233

Source: Issuer.

* Average technical support revenue in TTM = Total technical support in the last four quarters / Number of customers/projects for which this

service is provided at the end of the reporting period.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 33

As at the balance sheet date of 31 December 2025, the Group had an obligation to deliver services to its customers

in exchange for which it has either received payment or the amount of remuneration is due. The value of these

liabilities is presented in the balance sheet under the item “liabilities due to contracts”, and the Group expects to

recognize revenues of PLN 12,500 thousand from these contracts in subsequent quarters. Compared to the

corresponding period, i.e. end of 2024, the total value of contract liabilities increased by PLN 5,316 thousand,

representing a 74% rise.

➢ Gross margin on sales of professional services

In 2025, the profit on sales of professional services amounted to PLN 461 thousand, corresponding to a gross margin

of 13%. The margin level reflects a disproportionate growth between revenues and the costs of delivering these

services.

Revenues from professional services decreased by PLN 2,622 thousand (42%) compared to the corresponding

period, primarily due to a lower volume of completed projects.

Key factors contributing to the reduction in the gross margin include:

• recognition in the reporting period of costs (PLN 687 thousand) related to projects generating relatively

low revenues (e.g., POC) or ongoing projects for which revenues had been recognized in earlier periods;

• an 18% increase (PLN 485 thousand) in costs of implementation projects, resulting from updated levels

and structure of remuneration for the Field Engineering team.

Table 7 shows the gross margin on sales of professional services in the reporting period and corresponding period.

Details (data in thousand PLN)

01.01.2025 -

31.12.2025

01.01.2024 -

31.12.2024

Change

Professional services revenue

3,669

6,291

-42%

Cost of sales - professional services

3,208

3,413

-6%

Gross profit (loss) on sales

461

2,878

-84%

Gross margin on professional services sales

13%

46%

Source: Issuer.

In the COTS (Commercial Off-the-Shelf) business model, revenue from services represents a relatively small portion

of the Group’s total revenues. Nevertheless, these services play a critical role in ensuring the correct implementation

and operation of the product at the customer’s premises, thereby supporting the strategic objective of maximizing

revenue from the Group’s two core business areas. The Group’s primary sources of value and competitive advantage

are high-margin license fees and maintenance services.

Its operating strategy focuses on serving independent customers who do not require a substantial service component

during either the implementation or maintenance stages of the system. Where demand for services arises, it is

primarily met through the Group’s partnership network rather than by internal resources.

As customers become increasingly self-sufficient and as the partner network specializing in implementation and

post-implementation services develops - including customers preferring outsourcing or dedicated personnel - the

relative share of service revenues and their contribution to the Group’s financial results is expected to gradually

decline. The Group’s strategic objective is to progressively transfer responsibility for professional services to its

partners. This approach will enable the Group to concentrate resources and investments on the development and sale

of licenses.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 34

Operating costs

Table 8. Operating costs and operating revenue in 2025 and in a corresponding period (data in thousand PLN)

Details

01.01.2025 -

31.12.2025

01.01.2024 -

31.12.2024

Change

Sales and marketing

16,022

14,363

12%

Research and development

22,626

14,634

55%

General and administrative

11,927

10,763

11%

Incentive program

50,837

24,238

110%

Total

101,412

63,997

58%

Source: Issuer.

➢ Sales and marketing costs

These costs comprise direct expenses of the sales and marketing departments, including sales commissions, as well

as the costs of pre-sales activities performed by the internal Field Engineering team. As a result, their level may

fluctuate significantly from quarter to quarter, depending on the number and scale of pre-sales activities (e.g.,

workshops and customer presentations) requiring technical support.

In subsequent periods, the Group plans to increase investments in sales and marketing. These investments are

considered crucial for maintaining stable and dynamic revenue growth in the future.

Source: Issuer.

➢ Research and development

R&D costs include the direct expenses of the R&D department as well as a portion of the professional services

department’s costs allocated to software development. Depreciation also represents a significant component of R&D

costs, particularly relating to the DataWalk software developed from completed development projects.

In 2025, the Group recorded a notable evolution in both the structure and level of operating R&D costs, which

increased by PLN 7,992 thousand compared to 2024. A key driver of this increase was the launch of DataWalk

software version 5.0.0 in April 2025. In accordance with the requirements of International Accounting Standard No.

38 (IAS 38), the commercialization of the new product version marked the point at which further development costs

could no longer be capitalized. Consequently, the Group recognized all subsequent expenditures related to DataWalk

Platform as period costs, contributing to the increase in operating R&D expenses by PLN 4,533 thousand compared

to the corresponding period.

Additionally, in response to dynamic technological and market changes, the Management Board revised the

economic useful life of the software from five to three years. This adjustment increased depreciation expenses by

PLN 1,485 thousand compared to the corresponding period.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 35

Investments in human capital and optimization of internal processes also significantly influenced the dynamics of

R&D operating costs. The Group allocated higher costs from the Field Engineering team to R&D, reflecting both

updated remuneration levels and an increased engagement of this team in promotional and product development

activities. These initiatives were aimed at generating added value for the organization by enhancing the efficiency

of implementation projects and through direct support for product development.

Although these factors contributed to higher operating costs in the reporting period, they lay the foundation for

future business scaling and the maintenance of the Group’s technological advantage in global markets.

In total, expenditures on R&D, including both operating costs and capitalized development work, represented 64%

of sales revenues. This reflects the Group’s intensive investment in platform development, particularly in natural

language processing (NLP) and graph algorithms. Looking ahead, the Group is focused on further enhancing these

capabilities through the integration of large language models (LLM) and generative AI (GenAI) technologies to

automate processes and deploy AI agents at a corporate scale.

Source: Issuer.

➢ General and administrative

In 2025, the Group’s general and administrative (G&A) costs increased by PLN 1,165 thousand, representing an

11% rise compared to the same period in 2024. The increase primarily resulted from higher variable remuneration

and service costs, which are directly linked to the Group’s operating performance. These items were higher by PLN

743 thousand compared to the corresponding period in 2024. The remaining increase in G&A costs, amounting to

PLN 422 thousand, reflects higher current operating expenses, driven in part by inflation.

Source: Issuer.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 36

➢ Incentive program

The change in the value of incentive program costs, amounting to PLN 26,599 thousand, has been discussed in the

context of the Group’s EBITDA analysis above.

Valuation of incentive program costs, conducted in accordance with IFRS 2, is subject to high volatility between

quarters, particularly for the RSU-based program. Consequently, comparing these costs directly to the Group’s total

revenues on a quarterly basis may lead to misleading conclusions.

Other net operating expenses (revenue)

Table 9. Operating costs and operating revenue in 2025 and in a corresponding period (data in thousand PLN)

Details

01.01.2025 -

31.12.2025

01.01.2024 -

31.12.2024

Change

Other operating revenue

332

359

-8%

Other operating costs, including:

1,213

3,307

-63%

- impairment on intangible assets

1,189

3,260

-64%

Expected credit loss (expense/reversal)

217

1,731

-87%

Other net operating expenses

1,098

4,680

-77%

Source: Issuer.

Other net operating expenses = other operating expenses + expected credit loss (expense/reversal) – other operating revenue

The main components of the Group’s other net operating costs in the reporting period were impairment losses on

intangible assets and receivables.

Compared to 2024, these impairment losses decreased by PLN 3,585 thousand, driven by two factors:

• a reduction in impairment losses on intangible assets by PLN 2,071 thousand, reflecting a lower net carrying

amount of assets subject to impairment testing;

• a reduction in impairment of receivables by PLN 1,514 thousand, as the corresponding period included a one-

off, incidental impairment loss. At present, credit risk remains minimal, and the ageing profile of receivables

continues to be maintained at a very favorable level.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 37

Costs by nature

Table 10. Costs per type and adjusted costs per type of the Group in 2025 and a corresponding period (data in

thousand PLN).

Details

01.01.2025 -

31.12.2025

01.01.2024 -

31.12.2024

Change

Depreciation and amortisation

4,219

3,664

15%

Costs of materials and energy

166

137

21%

External services

32,462

26,336

23%

Taxes and charges

103

37%

Employee compensation, including:

66,846

37,887

76%

- salaries and wages

16,009

13,649

17%

- costs of the incentive program (cash-settled)

43,186

20,899

107%

- costs of the incentive program (equity-settled)

7,650

3,338

129%

Social security and other benefits

3,453

3,272

Other costs by nature

1,974

1,297

52%

Total costs by nature

109,222

72,669

50%

Adjusted costs by nature

54,167

44,768

21%

Source: Issuer.

Adjusted costs by nature = Total costs by nature - costs of incentive program (settled in cash) - costs of incentive program (settled in equity

instruments) - depreciation and amortisation

The increase in adjusted general costs by PLN 9,399 thousand was primarily driven by higher salaries and foreign

service expenses. The key factor, accounting for nearly 50% of this change, was the cessation of capitalization of

development costs from 2025, which led to the direct recognition of PLN 4,533 thousand in the profit and loss

account. The remaining increase resulted from business factors, including higher variable costs correlated with the

scale of sales (PLN 1,083 thousand) and adjustments to salaries and service prices in line with prevailing

macroeconomic conditions (PLN 3,051 thousand).

Cash flow of the DataWalk Group

Table 11. Selected items from the cash flow statement in 2025 and a corresponding period (in thousand PLN).

Details

01.01.2025 -

31.12.2025

01.01.2024 -

31.12.2024

Change

CFO

-14,445

-16,857

-14%

CFI, including:

-18,878

-5,460

246%

- CAPEX

-1,597

-6,060

-74%

CFF

56,084

26,711

110%

Change in cash for a period of 12 months

22,761

4,394

418%

Source: Issuer.

CFO = Cash from operating activities,

CFI = net cash flow from investment activities,

CAPEX = expenditure on the acquisition of tangible fixed assets + expenditure on the acquisition of intangible assets

+ expenditure on development work carried out,

CFF = net cash from financing activities.

As at 31 December 2025, the Group maintained a satisfactory liquidity position, enabling the Management Board

to continue implementing the adopted growth strategy and to prepare for the next phase of operational scaling.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 38

At the end of the reporting period, the total value of cash, cash equivalents, and short-term receivables amounted to

PLN 65 995 thousand. Including contract assets and long-term receivables, which totaled PLN 6,515 thousand at

the same date, the Group held a total of PLN 72,510 thousand in assets with low conversion risk to cash and a

relatively high degree of liquidity.

An analysis of cash flows highlights the following trends:

Free cash flow (FCF), calculated as cash flow from operating activities after capital expenditures (CAPEX),

amounted to PLN -16,042 thousand.

Based on this, the current cash run rate is approximately 49 months, rising to 54 months when including the long-

term portion of uninvoiced receivables and contract assets.

Cash flow from operating activities (CFO) totaled PLN -14,445 thousand and was primarily influenced by:

i) the operating loss adjusted for depreciation, incentive program costs, and changes in asset impairments

(adjusted EBITDA) of PLN 16,075 thousand;

ii) an increase in receivables of PLN 3,894 thousand; and

iii) an increase in contract liabilities of PLN 5,316 thousand, resulting from customers’ prepayments for services

to be performed in subsequent periods (future revenues).

Cash flow from investing activities (CFI) amounted to PLN -18878 thousand, mainly affected by:

i) a cash outflow of PLN 18,090 thousand for the placement of bank deposits with maturities exceeding three

months, classified as short-term financial assets;

ii) development expenses for the DataWalk software of PLN 1,505 thousand; and

iii) interest proceeds from bank deposits of PLN 719 thousand.

Cash flow from financing activities (CFF) totaled PLN 56,084 thousand, driven by:

i) the inflow of funds of PLN 56,572 thousand from the issue of new Series S shares; and

ii) repayment of lease liabilities incurred by the Issuer, amounting to PLN 477 thousand.

Balance sheet of the DataWalk Group

Table 12. Selected asset items as at 31 December 2025 and end of December 2024 (in thousand PLN).

Assets

31.12.2025

31.12.2024

Change

Intangible assets

15,696

19,033

-18%

Right-of-use assets

320

796

-60%

Contract assets

625

888

-30%

Long-term receivables

5,889

172

3332%

Trade receivables

7,748

8,872

-13%

Other short-term receivables

507

1,206

-58%

Short-term financial assets

18,117

19475%

Cash and cash equivalents

39,623

16,499

140%

Deferred tax assets

17,874

9,730

84%

Other assets

1,373

1,195

15%

Total assets

107,773

58,482

84%

Source: Issuer.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 39

Table 13. Selected liabilities items as at 31 December 2025 and end of December 2024 (in thousand PLN).

Liabilities

31.12.2025

31.12.2024

Change

Equity

-5,683

-5,558

Incentive program liabilities

93,645

50,459

86%

Trade payables

2,312

2,263

Loans and borrowings

551

641

-14%

Lease liabilities

427

849

-50%

Contract liabilities

12,500

7,184

74%

Other liabilities

4,020

2,645

52%

Total liabilities

107,773

58,482

84%

Source: Issuer.

The Management Board notes that a significant factor affecting the Group’s equity is the settlement of the incentive

program based on RSUs (Restricted Stock Units), recognized in accordance with IFRS 2 “Share-based Payment”.

Unlike the portion of the incentive program settled in the Company’s shares, the accounting representation of which

is neutral for equity, the valuation of the RSU-based program results in a reduction in equity. In accordance with

IFRS 2, the value of RSUs is remeasured at each balance sheet date, with their valuation directly linked to the share

price of DataWalk S.A. shares As a consequence, the impact of the program on equity and liabilities, both at the

standalone and consolidated levels, will continue to fluctuate until the vesting conditions of the granted units are

met.

In view of the above, the Management Board, in order to ensure comparability of data and a more transparent

presentation of equity excluding the effects of RSU valuation, also presents equity metrics adjusted for the impact

of this program.

Table 14. Equity adjusted for the impact of the RSU-based incentive program as at 31 December 2025 and

31 December 2024 (PLN thousand).

Item

31.12.2025

31.12.2024

Change

Equity

-5,683

-5,558

Liabilities due to incentive program (+)

93,645

50,459

86%

Deferred tax assets regarding RSU (-)

17,874

9,730

84%

Equity adjusted for the impact of the RSU-based

incentive program

70,089

35,171

99%

Source: Issuer.

Given the materiality of this item within the Group’s equity (including its impact on profit or loss) and total assets,

as well as the future and conditional nature of the liabilities arising from the implemented incentive program, the

Management Board emphasizes that the recognized costs are currently non-cash in nature and do not affect the

current financial position of either the Group or the Company.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 40

Table 15 presents selected financial indicators of the DataWalk Group as at 31 December 2025 and as

at 31 December 2024.

Details

31.12.2025

31.12.2024

Current liquidity ratio

9.8

5.1

Immediate liquidity ratio

5.8

3.1

Total debt ratio

13%

Equity debt ratio

10%

18%

Working capital (in thousand PLN)

59,829

22,192

Source: Issuer.

The Management Board decided to adjust the above indicators for the following items, which do not affect the

Group’s current liquidity position:

● Costs of the RSU-based incentive program – due to the materiality of this item in liabilities, assets (due to

deferred income tax), and equity (in profit and loss items), as well as the future and conditional nature of

the related liability and the fact that the recognized costs are currently non-cash in nature;

● Deferred charges – as these represent expenses paid in advance that relate, in whole or in part, to future

reporting periods, and therefore constitute non-cash assets;

● Contract liabilities (deferred revenue) – which, due to their economic substance and the low probability of

resulting in future cash outflows, are treated as non-cash liabilities.

Current liquidity ratio = [Current assets – prepayments and accruals (current)] / [Current liabilities – non-cash RSU incentive program costs –

contract liabilities],

Immediate liquidity = Cash / [Current liabilities – non-cash RSU incentive program costs – contract liabilities];

Total debt ratio = (Liabilities and provisions, excluding liabilities related to the incentive program and contract liabilities) / (Total assets excluding

the impact of the incentive program on deferred income tax) × 100%;

Equity debt ratio = (Liabilities and provisions, excluding liabilities related to the incentive program and contract liabilities) / (Equity + non-cash

RSU incentive program costs – the impact of the incentive program on deferred income tax) × 100%;

Working capital = (Current assets excluding prepayments and accruals [current]) – (current liabilities excluding non-cash RSU incentive program

costs and contract liabilities).

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 41

Commentary on the financial results of DataWalk S.A.

The financial position and financial performance of DataWalk S.A. are largely consistent with those of the DataWalk

Capital Group. This reflects the fact that the Company serves as the Group’s primary operating entity, concentrating

key sales, research and development activities, as well as the majority of its human resources. Accordingly, all

material factors affecting performance and business risks discussed in the consolidated section of the statements are

directly applicable to the assessment of the Company’s standalone financial position and results.

Analysis of operating performance

In 2025, the Company recorded a significant increase in the scale of its operations, which translated into a marked

improvement in operating profitability, adjusted for non-cash items.

Details

01.01.2025 -

31.12.2025

01.01.2024 -

31.12.2024

Change

Sales revenue

39,643

18,540

21,103

114%

Cost of sales

6,254

5,619

635

11%

Gross profit (loss) on sales

33,389

12,920

20,469

158%

Operating costs (OPEX)

57,678

45,009

12,670

28%

Adjustment of OPEX by material non-cash items,

including:

17,865

15,200

2,664

18%

- depreciation

4,219

3,655

564

15%

- incentive program

12,053

6,717

5,337

79%

- impairment of assets

1,593

4,829

-3,236

-67%

Adjusted OPEX

39,814

29,809

10,005

34%

EBIT

-18,035

-26,469

8,434

-32%

Adjustment of EBIT by material non-cash items,

including:

17,865

15,200

2,664

18%

- depreciation

4,219

3,655

564

15%

- incentive program

12,053

6,717

5,337

79%

- impairment of assets

1,593

4,829

-3,236

-67%

Adjusted EBITDA

-170

-11,269

11,098

-98%

FCF

-12,408

-22,078

9,670

-44%

Total short-term receivables, cash (including deposits

of more than 3 months)

62,473

21,716

40,758

188%

Source: Issuer.

OPEX = (sum of cost of sales, sales and marketing costs, R&D, administration and overheads, incentive program, other operating expenses and

expected credit loss (expense/reversal)) – other operating revenues,

Other operating expenses (revenues) net = other operating expenses + expected credit loss (expense/reversal) – other operating revenues

Impairment of assets = non-cash costs arising from revaluation of assets + non-cash expected credit loss (expense/reversal),

EBIT = Operating profit (loss),

Adjusted EBITDA = EBIT + depreciation and amortisation + estimated costs related to the incentive program (settled in cash and equity

instruments) + non-cash costs resulting from impairment of assets,

• Revenue dynamics: The increase in revenue of PLN 21,103 million, representing a 114% year-on-year

growth, was primarily driven by the effective commercialization of licenses under high-margin models,

including contracts with Robobank and federal agencies within the European Union. This resulted in an

improvement in the gross margin on sales to 158%.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 42

• Cost analysis and adjustments: Adjusted operating expenses (OPEX) increased by PLN 10,005 thousand,

driven by the following factors:

a) the cessation of capitalization of R&D costs in April 2025 (an increase in expenses of PLN 4,533

thousand);

b) an increase in variable costs correlated with the scale of sales and the Company’s performance,

amounting to PLN 1,826 thousand (an increase of 154% year-on-year);

c) adjustments to remuneration levels and the cost of external services in response to prevailing

macroeconomic conditions and the scale of operations, resulting in an increase in personnel and foreign

service costs of PLN 3,123 thousand (an increase of 11% year-on-year).

The Management Board assesses operating performance using adjusted OPEX and adjusted EBITDA, which

exclude the impact of non-cash items, including depreciation and amortization, incentive program, and impairment

loss on assets, as these do not affect the Company’s current liquidity position.

Liquidity, capital and cash flows

The Company maintains a stable liquidity position, secured by a significant level of cash and proceeds from the

issue of shares.

• Equity and RSU: The reported level of equity (PLN 59,045 thousand) is significantly affected by the

accounting treatment of liabilities arising from the RSU-based incentive program (PLN 8,530 thousand).

Equity adjusted for the impact of the incentive program, excluding the effect of RSU valuation, amounted

to PLN 67,575 thousand as at the end of the reporting period.

• Cash position and FCF: The total value of short-term receivables, cash, and deposits amounted to PLN

62,473 thousand. The Company generates negative cash flows from operating activities including CAPEX

(FCF) of PLN 12,408 thousand, which is consistent with its current phase of intensive product development

and market expansion. The current cash run rate of approximately 60 months provides a solid foundation

for the continued execution of the Company’s strategy in future periods.

Expected financial situation of DataWalk Group and DataWalk S.A. in 2026

In 2026, the Group focuses its resources on acquiring contracts with individual contract values exceeding several

million USD per annum. The observed gradual increase in demand for the DataWalk platform is reflected in the

growing value of projects within the sales funnel.

In line with the adopted strategy, the Group’s key priorities for 2026 include:

• Sales expansion – intensification of activities in the United States and European markets, across both

commercial and public sectors;

• Operational scalability – improving the efficiency of pre-sales processes and post-sales service delivery;

• Protection of intellectual property – continuation of ongoing patent proceedings;

• Product innovation – further development of key functionalities of the DataWalk platform.

The Management Board assesses the Group’s ability to achieve these objectives positively. Following the successful

issuance of Series T shares, which raised PLN 116 million, the Group has established a solid financial foundation.

This capital—combined with available working capital and ongoing improvements in operational efficiency—is

expected to fully support the execution of the Group’s development strategy.

Following the strengthening of the Group’s financing position, the primary risk profile has shifted from liquidity

risk towards operational execution and market dynamics. The key challenges currently relate to the pace of

conversion of the sales funnel and the competitive activities of global market participants. The Group actively

monitors these areas, maintaining flexibility in the allocation of investment resources and adjusting the pace of

expenditure in line with the progress of strategic initiatives.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 43

SHARES AND SHAREHOLDERS OF DATAWALK S.A.

Shares and shareholders

Shareholding structure as at 30 March 2026 (share in the total number of votes)

Source: Issuer.

As at the date of approval of this report for publication, i.e. 30 March 2026, the shareholding structure of shareholders

holding, directly or indirectly through subsidiaries, at least 5.0% of the total voting rights is as follows:

Shareholder

Number of shares

Number of votes

Share in the share

capital

Share in the total

number of votes

FGP Venture sp. Z o.o.*

1,175,000

1,900,000

16.47%

24.18%

Funds managed by Nationale-

Nederlanden Powszechne

Towarzystwo Emerytalne S.A.

1,414,875

19.84%

18.01%

RAISE SAS

625,000

8.76%

7.95%

Others

3,918,113

54.93%

49.86%

Total

7,132,988

7,857,988

100%

Source: Issuer.

* Mr Paweł Wieczyński holds 198,000 shares of FGP Venture Sp. z o.o., which constitutes a 33.33% share in the share capital and votes at the

shareholders meeting of FGP Venture Sp. z o.o.

Mr. Krystian Piećko holds 198,000 shares of FGP Venture Sp. z o.o., which constitutes a 33.33% share in the share capital and votes at the

shareholders meeting of FGP Venture Sp. z o.o.

Mr. Sergiusz Borysławski holds 198,000 shares of FGP Venture Sp. z o.o., which constitutes a 33.33% share in the share capital and votes at the

shareholders meeting of FGP Venture Sp. z o.o.

According to Current Report No. 10/2026 of 19 March 2026

According to Current Report No. 11/2026 of 23 March 2026

According to Current Report No. 15/2025 of 21 May 2025

FGP Venture sp. z o.o.

24,18%

Funds managed by Nationale-

Nederlanden Powszechne

Towarzystwo Emerytalne S.A.

18,01%

RAISE SAS

7,95%

Others

49,86%

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 44

Shareholding structure as at 13 November 2025 (share in the total number of votes)

Source: Issuer.

As at 13 November 2025, i.e. as at the date of publication of the previous periodic report, the shareholding structure

is as follows:

Shareholder

Number of shares

Number of votes

Share in the share

capital

Share in the total

number of votes

FGP Venture sp. Z o.o.*

1,175,000

1,900,000

18.41%

26.73%

Funds managed by Nationale-

Nederlanden Powszechne

Towarzystwo Emerytalne S.A.

841,083

13.18%

11.83%

RAISE SAS

625,000

9.79%

8.79%

Others

3,741,905

58.62%

52.64%

Total

6,382,988

7,107,988

100.00%

Source: Issuer.

* Mr Paweł Wieczyński holds 198,000 shares of FGP Venture Sp. z o.o., which constitutes a 33.33% share in the share capital and votes at the

shareholders meeting of FGP Venture Sp. z o.o.

Mr. Krystian Piećko holds 198,000 shares of FGP Venture Sp. z o.o., which constitutes a 33.33% share in the share capital and votes at the

shareholders meeting of FGP Venture Sp. z o.o.

Mr. Sergiusz Borysławski holds 198,000 shares of FGP Venture Sp. z o.o., which constitutes a 33.33% share in the share capital and votes at the

shareholders meeting of FGP Venture Sp. z o.o.

According to Current Report No. 14/2025 of 16 May 2025

According to the number of shares indicated in the list of persons entitled to participate in the General Meeting held on 25 June 2025

According to Current Report No. 15/2025 of 21 May 2025

FGP Venture sp. z o.o.

26.73%

Funds managed by Nationale-

Nederlanden Powszechne

Towarzystwo Emerytalne S.A.

11.83%

RAISE SAS

8.79%

Others

52.64%

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 45

Shares held by managers and supervisors

Shareholdings in DataWalk S.A. held by members of the Management Board and Supervisory Board as at the date

of approval of this report for publication, i.e. 30 March 2026.

Name

Function

Number of shares

(pcs)

Total nominal value

(PLN)

Paweł Wieczyński*

President of the Management Board

58,161

5,816.10

Krystian Piećko*

Member of the Management Board

58,283

5,828.30

Łukasz Socha

Member of the Management Board

1,000

100.00

Grzegorz Dymek

Chairman of the Supervisory Board

Wojciech Dyszy

Vice-Chairman of the Supervisory Board

1,020

102.00

Piotr Bindas

Member of the Supervisory Board

4,090

409.00

Rafał Wasilewski

Member of the Supervisory Board

Ireneusz Wąsowicz

Member of the Supervisory Board

Source: Issuer.

* Two members of the Company’s Management Board are also shareholders and members of the Management Board of FGP Venture Sp. z o.o.

Their shareholding in the Issuer is presented in the sections “Shareholding Structure as at 30 March 2026” and “Shareholding Structure as at

13 November 2025.”

The table below presents the status of conditional rights to acquire shares of DataWalk S.A. under the incentive

program held by members of the Management Board and Supervisory Board as at the date of approval of this report

for publication, i.e. 30 March 2026.

Name

Function

Number of shares (pcs)

Łukasz Socha

Member of the Management

Board

22,600

Source: Issuer.

As at 13 November 2025, the date of publication of the previous periodic report, the shareholdings of DataWalk

S.A. held by members of the Management Board and Supervisory Board were as follows:

Name

Function

Number of shares (pcs)

Total nominal value

(PLN)

Paweł Wieczyński*

President of the Management Board

58,161

5,816.10

Krystian Piećko*

Member of the Management Board

58,283

5,828.30

Łukasz Socha

Member of the Management Board

1,000

100.00

Grzegorz Dymek

Chairman of the Supervisory Board

Wojciech Dyszy

Vice-Chairman of the Supervisory

Board

1,000

100.00

Piotr Bindas

Member of the Supervisory Board

4,090

409.00

Rafał Wasilewski

Member of the Supervisory Board

Ireneusz Wąsowicz

Member of the Supervisory Board

Source: Issuer.

*Two members of the Company’s Management Board are also shareholders and members of the Management Board of FGP Venture Sp. z o.o.

Their shareholding in the Issuer is presented in the sections “Shareholding Structure as at 13 November 2025” and “Shareholding Structure as

at 30 March 2026.”

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 46

The table below presents the status of conditional rights to acquire shares of DataWalk S.A. under the incentive

program held by members of the Management Board and Supervisory Board as at the date of approval of this report

for publication, i.e. 13 November 2025.

Name

Function

Number of shares (pcs)

Łukasz Socha

Member of the Management

Board

16,600

Source: Issuer.

Own shares

The Company does not hold own shares.

Information about contracts known to the issuer, as a result of which changes in the proportions of shares

held by existing shareholders and bondholders may occur in the future.

On June 30, 2022, the General Meeting of DataWalk S.A. adopted a resolution to introduce an Incentive Program

(“Program”) addressed to members of key personnel who are an employee, associate or member of the Management

Board (“authorized persons”) of the Company. The terms and conditions of the program were adopted by the

Management Board of the Company pursuant to a resolution dated 31 August 2022 and subsequently approved by

the Supervisory Board by resolution dated 9 September 2022 (the “Regulations”).

On 30 December 2024, the Extraordinary General Meeting of DataWalk S.A. adopted a resolution determining the

maximum number of RSUs under the RSU program and the maximum number of rights under the Share Program.

Pursuant to this resolution, the existing Pool of Rights, previously capped at 430,000 shares of the Company, was

increased to a maximum of 570,000 shares.

Subsequently, on 25 June 2025, the General Meeting of DataWalk S.A. adopted a further resolution determining the

maximum number of RSUs under the RSU program and the maximum Pool of Rights under the Share Program.

Under this resolution, a new aggregate pool of 485,000 rights was established for participants in the incentive

programs, comprising both RSUs and share-based Rights (the “Aggregate Pool”). The Aggregate Pool may be

allocated, at the discretion of the Management Board of the Company (or, where required by law, the Supervisory

Board), among participants of the aforementioned incentive programs implemented by the Company and its

Subsidiary, in the form of RSUs or share-based Rights, respectively. The total number of RSUs and Rights granted

under both programs, whether by the Company or its Subsidiary, cannot exceed 485,000 in aggregate.

As at 31 December 2025 and as at the date of issuance of this report, the Management Board has not adopted

resolutions regarding the allocation of the additional pool to specific incentive programs.

In light of the above, as at the balance sheet date of 31 December 2025, the maximum number of Rights conferring

the right to subscribe for and/or acquire shares of the Company shall not exceed 570,000 shares.

As at 31 December 2025, a total of 561,536 rights were granted, representing approximately 99% of the available

pool.

Details of the nature and operating principles of the program are disclosed in Note 15 to the selected notes and

explanatory information to the consolidated financial statements of DataWalk Group for the year ended 31

December 2025, and in Note 16 to the selected notes and explanatory information to the financial statements of

DataWalk S.A. for the year ended 31 December 2025.

The Rights were granted to employees and collaborators of the Company participating in the Incentive Program

from its inception to the balance sheet date of 31 December 2025 in seven tranches.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 47

The table below presents the number of Rights granted as at 31 December 2025, analyzed by vesting conditions and

the extent to which those conditions have been satisfied.

Vesting conditions

Rights

granted

(units)

Degree of

fulfilment of

vesting

conditions

Number of

Rights vested

(units)

Estimated

number of

rights vested

as at the

balance sheet

date (units)

Rights in the

vesting period

(units)

Vested Rights

493,536

100%

493,536

Service through 30 June 2026

7,350

53%

3,886

3,464

Service through 31 December

2026

57,150

47%

27,077

30,073

Service through 30 September

2027

3,500

25%

881

2,619

Total

561,536

94%

493,536

31,844

36,156

At a subsequent stage of the Incentive Program, the authorized governing bodies may designate additional

participants and grant them a specified number of Rights within the limits set by the resolution of the General

Meeting. The Company will disclose such events in separate announcements, as appropriate.

During the reporting period, no Rights were exercised, and as at the reporting date of 31 December 2025, no Rights

were exercisable. As at 31 December 2025, the Incentive Program remains in effect.

The Company is not aware of any agreements that could result in future changes in the proportion of shareholdings

held by existing shareholders.

In 2025, entities within the DataWalk Capital Group did not issue any corporate bonds.

DataWalk S.A. on the capital market

Information about the Company's shares

First listing of shares:

August 2012

Number of issued shares

6,382,988

Abstract

DATE

ISIN

PLPILAB00012

Market/Segment

Basic

Sector

software

Stock indices

GPWB-centr, WIG140, WIGtechTR, CEEplus, sWIG80TR,

WIG-Poland, WIG-informatyka, sWIG80, WIG

Source: Issuer.

Dividend

The company does not have a dividend policy. The Management Board does not intend to recommend the payment

of a dividend to the General Meeting until accumulated losses from prior periods have been fully offset by future

profits and the Group generates positive cash flows from operating activities. The final recommendation regarding

any dividend distribution will be subject to the Group’s prevailing financial position, liquidity, and planned

investment activities.

In recent years, the Company has not declared or paid dividends.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 48

Investor relations

In 2025, the Issuer continuously communicated with investors using both traditional and electronic means of

communication. The Company organizes open online conferences following the publication of its financial

statements, attended by both representatives of financial institutions and individual investors. Representatives of the

Company also participated in numerous events organized by brokerage houses and other institutions, addressed to a

broad range of stakeholders.

The Company holds regular open meetings with investors at least four times a year. On a quarterly basis, meetings

are organized for investors, analysts, industry experts and media representatives. During these meetings, the

Company’s Management Board presents and discusses the adopted strategy and its implementation, the financial

results of the Company and its Group, as well as key events affecting the Company’s and the Group’s operations,

the results achieved, and future prospects. During the meetings, the Management Board publicly respond to

questions raised by participants. Recordings of the meetings are subsequently made available on the Company’s

website.

In addition, the Company publishes periodic newsletters summarizing key developments and information regarding

its operations, addressed to investors. To ensure fluency and full transparency of communication, the Issuer’s

website also provides direct contact details for individuals responsible for investor relations and media relations.

The Company also communicates with the market through its social media profiles:

• Facebook: https://www.facebook.com/datawalkplatform/

• LinkedIn: https://www.linkedin.com/company/datawalk/

• Twitter: https://twitter.com/DataWalk

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 49

CORPORATE GOVERNANCE

Statement on the application of corporate governance

The corporate governance rules to which DataWalk is subject

At the date of submitting this statement, the corporate governance rules expressed in the document “Best Practices

for GPW listed companies 2021” (hereinafter “DPSN 2021”) adopted by the Exchange Council by Resolution No.

13/1834/2021 of 29 March 2021 are applicable. This document is available at www.gpw.pl/dobre-praktyki.

The Company has published a report on the scope of application of good practices and published on its website, in

the Investor Relations section (https://datawalk.pl/lad-korporacyjny/), information on the status of application by

the Company of the recommendations and principles specified in DPSN 2021.

Provisions in respect of which DataWalk has departed from the corporate governance statement and the

reasons for withdrawal

GPW Main Market

As of the date of publication of this report, the Company complies with the principles set forth in DPSN

2021, excluding the following: 1.3.1., 1.3.2., 1.4.1., 1.4.2., 1.6., 2.1., 2.11.6., 3.3., 3.6., 3.10., 4.1., 4.3., 4.13.

Principle 1.3. 1.

“Companies integrate ESG factors in their business strategy, including in particular: environmental factors,

including measures and risks relating to climate change and sustainable development.”

The Company’s current strategy was developed at an early stage of the Issuer’s organizational development. It was

tailored to the regulatory environment applicable at that time, as well as to the Company’s stage of growth. In the

business area, the strategy remains valid, and its subsequent phases are currently being implemented. Other matters

referred to in this Principle, including those relating to working conditions and respect for employees’ rights, are

governed by separate internal policies and documents. The Issuer intends to undertake actions to address the factors

indicated in this Principle once the existing strategic objectives set out in the current strategy have been achieved.

Principle 1.3. 2.

“Companies integrate ESG factors in their business strategy, including in particular: social and employee factors,

including among others actions taken and planned to ensure equal treatment of women and men, decent working

conditions, respect for employees’ rights, dialogue with local communities, customer relations.”

The Company’s current strategy was developed at an early stage of the Issuer’s organizational development. It was

tailored to the regulatory environment applicable at that time, as well as to the Company’s stage of growth. In the

business area, the strategy remains valid, and its subsequent phases are currently being implemented. Other matters

referred to in this Principle, including those relating to working conditions and respect for employees’ rights, are

governed by separate internal policies and documents. The Issuer intends to undertake actions to address the factors

indicated in this Principle once the existing strategic objectives set out in the current strategy have been achieved.

Principle 1.4. 1.

To ensure quality communications with stakeholders, as a part of the business strategy, companies publish on their

website information concerning the framework of the strategy, measurable goals, including in particular long-term

goals, planned activities and their status, defined by measures, both financial and non-financial. ESG information

concerning the strategy should among others: explain how the decision-making processes of the company and its

group members integrate climate change, including the resulting risks.”

In accordance with Principle 1.3. ESG factors, including climate change, have not been taken into account in the

current business strategy. It should be noted that, due to the nature of its activities—namely the provision of virtual

goods—the Group’s direct impact on the natural environment is limited. Nevertheless, the Company’s management

and employees make every effort to implement environmentally responsible practices within its administrative

operations.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 50

Principle 1.4. 2.

To ensure quality communications with stakeholders, as a part of the business strategy, companies publish on their

website information concerning the framework of the strategy, measurable goals, including in particular long-term

goals, planned activities and their status, defined by measures, both financial and non-financial. ESG information

concerning the strategy should among others: present the equal pay index for employees, defined as the percentage

difference between the average monthly pay (including bonuses, awards and other benefits) of women and men in

the last year, and present information about actions taken to eliminate any pay gaps, including a presentation of

related risks and the time horizon of the equality target”.

Differences in remuneration within the Issuer’s organization arise primarily from the nature and scope of the

positions held, as well as from market-driven variations in compensation across specific professional specializations.

At the same time, the employment structure in certain areas—such as IT or administrative functions—reflects a

predominance of individuals of a particular gender. As a result, the presentation of an aggregate, company-wide pay

gap indicator, in line with this principle, could be unreliable and potentially misleading. Notwithstanding the absence

of such an indicator, the Company emphasizes that it adheres to the principle of equal pay for women and men

performing the same roles. Gender is not a factor influencing employment terms or remuneration within the

Company.

Principle 1.6.

“Companies participating in the WIG20, mWIG40 or sWIG80 index hold on a quarterly basis and other companies

hold at least on an annual basis a meeting with investors to which they invite in particular shareholders, analysts,

industry experts and the media. At such meetings, the management board of the company presents and comments

on the strategy and its implementation, the financial results of the company and its group, and the key events

impacting the business of the company and its group, their results and outlook. At such meetings, the management

board of the company publicly provides answers and explanations to questions raised.”

The Company organizes investor meetings several times a year, in particular for shareholders, analysts and media

representatives. In addition, the Company conducts open meetings for both individual and institutional investors,

including as part of dedicated conferences organized by brokerage houses. In certain periods, the frequency of such

meetings may have been lower than that envisaged under the above principle; however, in the Company’s view, it

remained aligned with the prevailing level of investor demand. The Issuer intends to take steps to increase the

number of meetings in line with the assumptions of this principle.

Principle 2.1.

“Companies should have in place a diversity policy applicable to the management board and the supervisory board,

approved by the supervisory board and the general meeting, respectively. The diversity policy defines diversity goals

and criteria, among others including gender, education, expertise, age, professional experience, and specifies the

target dates and the monitoring systems for such goals. With regard to gender diversity of corporate bodies, the

participation of the minority group in each body should be at least 30%.”

The Company fully endorses the principles of diversity; however, it has not adopted a formal diversity policy with

respect to the composition of the Management Board and the Supervisory Board, including the parity criteria referred

to in this principle. Decisions regarding the appointment of members of the Company’s governing bodies are made,

respectively, by the shareholders at the General Meeting and by the Supervisory Board. The primary criteria applied

in the selection of members of the Company’s governing bodies are the candidates’ expertise, experience and

competencies. Within the diversity principles promoted by the Issuer, particular emphasis is placed on a merit-based

approach, transparent selection criteria that ensure equal opportunities for all candidates, as well as equal access to

promotion and professional development.

Principle 2.11. 6.

“In addition to its responsibilities laid down in the legislation, the supervisory board prepares and presents an annual

report to the annual general meeting once per year. Such report includes at least the following: information regarding

the degree of implementation of the diversity policy applicable to the management board and the supervisory board,

including the achievement of goals referred to in principle 2.1.”

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 51

Since principle 2.1. is not applied in the Company and the Company has no diversity policy in place, the annual

report on the activities of the Supervisory Board does not contain any references to the above issues.

Principle 3.3.

“Companies participating in the WIG20, mWIG40 or sWIG80 index appoint an internal auditor to head the internal

audit function in compliance with generally accepted international standards for the professional practice of internal

auditing. In other companies which do not appoint an internal auditor who meets such requirements, the audit

committee (or the supervisory board if it performs the functions of the audit committee) assesses on an annual basis

whether such person should be appointed.”

Given the size of the Company and the nature of its operations, no internal auditor has been appointed. Internal

control functions are performed within individual organizational units. Oversight of the functioning and

effectiveness of the internal control system is exercised by the Supervisory Board and the Audit Committee. These

bodies conduct, at least annually, an independent assessment of the internal control system and review the need to

appoint an internal auditor to oversee the internal audit function within the Company.

Principle 3.6.

“The head of internal audit reports organizationally to the president of the management board and functionally to

the chair of the audit committee or the chair of the supervisory board if the supervisory board performs the functions

of the audit committee.”

Due to the absence of a separate internal audit function within the Company, the direct application of this principle

is not possible. Internal control activities are carried out within individual organizational units under the

responsibility of the respective members of the Management Board. Overall supervision of the functioning and

effectiveness of the internal control system is exercised by the Supervisory Board and the Audit Committee.

Principle 3.10.

“Companies participating in the WIG20, mWIG40 or sWIG80 index have the internal audit function reviewed at

least once every five years by an independent auditor appointed with the participation of the audit committee.”

The Supervisory Board of the Company, including the Audit Committee, monitors the effectiveness of the internal

control system and the risk management system, including those relating to financial reporting and operational

activities. This oversight is based, among others, on information periodically provided by the Management Board

and by individuals responsible for the respective organizational units. Members of the Supervisory Board, including

the Audit Committee, have the opportunity to obtain direct explanations from persons responsible for risk

management and control within the Company, which supports effective oversight of the internal control and risk

management systems. On this basis, the Supervisory Board conducts an annual assessment of the internal control,

risk management, compliance and internal audit functions. Given the size of the Company and the nature of its

operations, the Company considers the scope of the assessment of the internal audit function to be adequate.

Principle 4.1.

“Companies should enable their shareholders to participate in a general meeting by means of electronic

communication (e-meeting), if justified by the expectations of shareholders notified to the company, provided that

the company is in a position to provide the technical infrastructure necessary for such general meeting to proceed.”

The Company does not currently plan to hold General Meetings using electronic means of communication. Based

on the Company’s experience in organizing and conducting General Meetings to date, no need has been identified

to introduce such solutions. Should significant interest arise among the Company’s shareholders in participating in

General Meetings by electronic means, the Company will consider the implementation of such arrangements.

Principle 4.3.

“Companies provide a public real-life broadcast of the general meeting.”

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 52

The Company does not plan to provide real-life broadcast of the General Meeting. The Company’s experience

regarding the organization and conduct of General Meetings to date does not indicate the need to provide such

solutions. Should significant interest arise among the Company’s shareholders in broadcasting the General Meetings,

the Company will consider the implementation of such arrangements.

Principle 4.13.

“Resolutions concerning a new issue of shares with the exclusion of subscription rights which grant pre-emptive

rights for new issue shares to selected shareholders or other entities may pass subject at least to the following three

criteria:

(a) the company has a rational, economically justified need to urgently raise capital or the share issue is related to

rational, economically justified transactions, among others such as a merger with or the take-over of another

company,

or the shares are to be taken up under an incentive scheme established by the company;

(b) the persons granted the pre-emptive right are to be selected according to objective

general criteria;

or is to be determined in book-building on the market.”

The Company does not apply this rule with respect to point (c) due to the conditions of the incentive program adopted

by resolution No. 20 of the Ordinary General Meeting dated 30 June 2022. Under this program, the purchase or

acquisition price of shares by eligible participants is fixed in advance and set equal to the nominal value of the

shares. As a result, the purchase price of the shares is not linked to the current market quotations of the Company’s

shares. In the view of the Issuer’s Management Board, the conditions established under the program are well-suited

to the specific nature of the organization. At the same time, they provide appropriate mechanisms to attract and

retain key personnel, create additional incentives to support the long-term and dynamic growth of the Company’s

value, and align the interests of participants with those of the Company’s shareholders.

Main features of DataWalk’s internal control and risk management systems in relation to the process of

preparing financial statements and consolidated financial statements

The Company prepares both consolidated and separate financial statements in accordance with International

Financial Reporting Standards (“IFRS”). IFRS comprise the standards and interpretations issued by the International

Accounting Standards Board (IASB) and the International Financial Reporting Interpretations Committee (IFRIC).

A key control mechanism in the preparation of financial statements is the periodic review and audit by an

independent statutory auditor, including the review of the half-yearly report and the audit of the annual report.

The selection and rotation of the audit firm are conducted in accordance with the provisions of the Act on Statutory

Auditors and EU Regulation No. 537/2014. The Company has established formal rules to ensure the independence

and objectivity of the statutory auditor. The Audit Committee is responsible for overseeing the selection process and

providing recommendations to the Supervisory Board. In line with the Company’s regulations, the Supervisory

Board appoints an audit firm that ensures high professional standards and independence, typically for a period of

two to three years. Audit firms are selected in a manner that maintains impartiality and independence, as well as

compliance with audit rotation requirements.

As part of its mandate to monitor the Company’s financial audit processes and safeguard auditor independence, the

Audit Committee, in particular:

• Presents recommendations to the Supervisory Board regarding the selection or replacement of the audit

firm for the Company and its capital group;

• Develops a policy for selecting an audit firm to conduct statutory audits;

• Establishes policies regarding the provision of permitted non-audit services by the audit firm, its related

entities, or members of its network;

• Assesses the independence of the statutory auditor and approves any permitted non-audit services;

• Defines procedures for the Company’s audit firm selection;

• Monitors the independence and objectivity of the statutory auditor and the audit firm in relation to services

provided;

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 53

• Provides the internal auditor and statutory auditor with the opportunity to meet with the Audit Committee

members without the presence of management;

• Reviews any comments or reservations raised by the statutory auditor that have not been addressed or

corrected by management;

• Evaluates the effectiveness of the external audit process and the Management Board’s response to auditor

comments and recommendations.

The Company does not maintain a separate internal audit unit. Given the current scale of operations, the internal

control procedures in place, and supervision by the Management Board and key personnel, according to the

Management Board, the internal control system functions effectively and limits identified risks to an acceptable

level.

In the area of financial reporting, the internal control system comprises a series of mechanisms and procedures

designed to support the reliability of accounting records and the quality of financial data. These include:

• An annually updated Accounting Policy and Chart of Accounts, aligned with IFRS and revised based on

feedback from prior audits;

• Independent review of interim financial statements and annual audits of financial statements, which also

serve to verify the effectiveness of the internal control system over financial reporting;

• Monthly reconciliation of analytical and synthetic accounts, including the reconciliation of accounting and

tax records by an external professional entity, operating under internal control procedures that define

processes, responsibilities, and staff competencies;

• Regular meetings between personnel responsible for financial reporting and representatives of the Audit

Committee and Supervisory Board.

In the area of legal compliance, the Company has implemented control procedures designed to mitigate risks arising

from the specific nature of its operations. These procedures ensure that activities are conducted in accordance with

applicable regulations and internal policies.

Control activities are performed by the heads of individual organizational units to ensure compliance with applicable

laws and regulations, internal policies, and market and ethical standards. These activities are subject to oversight

and verification by the administration team, legal counsel, external specialists cooperating with the Company, and

the Finance Director.

The Audit Committee of the Supervisory Board plays a key role in the internal control system relating to the

preparation of financial statements. Its responsibilities include monitoring the financial reporting process, as well as

assessing the effectiveness of internal control, risk management systems, and the internal audit function. The

Committee also oversees the independence of the statutory auditor and the audit firm, and establishes policies

governing the selection of audit firms and the provision of their services. As part of its oversight of risk management

and internal control, the Committee evaluates the adequacy of the procedures in place, assesses the effectiveness of

control systems, and issues recommendations for their improvement. In addition, it verifies that individuals

responsible for control activities act in accordance with applicable standards.

Shareholders holding, directly or indirectly, significant holdings of shares

The shareholding structure is described in detail in section: SHARES AND SHAREHOLDERS OF DATAWALK

S.A.

Holders of securities conferring special control rights

Pursuant to Paragraph 6(5) and Paragraph 15(5) of the Company’s Articles of Association, shareholder FGP Venture

spółka z ograniczoną odpowiedzialnością is vested with personal rights concerning the appointment and dismissal

of one member of the Issuer’s Supervisory Board, including the Chairman of the Supervisory Board, provided that

FGP Venture holds shares representing at least 20% of the total voting rights at the General Meeting.

Furthermore, in accordance with Paragraph 6(1)(1) of the Articles of Association, the Company’s share capital

comprises 725,000 registered Series A shares, numbered consecutively from 1 to 725,000. These shares carry

preferential voting rights, whereby each share entitles the holder to two votes. All such shares are held by FGP

Venture spółka z ograniczoną odpowiedzialnością.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 54

Restrictions on the exercise of voting rights

The voting rights attached to the Company’s shares are not subject to any time limitations, nor is there any separation

between capital rights and the ownership of shares. However, pursuant to Paragraph 12(a) and 12(b) of the Articles

of Association, each shareholder is entitled to exercise no more than 20% of the total voting rights at the General

Meeting, subject to the exceptions set out below.

Where a shareholder holds voting rights arising from multiple sources, such votes shall be aggregated. If the

aggregated voting rights exceed 20% of the total voting rights, they shall be reduced in accordance with the

provisions of the Articles of Association. The same limitations apply to groups of related entities.

The limitation on voting rights shall not apply to:

A) FGP Venture Sp. z o.o., and

B) an entity or entities that exceed the threshold of 50% (fifty percent) of the total voting rights in the Company

solely as a result of acquiring shares pursuant to a public tender offer for the subscription or sale of all remaining

shares in the Company, as referred to in Article 74(1) or (2) or Article 91(5) of the Offering Act (the “Tender Offer”).

However, if, following the completion of the Tender Offer, such entity or entities hold shares in the Company

representing 50% (fifty percent) or less of the total voting rights, the above limitation on voting rights shall also

apply to such entity or entities.

Restrictions on the transfer of ownership of the Issuer’s securities

There are no restrictions on the transfer of ownership of the Issuer’s securities.

Rules governing the appointment and dismissal of members of the Management Board, their powers and

rights to make decisions on the issue or redemption of shares

The Management Board consists of one to three members, including the President of the Management Board, who

are appointed and dismissed by the Supervisory Board. Members of the Management Board are appointed for a joint

term of office of three years, commencing on the date of their appointment.

They may be reappointed for subsequent terms.

In the case of a Management Board composed of more than one member, declarations of will on behalf of the

Company require the cooperation of two Management Board members or one Management Board member acting

jointly with a proxy.

Members of the Management Board may be dismissed at any time. Such dismissal does not prejudice any claims

arising from an employment relationship or any other legal relationship relating to the performance of their function.

Former members of the Management Board are entitled and obliged to provide explanations in connection with the

preparation of the Management Board’s report on activities and the financial statements for the period during which

they held the office. They are also entitled to participate in the General Meeting approving such reports and

statements, unless otherwise resolved by the General Meeting.

The Management Board manages the Company’s affairs and represents the Company in its external relations. Its

competences and powers are defined in the Polish Commercial Companies Code, the Company’s Articles of

Association, and the Management Board’s Rules of Procedure.

The Articles of Association do not grant the Management Board specific authority to resolve on the redemption of

the Company’s shares.

However, pursuant to the Articles of Association, the Management Board is authorized to increase the Company’s

share capital, on one or more occasions, by an aggregate amount not exceeding PLN 75,000.00, through the issue

of no more than 750,000 ordinary bearer shares with a nominal value of PLN 0.10 per share, within the limits of the

authorized capital. This authorization has been granted until 30 June 2027.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 55

The authorization to increase the share capital does not include the right to increase the capital from the Company’s

own funds.

Within the limits of the authorized capital, the Management Board shall decide on all matters relating to share capital

increases, unless otherwise provided in the Articles of Association or the Polish Commercial Companies Code.

Rules governing amendments to the Articles of Association or partnership agreement of DataWalk

Amendments to the Articles of Association of a joint-stock company are governed in detail by the provisions of the

Polish Commercial Companies Code, in particular Chapters 4, 5 and 6 (Article 430 et seq.). The Articles of

Association of DataWalk S.A. do not contain any specific provisions relating to their amendment; accordingly, the

Company applies the relevant provisions of the Commercial Companies Code.

Pursuant to the Commercial Companies Code, any amendment to the Company’s Articles of Association requires a

resolution of the General Meeting adopted by the requisite majority of votes and registration in the relevant court

An amendment to the Articles of Association becomes effective upon its entry in the National Court Register (KRS).

The obligation to file the amendment with the register rests with the Management Board. The Management Board

is required to submit the relevant application within three months from the date of adoption of the resolution, subject

to specific statutory deadlines applicable to increases or reductions of the share capital.

Operation and key rights of the General Meeting, shareholder rights and the manner of their execution

The General Meeting of Shareholders is the supreme governing body of the Company. It operates in accordance

with the provisions of generally applicable law, as well as the Company’s Articles of Association.

Detailed rules governing the organization and conduct of the General Meeting, to the extent not regulated by

mandatory provisions of law, are set out in the Articles of Association and Rules of Procedure of the General

Meeting. These documents are available on the Company’s website, under the Corporate Governance tab

(https://datawalk.pl/lad-korporacyjny/).

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 56

Governing bodies of DataWalk S.A.

The following section presents an overview of the operation of the Company’s management and supervisory bodies,

as well as their committees, including the Audit Committee. It also includes information on the composition of these

bodies and any changes that occurred during the last financial year.

Management Board

Paweł Wieczyński, President of the Management Board

Coordinates issues related to the Company’s operations, shaping and implementing sales policy, HR (except for

those reserved for other members of the Management Board) and PR/IR.

Krystian Piećko, Member of the Management Board

Responsible for the preparation and development of the product strategy based on the latest technologies.

Lukasz Socha, Member of the Management Board

Coordinates the activities of the administrative division in the Company, including accounting, financial, legal and

tax issues, as well as financial reporting.

The Management Board acts in accordance with the Code of Commercial Companies, in particular pursuant to the

provisions of Article 368 et seq. of the Code of Commercial Companies, in accordance with the Articles of

Association of the Company and the Rules of Procedure the Management Board.

In the 12-month period ended on 31 December 2025, the composition of the Management Board of DataWalk S.A.

was as follows:

Management Board

Term of office during the reporting period

Paweł Wieczyński

01.01.2025– 31.12.2025

Krystian Piećko

01.01.2025– 31.12.2025

Łukasz Socha

01.01.2025– 31.12.2025

Source: Issuer.

The current Management Board of the Issuer was appointed pursuant to resolutions of the Supervisory Board dated

19 December 2024 for a joint three-year term of office, commencing on 1 January 2025 and ending on 31 December

2027.

As at the date of this report, the composition of the Management Board has remained unchanged.

The Management Board is responsible for making decisions concerning the conduct of the Company’s affairs, except

for matters reserved to the exclusive competence of the Supervisory Board or the General Meeting under the Articles

of Association, the Polish Code of Commercial Companies, or other applicable laws.

The Management Board initiates and organizes the Company’s business activities, ensuring the achievement of the

objectives set out in the Articles of Association. Acting in the best interests of the Company, it defines the

Company’s strategy and key operational objectives and is responsible for their effective implementation. The

Management Board ensures the transparency and efficiency of the Company’s management system and conducts

the Company’s affairs in accordance with applicable laws and the corporate governance principles applicable to

companies listed on the Warsaw Stock Exchange.

The President of the Management Board represents the Management Board in its relations with other corporate

bodies and directs its work, in particular by coordinating, supervising and organizing the activities of the other

Management Board members, as well as chairing Management Board meetings. In the absence of the President of

the Management Board, meetings are chaired by the Management Board member who convened the meeting or, if

that is not applicable, by another member of the Management Board.

In the case of a Management Board composed of more than one member, declarations of will on behalf of the

Company require the cooperation of two Management Board members or one Management Board member acting

jointly with a proxy.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 57

In 2025, the Management Board of DataWalk S.A. adopted 16 resolutions in connection with the Company’s

ongoing operations.

Detailed rules governing the functioning of the Management Board, including procedures for convening meetings,

adopting and recording resolutions, and the scope of matters subject to resolution, are set out in the Company’s

Articles of Association and the Management Board’s Rules of Procedure, available on the Company’s website,

under the Corporate Governance tab (https://datawalk.pl/lad-korporacyjny/).

Supervisory Board

The Supervisory Board acts in accordance with the Code of Commercial Companies, the Company’s Articles of

Association, and the Supervisory Board’s Rules of Procedure.

As at 31 December 2025 and as at the date of approval for publication of this report, the composition of the

Supervisory Board of the Issuer is as follows:

• Grzegorz Dymek - Chairman of the Supervisory Board,

• Wojciech Dystrywa - Vice-Chairman of the Supervisory Board,

• Piotr Bindas - Member of the Supervisory Board,

• Rafał Wasilewski - Member of the Supervisory Board,

• Ireneusz Wąsowicz - Member of the Supervisory Board.

In the 12-month period ended on 31 December 2025, the composition of the Supervisory Board of the Company

was as follows:

Supervisory Board

Term of office during the reporting period

Wojciech Dyszy

01.01.2025– 31.12.2025

Grzegorz Dymek

01.01.2025– 31.12.2025

Piotr Bindas

01.01.2025– 31.12.2025

Rafał Wasilewski

01.01.2025– 31.12.2025

Ireneusz Wąsowicz

01.01.2025– 31.12.2025

Source: Issuer.

The current Supervisory Board of the Issuer was appointed for a joint three-year term of office, commencing on 1

July 2024 and ending on 30 June 2027.

As at the date of this report, the composition of the Company’s Supervisory Board has remained unchanged.

Pursuant to the Articles of Association, the Supervisory Board consists of five to seven members. Members of the

Supervisory Board are appointed and dismissed by the General Meeting, subject to the right of FGP Venture Sp. z

o.o. to appoint and dismiss one member of the Supervisory Board, including the Chairman, provided that FGP

Venture holds shares representing at least 20% of the total voting rights at the General Meeting. Members of the

Supervisory Board are appointed for a joint term of office of three years, and may be reappointed for subsequent

terms without limitation. Any member of the Supervisory Board may be re-elected to perform this function. The

Supervisory Board exercises ongoing supervision over the Company’s activities in all areas of its operations, in

accordance with the provisions of the Polish Commercial Companies Code and other applicable regulations.

The Supervisory Board may issue opinions on all matters relating to the Company and submit proposals and

initiatives to the Management Board. The Management Board is required, within fourteen days of receipt of any

opinion, proposal or initiative from the Supervisory Board, to inform the Supervisory Board of its position in respect

thereof.

The Supervisory Board adopts resolutions:

• at the meeting;

• in writing;

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 58

• by means of direct distance communication.

The Supervisory Board performs its duties through ongoing oversight of the Company’s activities, including during

meetings and by adopting resolutions. In 2025, the Supervisory Board held nine meetings, during which it reviewed

the Company’s operational activities and financial performance, as well as those of DataWalk Capital Group. During

the reporting period, the Supervisory Board exercised continuous supervision over all material aspects of the Issuer’s

operations, with due diligence and a focus on ensuring its proper and secure functioning. This included, in particular,

oversight of risk management and internal control systems. Such supervision was exercised both directly and through

the Audit Committee.

Meetings of the Supervisory Board are convened by the Chairman or, in their absence, by the Vice-Chairman.

Meetings are held as necessary, but at least once per quarter of the financial year. The Chairman may invite members

of the Management Board or other persons to attend meetings.

A meeting of the Supervisory Board may also be convened at the initiative or written request of the Management

Board or any member of the Supervisory Board. In such cases, the meeting should be held in accordance with the

requested agenda no later than two weeks from the date of the request.

Meetings are convened by giving at least seven days’ prior notice to all members (invitation), delivered by registered

mail or email, unless all members of the Supervisory Board consent to holding the meeting without observing the

notice period. The Supervisory Board may also hold meetings and adopt resolutions without formal convening,

provided that all members consent to the meeting no later than on the date it is held and do not object to the proposed

agenda. Such consent may be communicated to the convening person or, in their absence, to the Chairman (or, if

not appointed, the Vice-Chairman), by any means, including remote communication, or recorded in the minutes.

Resolutions of the Supervisory Board are adopted by an absolute majority of votes, provided that at least half of its

members are present at the meeting or, in the case of written or remote voting, at least half of the members participate

in the voting process. In the event of a tie, the Chairman has a casting vote.

For the proper performance of its duties, the Supervisory Board may seek advice from the Company’s legal advisers

or statutory auditors and, where justified, appoint external experts at the Company’s expense to prepare opinions

necessary for the assessment of specific matters.

The detailed competences of the Supervisory Board, as well as its organization, procedures for performing its duties,

convening meetings and adopting resolutions, are set out in the Articles of Association adopted by the General

Meeting and the Supervisory Board’s Rules of Procedure, both of which are available on the Company’s website,

under Corporate Governance tab (https://datawalk.pl/lad-korporacyjny/).

Audit Committee

The functioning of the Audit Committee is governed by Paragraph 6 of the Supervisory Board’ Rules of Procedure

“Audit Committee, Committees of the Supervisory Board”, as well as the Supervisory Board’ Audit Committee

Rules of Procedure adopted by the Supervisory Board.

In 2025, the composition of the Audit Committee of the Supervisory Board was as follows:

Audit Committee

Term of office

Grzegorz Dymek

01.01.2025– 31.12.2025

Piotr Bindas

01.01.2025– 31.12.2025

Rafał Wasilewski

01.01.2025– 31.12.2025

Source: Issuer.

As at the date of this report, the composition of the Audit Committee of Supervisory Board has remained unchanged.

The Supervisory Board, acting pursuant to Article 129 of the Act on Statutory Auditors, Audit Firms and Public

Supervision,

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 59

as well as Paragraph 5 of the Rules of Procedure of the Supervisory Board, has assessed compliance with the

requirements applicable to the Audit Committee.

The independence criteria are fulfilled by Piotr Bindas, Grzegorz Dymek and Rafał Wasilewski.

Piotr Bindas a member of the Audit Committee, has knowledge and expertise in accounting and the auditing of

financial statements, as evidenced by his education (a graduate of Finance and Banking at the Warsaw School of

Economics and a Chartered Accountant, No. 10809), as well as his professional experience in finance. He gained

such experience at Arthur Andersen/EY (Audit Department) and subsequently at Kurt Iversen Baltic Accountants

& Consultants / RSM, where he was responsible for audit projects and due diligence processes. He has also served

as Finance Director and Member of the Management Board in companies operating in the real estate sector. In

addition, he has experience in cooperating with venture capital funds and acts as an independent investor.

Grzegorz Dymek a member of the Audit Committee, has knowledge and expertise relevant to the industry in which

the Company operates, as demonstrated by his education (a graduate of the Faculty of Automatic Control,

Electronics and Computer Science at the Silesian University of Technology) and his professional experience. He

has repeatedly demonstrated his competencies and qualifications while managing IT and telecommunications

companies, serving as CEO, COO and CTO. Currently, he is a co-owner, member of the management board and

Chief Operating Officer of Anshar Studios, a Katowice-based company specializing in the development of AA-class

games for PCs and consoles.

As at the date of this report, the composition of the Company’s Audit Committee has remained unchanged.

Scope of work of the Supervisory Board’ Audit Committee

In 2025, four meetings of the Audit Committee were held, during which the Committee performed the duties

specified in Article 130 of the Act on Statutory Auditors, Audit Firms and Public Supervision. In order to ensure the

proper discharge of its responsibilities, the Audit Committee adopted a work plan for 2025, defining the scope of

tasks to be carried out at the scheduled meetings. The planned activities were duly performed. Furthermore, the

Audit Committee resolved to adopt and implement work plans in subsequent years.

The Audit Committee maintained direct communication and close cooperation with the Company’s management.

As a result of these activities, the Committee obtained and reviewed information relating, in particular, to:

• the principles of the internal control system;

• the Company’s approach to risk management, including implemented and planned changes;

• the Company’s exposure to individual risks, methods of their identification and monitoring, and the actions

undertaken by the Management Board to mitigate their impact on the Company’s operations;

• the assurance of compliance of the Company’s activities and the effectiveness of non-compliance risk

management;

• the current and projected financial and human resources position of the Company and the Capital Group;

• the market and ethical standards applied by the Company.

On 17 December 2025, the Supervisory Board, acting upon the recommendation of the Audit Committee, selected

Moore Polska Audyt Sp. z o.o. with its registered office in Warsaw (00-844), ul. Grzybowska 87 (KRS 0000922603),

as the audit firm. The firm is entered on the list of audit firms under number 4326. Moore Polska Audyt Sp. z o.o.

was appointed to audit the separate and consolidated financial statements of the Company for the financial years

2026 and 2027. The recommendation of the Audit Committee was free from undue influence of third parties and

was prepared in accordance with the applicable laws, regulations and internal procedures.

As part of its activities, the Audit Committee held meetings with UHY ECA Audyt Spółka z ograniczoną

odpowiedzialnością (the “Auditor”) prior to the publication of the financial statements for 2024 and the condensed

interim financial statements for the first half of 2025. The Auditor’s representatives presented the results of the audit

of the Company’s separate financial statements and the consolidated financial statements of the DataWalk Capital

Group, as well as the review of the interim condensed separate and consolidated financial statements. They also

presented the additional report to the Audit Committee prepared pursuant to Article 11 of Regulation (EU) of the

European Parliament and of the Council on specific requirements for statutory audits of public-interest entities. All

material matters relating to the financial statements were discussed. The Audit Committee informed the Supervisory

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 60

Board of the results of the audit, including how the audit contributed to the integrity and reliability of financial

reporting in the public-interest entity, as well as the role of the Audit Committee in the audit process. The Audit

Committee also reviewed the financial reporting process and assessed the effectiveness of key procedures designed

to ensure that financial statements, as well as management and financial reports, are properly prepared and present

reliable data.

Based on its assessment, the Audit Committee concluded that the audit process was conducted independently, as the

Auditor met the requirements for issuing an objective and impartial audit opinion in accordance with the applicable

legal provisions and professional standards.

Provision of permitted non-audit services by the Auditor

In 2025, the Auditor engaged to audit the Company’s financial statements for 2024 and the consolidated financial

statements of the Group for 2024 provided the following permitted non-audit services:

• a review of the Company’s semi-annual separate financial statements for the period from 1 January 2025

to 30 June 2025;

• a review of the Group’s semi-annual consolidated financial statements for the period from 1 January 2025

to 30 June 2025;

• verification of the compliance of the Group’s consolidated financial statements for 2024, prepared in the

European Single Electronic Format (ESEF), with the requirements of the applicable regulatory ESEF

technical standards, together with the issuance of the statutory auditor’s opinion;

• an assessment of the remuneration report for 2024, performed in accordance with KSUA 3000 and Article

90g(10) of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to

Organized Trading, and Public Companies, together with the issuance of an assurance report.

In 2026, up to the date of publication of this report, the Auditor has provided the Company with:

• verification of the compliance of the consolidated financial statements for 2025, prepared in the European

Single Electronic Format (ESEF), with the requirements of the relevant regulatory ESEF technical

standards, together with the issuance of the statutory auditor’s opinion.

Following an assessment of the Auditor’s independence, the Audit Committee approved the provision of all the

above-mentioned services. Information on the remuneration of the audit firm is presented in the section entitled

“Entity authorized to audit financial statements” in the consolidated financial statements of the Group for 2025.

Key assumptions of the policies adopted by the Audit Committee

The primary objective of the Policy and Procedure for the Selection of an Audit Firm is to ensure that the selection

process is conducted in compliance with applicable laws and regulations, with due regard to independence criteria,

the avoidance of conflicts of interest, and the protection of the DataWalk Group interests. The key objective of the

Policy on the Provision of Permitted Non-Audit Services is to define the rules governing the provision of such

services by the statutory auditor, the audit firm and entities within its network, taking into account risks to

independence that could result in the statutory audit being rendered invalid by operation of law.

A description of the diversity policy applied to the administrative, management and supervisory bodies of the

Issuer

The Company has not adopted a formal diversity policy with respect to its governing bodies and key management

personnel. Decisions regarding the appointment of members of the Company’s governing bodies are made by the

shareholders at the General Meeting. The primary criteria applied in the selection of members of the Company’s

governing bodies and key management personnel are their knowledge, professional experience and qualifications.

Notwithstanding the absence of a formal diversity policy, the Company seeks to ensure diversity across key

dimensions, including gender, education, age and professional experience. Information regarding members of the

Company’s governing bodies is disclosed in current reports and made available on the Company’s website.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 61

Expenditure on supporting culture, sport, charitable institutions, media, social organizations, trade unions

In 2025, no expenditure was incurred by the Company or the Capital Group on support for cultural, sporting,

charitable, media, social or trade union activities.

REMUNERATION OF THE ISSUER’S GOVERNING BODIES

Remuneration of managers and supervisors

Detailed information on the remuneration of members of the Management Board and the Supervisory Board is

presented in the section “Remuneration of the Management Board and the Supervisory Board” within the other

explanatory notes to the consolidated financial statements of the DataWalk Capital Group” for the year ended 31

December 2025, as well as in paragraph “Remuneration of the Management Board and the Supervisory Board” in

the section of the other explanatory notes to the financial statements of DataWalk S.A. for the year ended 31

December 2025.

Agreements concluded between the Group or the Company and the members of the Management Board

providing for compensation upon termination of office

No agreements have been concluded between the Group companies and members of management providing for

compensation in the event of their resignation or dismissal without citing a material reason, or in connection with

termination resulting from a merger by acquisition.

Information on the control system for employee incentive programs

On 30 June 2022, the General Meeting of DataWalk S.A. adopted a resolution introducing an incentive program

based on the Company’s shares (the “Program”), addressed to members of key personnel who are employees,

collaborators or members of the Management Board (the “Eligible Persons”).

The detailed terms and conditions of the Program were adopted by the Management Board by resolution on 31

August 2022 pursuant to the authorization granted under Resolution No. 20 of the General Meeting of 30 June 2022,

and subsequently approved by the Supervisory Board under Resolution No. 01/09/2022 of 9 September 2022 (the

“Regulations”).

Pursuant to resolutions of the General Meeting dated 30 December 2024 and 25 June 2025, the limits of rights under

the Program were increased through the creation of an additional pool of 485,000 units. This pool includes RSU

units and Rights under the share-based Program and may be allocated among participants by decision of the

Management Board (or, where applicable, the Supervisory Board). As at 31 December 2025 and as at the date of

publication of these financial statements, the Management Board has not adopted resolutions regarding the allocation

of the additional pool to specific incentive programs.

Accordingly, as at the balance sheet date of 31 December 2025, the maximum number of rights entitling holders to

subscribe for and/or acquire shares in the Company may not exceed 570,000 shares in total.

In all other respects, the Extraordinary General Meeting resolved that the Program should continue on its existing

terms. Consequently, the provisions of the Program, as adopted in the Regulations approved by the Supervisory

Board, remain in force until its completion by the Management Board in accordance with the terms set out therein.

The Management Board may, at any time and with the consent of the Supervisory Board, decide to terminate the

Program or introduce amendments thereto.

Key information on the control system under the Regulations:

1) The Program is implemented by the Management Board, except where specific actions require the involvement

of the Supervisory Board or the General Meeting.

2) Subject to the provisions of the Regulations and the requirement to obtain approvals from the competent

corporate bodies in accordance with the Company’s Articles of Association and internal regulations, the

Management Board is authorized to:

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 62

a) identify persons eligible to participate in the Program;

b) determine, in participation agreements, the number of Rights granted to participants;

c) define vesting conditions in participation agreements;

d) specify, in participation agreements, the effects—other than those set forth in the Regulations—of a sale

transaction prior to the fulfilment of vesting conditions, provided such provisions do not conflict with the

remaining provisions of the Regulations;

e) introduce amendments to the template participation agreement, provided such amendments remain

consistent with the Regulations.

3) Decisions of the Management Board within the scope specified in point 2(a) to (d) above are subject to approval

by the Supervisory Board.

4) With respect to participation by members of the Management Board, the decisions referred to in points 2(a) to

(d) are taken by the Supervisory Board, while in the case of members of the Supervisory Board, such decisions

are taken by the General Meeting.

5) Offers to enter into Participation Agreements and the execution thereof in accordance with the terms approved

by the competent corporate body, are made as follows:

a) by the Management Board, in relation to Employees, Collaborators and members of the Supervisory Board;

b) by the Supervisory Board or a proxy appointed by a resolution of the General Meeting, in relation to

members of the Management Board.

6) During the term of the Program, the Management Board maintains and periodically updates a register of

Participants, including, in particular, Participant data, the date of execution of the Participation Agreement, the

number of Rights granted, period for fulfilment of the Vesting Conditions and their fulfilment status, as well as

any provisions concerning the effects of Sale Transactions executed prior to the fulfilment of the Vesting

Conditions, to the extent that they are regulated differently in the Agreement than in the Rules. Where the

determination of whether Vesting Conditions have been met, including, in particular, the fulfilment of additional

criteria mentioned in the Rules, depends on an assessment by another corporate body, the Management Board

obtains the relevant information and decisions in this respect.

7) The final verification of the fulfilment of Vesting and Exercise Conditions for individual Participants is carried

out by the Management Board as at the date of the relevant Sale Transaction, subject to the provisions set forth

in the last sentence of paragraph 6.

Information on liabilities arising from pensions and similar benefits

As at 31 December 2025, the Group does not have any liabilities arising from pensions and similar benefits for

former managers, supervisors or former members of administrative bodies.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 63

OTHER INFORMATION ON DATAWALK GROUP AND

DATAWALK S.A.

Description of material risk factors

The activities of the DataWalk Capital Group are influenced by a range of external and internal factors, including,

in particular, financial liquidity, the competitive environment, changes in the macroeconomic landscape, tax

regulations, and other relevant conditions. Set out below are the key external and internal risk factors identified by

the Management Board as material and specific to the Group, which may adversely affect its operations.

Key risk factors that may affect the Group’s results are:

Liquidity risk

Liquidity risk is inherent in early-stage technology startups. At present, insufficient operating revenues limit the

Company’s ability to fully cover its operating costs and to finance the level of investment required for continued

product development. As a result, the Group is exposed to the risk of loss of financial liquidity. In order to sustain

growth and maintain its current scale of operations, the Company will be required to secure external sources of

financing. Failure to obtain additional funding may constrain the pace of product development and market

expansion, thereby adversely affecting its competitive position.

Risk related to key product development stage and strategic goals

The Group has not yet achieved a customer base sufficient to generate positive cash flows. Furthermore, its key

product remains in the early stage of technological adoption. Failure to acquire a sufficient number of customers or

delays in broader market adoption of the Group’s technology may result in revenues below expectations, lack of

profitability, limited development opportunities, and potential difficulties in obtaining financing.

Risks associated with scaling operations

The scaling of the Group’s operations entails potential challenges related to the development of the DataWalk

platform and the expansion of its customer base. This may lead to business, technical, and organizational errors,

delays in the implementation of new functionalities, or insufficient customer demand. Operational growth may also

result in a disproportionate increase in costs relative to revenues, excessive strain on infrastructure and personnel,

and a deterioration in service quality. Such developments could adversely affect the Group’s financial position,

reputation, and market standing.

Risk related to technological advancements

Ongoing technological advancements may impact product delivery methods as well as customer behavior and

expectations. This may necessitate rapid adaptation of the Group’s products to the new reality.

Competitive risk

The Group operates in a niche market and competes with larger, more established entities. While the DataWalk

platform offers competitive advantages, including scalability, operational efficiency, and a favorable total cost of

ownership (TCO), the market remains subject to rapid and dynamic change. The emergence of new competitors

supplying similar technologies, or shifts in business models and market conditions may adversely impact the Group’s

operations, growth prospects, and financial performance.

Public sector sales risk

Engagement in the public (government) sector involves extended sales cycles and complex procurement processes.

Customers in this sector are subject to stringent formal and legal requirements, including accreditation and

certification obligations. Additionally, lengthy and complex budget approval procedures may delay purchasing

decisions. Failure to meet these requirements may limit the Group’s ability to operate effectively in this segment,

which could negatively impact its financial results.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 64

Managing personnel risk

The Group’s operations are highly dependent on the expertise, skills, and business experience of its management,

supervisory personnel, and highly qualified specialists in fields such as software engineering, computer science,

logic, and applied mathematics. The potential loss of the members of the management or supervisory personnel, in

particular Mr Krystian Piećko—who plays a critical role in the development of the Company’s and the Group’s

products—who have unique competencies and expertise, in some cases even world class expertise, could adversely

affect the operational efficiency of the Group as a whole or of certain areas, as well as the quality of services, which

in turn may negatively impact customer retention and the Group’s ability to acquire new customers, thereby reducing

the Group’s financial performance. To mitigate that risk, the Group implemented an incentive program in 2022

aimed at attracting and retaining key personnel across the Company and the Group. In addition, the Company has

introduced amendments to the Remuneration Policy for members of the Management Board and the Supervisory

Board of DataWalk S.A., aligning the remuneration principles for members of the governing bodies with the

dynamic development of the Group and the related changes in the composition of the Company’s bodies, as well as

streamlining the existing remuneration system in connection with the identification of new bonus criteria and

effective forms of remuneration.

Personal data protection risk

In the course of its operations, the Group processes personal data belonging to its clients. Such processing must

comply with applicable data protection regulations in the jurisdictions in which the datasets the Group processes are

registered or where the Group's clients operate or will operate. Within the European Union, these obligations have

been significantly expanded following the entry into force of Regulation (EU) 2016/679 of the European Parliament

and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal

data and on the free movement of such data. Despite the implementation of appropriate technical and organizational

safeguards, ensuring the protection of personal data, the Issuer cannot exclude the risk of data breaches by one of its

entities, including unauthorized disclosure of personal data. Any such breach, in particular the disclosure of personal

data in an unlawful manner, may result in administrative or criminal sanctions imposed on the Group or members

of its governing bodies. Unlawful disclosure of personal data may also result in civil claims against the Group for

infringement of personal rights, which may have a negative impact on the Group’s business, development prospects,

financial position or performance.

Risks related to the global geopolitical situation (conflicts in Ukraine and the Middle East)

The ongoing armed conflicts in Ukraine and the Middle East create a continuously evolving and unpredictable

macroeconomic situation worldwide. To date, the Group’s operations have not included customers, suppliers, or

investments in the regions directly affected by these conflicts (including Russia, Belarus, Ukraine, and Middle East

countries), resulting in a lack of direct negative impact on operations and financial results. The operations of the

Group's U.S. subsidiary also remain undisturbed in this context.

However, the Management Board identifies various indirect risks associated with prolonged instability. If the armed

conflict in Ukraine continues, the risk of increased cyberattacks by Russia and Belarus on a global scale is rising.

The ongoing conflict also leads to structural changes in national budgets—a shift of increasing public sector

resources toward defense may result in reduced budgets in other areas. This may adversely affect the Group's

financial results by limiting sales opportunities to public sector customers. In turn, the situation in the Middle East

constitutes an additional source of global economic uncertainty, which may indirectly affect the decision-making

processes and investment plans of the Group's potential customers.

Changes in legal, tax and regulatory environment across jurisdictions

Legal regulations (including tax regulations) in the countries in which the Issuer operates or intends to operate are

subject to change, and in certain jurisdictions such changes may occur frequently. Such changes may result in

increased costs, the introduction of administrative restrictions, and the requirement to obtain additional permits or

authorisations. In addition, ambiguities in legal provisions, as well as differences in their interpretation, may give

rise to legal disputes and increase the costs associated with adapting to a changing legal and regulatory environment.

The Group cannot guarantee that its interpretation of applicable laws and regulations will not be challenged, which

may adversely affect its operations and future prospects.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 65

Exchange rate risk

A significant portion of the Group’s revenues is generated in foreign currencies (primarily in US dollars); therefore,

the Group is exposed to risks associated with sudden fluctuations in exchange rates. At the same time, a substantial

part of the Group’s operating costs, particularly those related to its activities in the United States conducted through

a subsidiary of DataWalk INC, is also incurred in US dollars, which partially mitigates its exposure to currency risk.

However, changes in this proportion may occur in the future.

Unusual events affecting the financial results achieved

As at 31 December 2025, the Group’s equity was negative, amounting to PLN -5,683 thousand. This position results

primarily from the recognition of costs during the reporting period, including those arising from obligations under

the incentive program based on RSU, accounted for in accordance with IFRS 2 “Share-based Payment”. The total

value of this program recognized historically in the Group’s equity as at the balance sheet date amounted to PLN

75,770 thousand, including operating costs of PLN 93,645 thousand and income tax of PLN -17,875 thousand

(reflecting the impact of the liability under the incentive program on deferred tax assets). However, given the

materiality of this item within the Group’s equity (including its impact on profit or loss) and total assets, as well as

the future and conditional nature of the liabilities arising from the implemented incentive program, the Management

Board emphasizes that the recognized costs are currently non-cash in nature and do not affect the current financial

position of either the Group or the Company. The Group’s equity as at 31 December 2025, excluding the impact of

the recognition of the incentive program, amounted to PLN 70,089 thousand.

Due to the nature of the above-mentioned program and the requirements of IFRS, it is subject to remeasurement at

each reporting date. The value of RSUs is linked to the share price of DataWalk S.A.; accordingly, its impact on the

equity and liabilities of both the Company and the Group will continue to change until the vesting conditions are

met.

Details of the RSU-based incentive program are presented in the Group’s consolidated financial statements in Note

18 “Liabilities under the incentive program” and in the Company’s separate financial statements in Note 18

“Liabilities under the incentive program”.

In April 2025, the Company issued Series S shares within the limits of its authorized capital, placing 750,000 shares

and raising PLN 58,320,000.00 in investor capital. On 16 May 2025, the Commercial Division of the National Court

Association, thereby formally completing the process. The funds raised significantly strengthened the Group’s

equity base and financial position, providing a solid foundation for the execution of its development strategy.

Following the release of version 5.0.0 of the DataWalk software in April 2025, which marked the end of the

capitalization of development costs, the Group adopted an accounting approach whereby all subsequent expenditures

related to the DataWalk Platform are recognized directly as period costs. This resulted in an increase in operating

research and development expenses in 2025 by 4,533 thousand compared to the prior comparable period.

Additionally, in response to dynamic technological and market changes, the Management Board revised the

economic useful life of the software from five to three years. The shortening of the depreciation period of the

DataWalk Platform from five to three years contributed to an increase in depreciation expense in 2025 by 1,485

thousand compared to the comparable period.

There were no other material items affecting assets, liabilities, equity, net profit or loss, or cash flows during the

reporting period that were unusual due to their nature, value, or frequency.

In the opinion of the Management Board, the global geopolitical situation (conflicts in Ukraine and the Middle East)

did not have a significant impact on the financial results generated by the Group during this period.

A description of the impact of the aforementioned situation is presented in the section “Impact of the global

geopolitical and macroeconomic situation (armed conflicts in Ukraine and the Middle East)”.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 66

Significant events affecting the activities of the Group after 31 December 2025

● On January 15, 2026, the Company obtained a confirmation of the granting of patent protection by the United

States Patent and Trademark Office for the invention entitled: “SYSTEMS AND METHODS FOR

METADATA BASED PATH FINDING.” The granting of a ninth patent in the United States confirms the

innovative nature of the Issuer’s technology within one of the most competitive IT markets globally.

● In February 2026, the Management Board of the Company, with the consent of the Supervisory Board,

conducted a process to raise investor capital through the issuance of new Series T shares, with the exclusion of

pre-emptive rights for existing shareholders, as disclosed by the Issuer in current reports published via the ESPI

system.

Key parameters and emission status:

▪ Emissions: 750,000 Series T shares with a nominal value of PLN 0.10 each.

▪ Issue price: PLN 155.00 per share.

▪ Gross proceeds: The company raised capital in the total amount of PLN 116,250,000.00.

▪ Legal status: On 18 March 2026 the District Court for Wrocław-Fabryczna registered the increase in the

share capital of the Company in the National Court Register.

▪ Marketing authorization: The Issuer has taken the measures provided for by law to register Series T shares

in the National Depository for Securities (Krajowy Depozyt Papierów Wartościowych S.A., KDPW) and

their marketing on the regulated market of the Warsaw Stock Exchange (Giełda Papierów Wartościowych

w Warszawie S.A., GPW).

In the opinion of the Management Board, the funds raised in the amount of PLN 116 million, combined with

available working capital and the ongoing improvement in operational efficiency, provide a stable financial

foundation for the Company and the Capital Group to execute the Group’s development strategy beyond 31

December 2025.

Description of the Issuer’s utilization of proceeds from the issuance of securities during

the reporting period up to the date of preparation of this report

In April 2025, the Company issued Series S shares within the limits of its authorized capital, placing 750,000 shares

and raising PLN 58,320,000.00 in investor capital. On 16 May 2025, the Commercial Division of the National Court

Association, thereby formally completing the process. The funds raised significantly strengthened the Group’s

equity base and financial position, providing a solid foundation for the execution of its development strategy.

The Issuer uses the funds acquired in 2025 as part of the issue of Series S shares in accordance with the strategy of

the DataWalk Group.

No other securities were issued, redeemed or repaid in 2025.

Assessment of the feasibility of investment plans

The Management Board assesses the feasibility of implementing the Group’s investment plans as secured.

As a result of the issuance of Series T shares, the Company raised funds in the amount of PLN 116 million, which,

combined with available working capital and the ongoing improvement in operational efficiency, provides a stable

financial foundation for the implementation of the Group’s development strategy.

In the opinion of the Management Board, the Group has the resources necessary to support uninterrupted scaling of

its operations and the continued development of the DataWalk platform in the forthcoming periods. With financing

secured, the primary challenges have shifted from liquidity-related risks to operational and market risks. These risks

primarily relate to the rate of conversion of the sales funnel and the intensity of competition in global markets. The

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 67

Group continuously monitors these areas and adjusts the pace of its investment expenditure in line with the progress

of the implementation of its development strategy.

Financial forecasts

The Company did not publish forecasts of the profit or loss of the DataWalk Group or DataWalk S.A. for 2025 or

the following year.

Changes in the rules of management of the Capital Group and the Company

In 2025, there were no changes in the management rules of the DataWalk Group or DataWalk S.A.

Information on agreements significant for the activities of the Capital Group and the

Company

Trade agreements

Significant trade agreements concluded in 2025 are described in section “Major events that influenced the

performance of DataWalk Group in 2025” of this report.

Agreements between the Issuer and its subsidiary (DataWalk Inc.)

The principles governing transactions between the Issuer and its subsidiary, DataWalk Inc., are set out in relevant

cooperation agreements, which also ensure compliance with applicable transfer pricing regulations.

The following agreements are in force within the Group:

• distribution agreements covering the sale of DataWalk software to the subsidiary,

• IT service agreements relating to support provided to the subsidiary in implementation processes,

• agreements on cooperation and cost sharing in joint marketing activities.

Settlements between the Issuer and DataWalk Inc. are conducted on an arm’s length basis.

Further information on transactions with related parties is presented in the notes to the consolidated financial

statements of the DataWalk Group and in the separate financial statements of DataWalk S.A.

Insurance contracts

In order to ensure adequate insurance coverage, the Issuer has entered into a number of insurance contracts,

including:

• directors’ and officers’ liability insurance covering claims arising from the liability of members of the

governing bodies of the Company and the Capital Group,

• professional liability insurance for accountants and personnel providing payroll services, including legal

protection coverage,

• general business liability insurance,

• professional liability insurance for contractors,

• property and electronic equipment insurance, including civil liability coverage,

• business travel insurance.

In the opinion of the Management Board, the Issuer maintains insurance coverage that is adequate and consistent

with the practices of other entities operating in the same or similar markets as the Company.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 68

Information on transactions entered into by the Issuer or its subsidiary with related

parties on non-market terms, including their values and the nature of such transactions

Companies within the Issuer’s Group did not enter into any transactions other than on arm’s length terms.

Changes in capital relationships

In 2025, there were no changes in the capital relationships of the DataWalk Group.

Transactions with related parties

Transactions between the Issuer and the subsidiary of DataWalk Inc. were concluded on arm’s length terms. A

detailed description of transactions with related parties is presented in the notes to the consolidated financial

statements of the DataWalk Group and the separate financial statements of DataWalk SA.

Loans, borrowings and guarantees

Loan liabilities are measured at amortized cost using the effective interest rate method. The fair value of loan and

borrowing liabilities does not differ materially from their carrying amount.

The Group’s debt as at 31 December 2025 and 31 December 2024 is presented in the table below.

Borrower:

DataWalk Inc.

Subject of financing:

Mitigation of economic damage caused by a natural

disaster of 31 January 2020 and continued thereafter

Funding institution:

U.S. Small Business Administration (SBA)

Amount of credit/loan per contract [in thousands USD]:

150

Value of the liability as the reporting date [in thousands

USD]:

153

Value of the liability as at 31.12.2024 [in thousands USD]:

156

Value of the liability at the balance sheet date [in thousands

PLN]:

551

Value of the liability as at 31.12.2024 [in thousands PLN]:

641

Effective interest rate:

fixed interest rate

Repayment term:

01 July 2050

Security:

Selected non-current and current assets up to the

amount of the liability

The SBA loan is secured by a pledge over the current and future tangible and intangible assets of DataWalk Inc.,

meaning that, in accordance with the contractual terms, the collateral covers the entity’s assets and intangible assets

to the extent necessary to satisfy the lender’s claims. As at 31 December 2025, the Group’s total debt amounted to

PLN 551 thousand, compared with PLN 641 thousand as at 31 December 2024.

During the reporting period, there were no delays in the repayment of principal or interest on loans and borrowings,

nor were there any breaches of other terms of credit or loan agreements that would entitle creditors to demand early

repayment.

Due to the fixed interest rate, the above financial liability is not exposed to interest rate risk.

As at 31 December 2025, companies within the DataWalk Group had no receivables arising from loans or

borrowings granted. No credit or loan agreements were terminated during the reporting period.

In 2025, companies within the DataWalk Group neither provided nor received any guarantees.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 69

Assessment and rationale regarding the management of financial resources, in

particular the ability to meet the obligations incurred, together with an identification of

potential risks and the actions taken or intended to be taken by the Issuer to mitigate

such risks

Both the Group and the Company finance their operations through operating cash flows and equity.

As at the end of 2025, the Group’s total liabilities amounted to PLN 113,456 thousand, representing an increase of

PLN 49,415 thousand (77%) compared with the end of 2024. This increase was primarily driven by:

a) the recognition as at 31 December 2025, of an updated liability under the RSU-based incentive program in

the amount of PLN 43,186 thousand; and

b) an increase in contract liabilities (deferred revenue) of PLN 5,316 thousand, resulting from the provision

of maintenance services related to the DataWalk license.

Total liabilities excluding the incentive program amounted to PLN 19,810 thousand at the end of 2025, representing

an increase of PLN 6,229 thousand (46%), mainly due to the increase in contract liabilities (by PLN 5,316 thousand)

and provisions for sales commissions (by PLN 587 thousand).

Total assets as at 31 December 2025 amounted to PLN 107,773 thousand, an increase of PLN 49,291 thousand

(84%) compared with 31 December 2024. This was primarily attributable to:

a) an increase in cash and short-term financial assets (bank deposits with maturities over three months) of

PLN 41,149 thousand, mainly as a result of capital raised through the issue of Series S shares; and

b) an increase in deferred tax assets of PLN 8,145 thousand with respect to the previous year, resulting from

the remeasurement of the incentive program liability.

The Group’s total debt ratio (total liabilities to total assets) was 105% as at 31 December 2025, compared with 110%

as at 31 December 2024. The adjusted debt ratio of the Group (excluding the incentive program and contract

liabilities, and excluding the impact of the incentive program on deferred tax assets) amounted to 8% in 2025,

compared with 13% in 2024.

As at 31 December 2025, the DataWalk Group’s financial debt amounted to PLN 94,624 thousand, representing an

increase of 82% compared with the end of 2024. This increase was primarily due to the recognition of the updated

liability (as at the reporting date of 31 December 2025) under the RSU-based incentive program. Excluding the

liability under this program, financial debt amounted to PLN 978 thousand and was 34% lower than at the end of

2024, mainly due to the repayment of lease liabilities.

As at the end of 2025, the Company’s total liabilities amounted to PLN 27,035 thousand, an increase of PLN 11,613

thousand (75%) compared with the end of 2024. This increase was primarily driven by:

a) the recognition as at 31 December 2025 of the updated RSU-based incentive program liability (by PLN

4,403 thousand);

b) an increase in contract liabilities (deferred revenue) of PLN 5,770 thousand, related to maintenance services

for the DataWalk license; and

c) an increase in provisions (by PLN 1,006 thousand), mainly due to sales commissions recognized in 2025

but not settled by year-end.

As at the end of 2025, total liabilities excluding the incentive program amounted to PLN 18,505 thousand,

representing an increase of PLN 7,210 thousand (64%), primarily due to higher contract liabilities and provisions,

as mentioned above.

Total assets as at 31 December 2025 amounted to PLN 86,080 thousand, an increase of PLN 42,812 thousand (99%)

compared with 31 December 2024. This was mainly due to:

a) an increase in cash and short-term financial assets (bank deposits with maturities over three months) of

PLN 37,740 thousand, mainly as a result of capital raised through the issue of Series S shares; and

b) an increase in trade receivables of PLN 3,784 thousand.

The Company’s total debt ratio (total liabilities to total assets) was 31% as at 31 December 2025, compared with

36% as at 31 December 2024. The adjusted debt ratio of the Company (excluding the incentive program and contract

liabilities, and excluding the impact of the incentive program on deferred tax assets) amounted to 8% in 2025,

compared with 13% in 2024.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 70

As at 31 December 2025, the Company’s financial debt amounted to PLN 8,958 thousand, representing an increase

of 80% compared with the end of 2024, mainly due to the recognition (as at the reporting date of 31 December 2025)

of the RSU-based incentive program liability. Excluding the liability under this program, financial debt amounted

to PLN 427 thousand and was 50% lower than at the end of 2024, mainly due to the repayment of lease liabilities.

Both the Group and the Company maintain a stable financial position, and liabilities are settled in accordance with

agreed payment schedules.

Financial resources are managed in a prudent and efficient manner. Decisions regarding potential transactions are

preceded by appropriate analyses, including the identification of needs and assessment of market opportunities.

Off-balance sheet items

The Group recognizes off-balance sheet items relating to leases of low-value assets and collateral provided in

connection with the proper performance of project co-financing agreements under Sub-measure 2.3.4 “Protection of

Industrial Property” of the Smart Growth Operational Program 2014–2020, co-financed by the European Regional

Development Fund and concluded with the Polish Agency for Enterprise Development.

As at 31 December 2025, DataWalk S.A. had four financing agreements under which the funds obtained by the

Company were intended to cover costs related to securing international protection of industrial property rights

(patents) for the Issuer’s inventions. The implementation period for these projects ended on 31 December 2023. In

the event of termination of any such agreement, the Company would be required to repay the full amount of the

funding received, together with interest calculated at the rate applicable to tax arrears. In connection with each

agreement, the Company is required to provide security in the form of a blank promissory note for a period of three

years from the project completion date. The total value of co-financing received as at 31 December 2025 and 31

December 2024 amounted to PLN 603 thousand.

As at the date of approval of this report for publication, no risks have been identified that could result in an obligation

to repay the funding received.

Financial instruments and risk management

Companies within the DataWalk Group do not use financial instruments for risk management purposes.

Description of the structure of the DataWalk Group principal capital deposits or capital

investments, both within and outside the Group

DataWalk Group

The Group’s principal investments include:

• sales and marketing activities related to market expansion, which in 2025 amounted to PLN 16,022

thousand, an increase of PLN 1,659 thousand compared with 2024;

• research and development activities, which in 2025 amounted to PLN 22,626 thousand, an increase of PLN

7,992 thousand compared with 2024.

Further details of the above changes are provided in the section “Commentary on the financial results of the

DataWalk Group – Operating costs” above.

In addition, in 2025 and 2024 the Group invested surplus funds in fixed-rate bank deposits, thereby eliminating

exposure to interest rate risk.

As at 31 December 2025, the Group held bank deposits of PLN 18,090 thousand, compared with PLN 12,090

thousand as at 31 December 2024.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 71

DataWalk S.A.

The Company’s principal investments include:

• expansion of operations in the American market, with capital expenditure of PLN 14,574 thousand in 2025,

representing an increase of PLN 6,681 thousand compared with 2024;

• sales and marketing activities related to market expansion, which in 2025 amounted to PLN 9,958 thousand,

an increase of PLN 2,192 thousand compared with 2024;

• research and development activities, which in 2025 amounted to PLN 20,230 thousand, an increase of PLN

6,126 thousand compared with 2024.

In addition, in 2025 and 2024 the Company invested surplus funds in fixed-rate bank deposits, thereby eliminating

exposure to interest rate risk.

As at 31 December 2025, the Company held bank deposits of PLN 18,090 thousand, compared with PLN 12,090

thousand as at 31 December 2024.

Information on relevant legal proceedings

As at the date of publication of this report, no companies within the DataWalk Group were party to any proceedings

before courts, arbitration bodies or public administration authorities.

Information on the conclusion of an agreement with an audit entity

On 22 February 2024, an agreement was concluded with UHY ECA Audyt Sp. z o.o. for the audit of the consolidated

financial statements of the DataWalk Group and the separate financial statements of DataWalk S.A. for the financial

years 2024 and 2025; the review of the consolidated and separate financial statements of the Group and the

Company, respectively, for the six-month periods ended 30 June 2024 and 30 June 2025; and assurance services to

verify whether the financial statements and consolidated financial statements for 2024 and 2025, prepared in ESEF

format, comply in all material respects with the requirements of the ESEF Regulation.

The audit firm was appointed by the Supervisory Board.

In addition, UHY ECA Audyt Sp. z o.o. provided non-audit permitted services to DataWalk S.A., including

attestation services related to the review of interim financial statements, support in the preparation of annual

consolidated financial statements in accordance with ESEF requirements, and the assessment of remuneration

reports.

The table below presents information on the net remuneration of the audit firm paid or due for the years ended 31

December 2025 and 31 December 2024, broken down by type of services (amounts in thousands PLN).

Remuneration of the audit firm auditing the financial

statements

12 months

to 31 December 2025

12 months

to 31 December 2024

Mandatory audit of annual financial statements

101

Audit of the annual financial statements of the entities within

the Group*

150

159

Other assurance services, including review of financial

statements

Total

318

334

Source: Issuer.

*In addition, another company belonging to the UHY network audited the annual financial statements of a company within the DataWalk Group

in the United States, which was subject to the verification procedure by the Company’s Audit Committee.

The Company has used the services of UHY ECA Audyt Spółka z ograniczoną odpowiedzialnością for the audit of

its separate financial statements since 2015 and the consolidated financial statements of the DataWalk Group since

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 72

2017, for the review of interim financial statements of the Company since 2019 and of the Group since 2018, and,

since 2021, for assurance services on compliance of annual financial statements prepared in accordance with the

ESEF Regulation.

DataWalk Spółka

Akcyjna

ul. Rzeźnicza 32-33

50-130 Wrocław

KRS: 0000405409, NIP: 894 303 43 18, REGON: 021737247

Court of Registry: District Court for Wrocław-Fabryczna in Wrocław

VI Commercial Division of the National Court Register Share capital: PLN

713,298.80 paid in full

Page | 73

DATAWALK S.A. MANAGEMENT STATEMENT TO THE ANNUAL REPORT

Statement of the Management Board of DataWalk S.A. pursuant to Paragraph 72(1)(5) and Paragraph 73(1)(5) of

the Regulation of the Minister of Finance on current and periodic information published by issuers of securities and

on conditions for recognizing information required under the laws of a non-member state as equivalent.

The Management Board of DataWalk S.A. hereby declares that, to the best of its knowledge, the consolidated

financial statements of the DataWalk Group for the year ended 31 December 2025, together with comparative data,

as well as the separate financial statements of DataWalk S.A. for the year ended 31 December 2025, together with

comparative data, have been prepared in accordance with the applicable accounting principles and International

Financial Reporting Standards as adopted by the European Union.

The Management Board further declares that the data presented therein give a true, fair and clear view of the financial

position and financial performance of the Company and the Group. The Report on the activities of the DataWalk

S.A. Capital Group and DataWalk S.A. presents a true and fair view of the development, performance and financial

position of the Company and the Group, including the entities included in the consolidation considered as a whole,

and includes a description of the principal risks and uncertainties. The Management Report has been prepared in

accordance with the requirements of Article 49 and Article 55(2a) of the Accounting Act.

We hereby approve the Report of the Management Board on the activities of the DataWalk S.A. Capital Group and

DataWalk S.A. and confirm the truthfulness of the above statement.

__________________

Paweł Wieczyński

President of the Management Board

______________________

Krystian Piećko

Member of the Management Board

___________________

Łukasz Socha

Member of the Management

Board