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ITE — AGM Information 2026
Jun 1, 2026
52248_rns_2026-06-01_3f02368c-c76d-42af-a13f-62d22e573088.pdf
AGM Information
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ITE Tech. Inc.
2026 Annual Shareholders' Meeting Minutes
(Translation)
Time: 9:00 a.m. on Thursday, May 28, 2026
Place: ITE’s office, No. 9, Chuangsin 1st Rd., Science Park, Hsinchu
Convening Methods: Physical Shareholders’ Meeting
Attendants: All shareholders and their proxy holders, representing 112,561,199 shares (among them, 44,732,946 shares voted via electronic transmission), or 67.81% of the total 165,979,124 outstanding shares (deducting 8,000 non-voting shares as required in Article 179, Paragraph 2 of the Company Act).
Directors present: Vincent Hu (Chairman), H.Y. Lin, Steven Hsu (Independent Director), Robert Chen (Independent Director)
Others present: CPA Shen-Chieh Hu, Mason Tung (President), Alice Hsu (Financial Director)
Chairman: Mr. Vincent Hu, the Chairman of the Board of Directors
Minute Recorder: Nancy Fan
I. Chairman announced commencement. (The aggregate shareholding of the shareholders present in person or by proxy constituted a quorum.)
II. Chairman’s Address (omitted)
III. Report Items
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2025 Business Report (Annex 1)
Acknowledged -
2025 Audit Committee’s Review Report (Annex 2)
Acknowledged -
2025 Distributable Compensation for Directors and Employees Description: (1) According to the provisions of Article 26-1 of the Articles of Incorporation as well as the allocation rate adopted by the Board of Directors, the Company has set aside NT$16,602,012 for directors’ remuneration and NT$207,864,963 for
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employees' compensation.
(2) The aforesaid directors' remuneration and employees' compensation have been approved by the Board of Directors and will be fully paid in cash.
Acknowledged
- 2025 Directors' Remuneration Report
Description: The remuneration of the directors for 2025 is shown in the table below. Please refer to Annex 13 for the director's remuneration policy, content and amount of individual director's remuneration, and correlation with performance evaluation results.
Unit: NT$; %
| Base Compensation | Business execution expenses | Directors’ Compensation | Total | Proportion to net profit after tax |
|---|---|---|---|---|
| 1,680,000 | 375,000 | 16,602,012 | 18,657,012 | 1.22 |
Acknowledged
- Cash Dividends Distribution of 2025 Earnings
Description: (1) The Board of Directors has resolved that the distribution of NT$1,244,903,430 for 2025 earnings, with a cash dividend of NT$7.5 per share. The cash payment to each shareholder will be rounded down to the nearest dollar. The amounts under one dollar due to the rounding down are summed and recognized as other income of the Company.
(2) The cash dividend per share is based on outstanding shares of 165,987,124 shares on the day of the Board of Directors Meeting on Mar. 6, 2026. If there's any changes in the number of outstanding shares effect the dividend distribution payout ratio, the Chairman is authorized to adjust the distribution, in accordance with the Board of Directors' resolution.
(3) The Chairman is authorized to set the cash distribution record date and the payment date according to the Board of Directors' resolution.
(4) The Chairman is fully authorized by the Board of Directors to deal with any unsettled matters.
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Acknowledged
- Cash Dividends Distribution from Capital Surplus
Description: (1) The Board of Directors has resolved, in accordance with Article 241 of the Company Act, to distribute a cash dividend of NT$165,987,124 from the capital surplus, at a rate of NT$1.0 per share. The cash payment to each shareholder will be rounded down to the nearest dollar. The amounts under one dollar due to the rounding down are summed and recognized as other income of the Company.
(2) The cash dividend per share is based on outstanding shares of 165,987,124 shares on the day of the Board of Directors Meeting on Mar. 6, 2026. If there’s any changes in the number of outstanding shares effect the dividend distribution payout ratio, the Chairman is authorized to adjust the distribution, in accordance with the Board of Directors’ resolution.
(3) The Chairman is authorized to set the cash distribution record date and the payment date according to the Board of Directors’ resolution.
(4) The Chairman is fully authorized by the Board of Directors to deal with any unsettled matters.
Acknowledged
IV. Approval Items
- 2025 Business Report and Financial Statements
Description: (1) The 2025 financial statements have been completed with the auditing and attestation by certified public accountants Shen Chieh Hu, and Wan Ju Chiu of Ernst & Young accounting firm.
(2) For the business report, independent auditors' report, and financial statements in the preceding paragraph, please refer to Annex 1 and Annex 3 to Annex 12.
Voting Result: 112,561,199 shares were represented at the time of voting (including 44,732,946 shares voted via electronic transmission)
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| Voting Results | % of the total represented share present |
|---|---|
| Votes in favor: 109,055,347 votes | |
| (including 42,138,094 shares voted via electronic transmission) | 96.88% |
| Votes against: 24,748 votes | |
| (including 24,748 shares voted via electronic transmission) | 0.02% |
| Votes invalid: 0 votes | 0.00% |
| Votes abstained: 3,481,104 votes | |
| (including 2,570,104 shares voted via electronic transmission) | 3.09% |
Resolution: Approved and acknowledged as proposed by the Board of Directors.
- 2025 Earnings Distribution
Description: The 2025 earnings distribution table were approved by the 12th meeting of the Company’s 11th term Board of Directors and were submitted to the Audit Committee; the written review report is on file. For the earnings distribution table, please refer to Annex 14.
Voting Result: 112,561,199 shares were represented at the time of voting
(including 44,732,946 shares voted via electronic transmission)
| Voting Results | % of the total represented share present |
|---|---|
| Votes in favor: 109,705,672 votes | |
| (including 42,788,419 shares voted via electronic transmission) | 97.46% |
| Votes against: 26,738 votes | |
| (including 26,738 shares voted via electronic transmission) | 0.02% |
| Votes invalid: 0 votes | 0.00% |
| Votes abstained: 2,828,789 votes | |
| (including 1,917,789 shares voted via electronic transmission) | 2.51% |
Resolution: Approved and acknowledged as proposed by the Board of Directors.
V. Election Items
- To elect Seven Directors for the Company’s 12th term board members
(including four independent directors)
Description: (1) According to Article 17 of the Company’s Articles of
Incorporation, seven Directors (including 4 independent directors) for the 12th term of Directors shall be elected. The tenure of the newly elected Directors is 3 years and effective from May 28, 2026 to May 27, 2029. The term of the 12th Board of Directors shall expire when newly elected Directors assume office.
(2) The directors shall be elected by adopting the nomination system whereby the shareholders elect candidate from Director Candidate List. The Director Candidates' academic background, experiences and relevant information are listed as below.
Director Candidate List
| Title | Name | Shares | Education & Experience | Current Position |
|---|---|---|---|---|
| Director | Vincent Hu | 1,780,361 | • Master of Electronics Engineering, National Chiao Tung University | |
| • Division Manager of Computer Products Division, UMC | ||||
| • President of ITE Tech. Inc. | • Chairman of ITE Tech. Inc. | |||
| • Director of RDC Semiconductor Co., Ltd. | ||||
| • Independent Director of U-MEDIA Communications Inc. | ||||
| • Chairman of Darjiun Venture Corporation | ||||
| Director | Mason Tung | 185,679 | • Bachelor of Electrical Engineering, Chung Yuan University | |
| • General Manager of ITE Tech. Inc. | • President of ITE Tech. Inc. | |||
| • Chairman of ITE Tech. (Shenzhen) Inc. | ||||
| Director | UMC | 13,959,978 | N/A | N/A |
| Independent Directors | Robert Chen | 0 | • Master, Institute of Electronics Engineering, National Chiao Tung University | |
| • Vice General Manager of SUNEXT Technology Co., Ltd. | • Director and Vice President of Weida Hi-Tech Co., Ltd. | |||
| • Director of Fu-Cheng Investment Co., Ltd. | ||||
| • Independent Director of ITE Tech. Inc. | ||||
| Independent Directors | Sonia Sun | 0 | • Master of Finance Law, Boston University, United States | |
| • Senior Advisor of Tax and Investment Department, KPMG Taiwan | ||||
| • Executive Consultant of KPMG Taiwan | • Partner Lawyer at Innovatus Law | |||
| • Independent Director of Foxtron Vehicle Technologies Co., Ltd. | ||||
| • Independent Director of WALRUS PUMP Co., Ltd. | ||||
| Independent Directors | Jofee Chen | 0 | • Bachelor of Accounting Providence University | |
| • Internal Audit Supervisor of RDC Semiconductor Co., Ltd. | ||||
| • Auditor of KPMG Taiwan | • Corporate Governance Officer of RDC Semiconductor Co., Ltd. |
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| Title | Name | Shares | Education & Experience | Current Position |
|---|---|---|---|---|
| Independent Directors | Emma Kuo | 0 | • Master of Accountancy, National Taipei University | |
| • Deputy Manager of Accounting Department of Arich Enterprises Co., Ltd | ||||
| • Director of the Audit Department, KPMG Taiwan | • Representative of Huihe Accounting firm | |||
| • Chief Financial officer of Commonwealth Education Media and Publishing Co., Ltd. | ||||
| • Consultant of GINGY Technology Inc. |
(3) Please vote.
Election Results: The following personnel are elected as the 12th Board of Directors:
| Title | Name | Votes Received |
|---|---|---|
| Director | Vincent Hu | 101,471,829 |
| Director | UMC | 98,800,000 |
| Director | Mason Tung | 95,687,600 |
| Independent Director | Emma Kuo | 95,490,593 |
| Independent Director | Sonia Sun | 95,473,529 |
| Independent Director | Jofee Chen | 95,461,544 |
| Independent Director | Robert Chen | 95,106,277 |
VI. Discussion Items
- To release newly- elected Directors from non-competition restrictions
Description: (1) According to Article 209 of the Company Act, “A director who does anything for himself or on behalf of another person that is within the scope of the Company's business, shall explain at the Shareholders Meeting the essential contents of such an act and secure the approval thereof.”
(2) In accordance with the Company Act, it will be proposed to release the newly elected directors from non-competition restrictions as below.
| Name of Director | Position of Other Companies |
|---|---|
| Vincent Hu | • Director of RDC Semiconductor Co., Ltd. |
| • Independent Director of U-MEDIA Communications Inc. | |
| UMC | • Director of Faraday Technology Corp. |
| • Director of Unimicron Technology Corp. | |
| • Director of Silicon Integrated Systems Corp. | |
| • Director of Chipbond Technology Corp. | |
| • Director of Wavetek Microelectronics Corp. | |
| Robert Chen | • Director of Weida Hi-Tech Co., Ltd. |
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| Name of Director | Position of Other Companies |
|---|---|
| Sonia Sun | • Independent Director of WALRUS PUMP Co., Ltd. |
| • Independent Director of Foxtron Vehicle Technologies Co., Ltd. | |
| Jofee Chen | • Corporate Governance Officer of RDC Semiconductor Co., Ltd. |
Voting Result: 112,561,199 shares were represented at the time of voting (including 44,732,946 shares voted via electronic transmission)
| Voting Results | % of the total represented share present |
|---|---|
| Votes in favor: 107,526,735 votes (including 40,609,482 shares voted via electronic transmission) | 95.52% |
| Votes against: 108,679 votes (including 108,679 shares voted via electronic transmission) | 0.09% |
| Votes invalid: 0 votes | 0.00% |
| Votes abstained: 4,925,785 votes (including 4,014,785 shares voted via electronic transmission) | 4.37% |
Resolution: Approved and acknowledged as proposed by the Board of Directors.
- Amendments to the Articles of Incorporation
Description: The Comparison Table of the Original and the Amended Articles of Incorporation, please refer to Annex 15.
Voting Result: 112,561,199 shares were represented at the time of voting (including 44,732,946 shares voted via electronic transmission)
| Voting Results | % of the total represented share present |
|---|---|
| Votes in favor: 109,644,699 votes (including 42,727,446 shares voted via electronic transmission) | 97.40% |
| Votes against: 36,726 votes (including 36,726 shares voted via electronic transmission) | 0.03% |
| Votes invalid: 0 votes | 0.00% |
| Votes abstained: 2,879,774 votes (including 1,968,774 shares voted via electronic transmission) | 2.55% |
Resolution: Approved and acknowledged as proposed by the Board of
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Directors.
VII. Extempore Motion: None
VIII. Adjournment: Meeting ended at 09:34 am
There are no questions from shareholders at this shareholders meeting.
IX. Annex
- Business report
ITE Business report
In 2025, the global political and economic landscape remains volatile and uncertain. On the political front, although the Israel–Middle East conflict entered a ceasefire negotiation phase in October, the Russia–Ukraine war continues unabated. Economically, following President Trump’s return to the White House, U.S.–China relations have become increasingly confrontational. The United States has imposed more stringent technology and trade restrictions on strategic sectors such as semiconductors, artificial intelligence, and high-performance computing, accelerating the restructuring and bloc formation of the global technology supply chain. China continues to emphasize domestic circulation and technological self-reliance, further promoting localization policies; however, weak domestic demand and persistent youth unemployment have constrained the pace of its overall economic recovery. In Taiwan, benefiting from emerging application demands in AI and HPC, the semiconductor industry performed exceptionally well in 2025, reaching record-high output value, while overall export momentum showed a clear rebound.
Nevertheless, Taiwan’s electronics industry was impacted by tariff policies announced by President Trump in April, prompting U.S.-based customers to advance inventory stocking. This disrupted production schedules across the supply chain, shifting what was originally a Q3 peak season into Q2, resulting in a “hot in first half, cool in second half” pattern for 2025. In addition, the sharp appreciation of the New Taiwan Dollar in May caused significant foreign exchange losses for Taiwanese manufacturers, compressing gross margins and net profit. All of these factors introduced unprecedented challenges to corporate operations.
Fortunately, the PC market served by ITE benefited from the wave of AI PCs and replacement demand driven by Microsoft’s termination of Windows 10 support, achieving approximately 3–4% market growth, outperforming 2024. Amid this broader environment, ITE leveraged its sound product strategy and solid customer base to achieve annual revenue of NT$6.946 billion, continuing to deliver strong results. Furthermore, to retain outstanding talents, the Company issued restricted stock awards to employees in September 2024, which resulted in a slight decline in net profit for the year. We sincerely ask for shareholders’ continued support.
- Operating Results for Fiscal Year 2025
In 2025, ITE achieved earnings per share of NT$9.51. Operating performance is summarized as follows:
(1) Annual revenue totaled NT$6.946 billion, representing a 4.74% increase year over year.
(2) Annual gross margin was 55.14%, a decrease of 0.48 percentage points from the previous year.
(3) Annual net profit after tax amounted to NT$1.531 billion, a decline of 5.86% compared with the prior year.
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2. Summary of Operating Plan for Fiscal Year 2026
Although major brands have launched AI PCs, Microsoft has yet to introduce a new AI-oriented operating system, Windows 12. As a result, AI PCs have not generated the level of market enthusiasm initially anticipated. We earnestly look forward to Windows 12 sparking a new wave of growth in the PC market. Meanwhile, pricing pressure stemming from China’s localization policies and competition from Taiwanese peers is expected to intensify, further heightening competitive dynamics. ITE will continue to strengthen product differentiation and technological integration, focusing on the following product development directions:
(1) PC/NB-related ICs: Closely monitor developments within the Intel, AMD, and ARM ecosystems, respond swiftly to platform changes, and maintain technological alignment with brand customers and ODM/OEM partners.
(2) High-speed interface ICs: In response to surging demand for multimedia applications and AI-driven video computing, continue to enhance transmission speed and stability, and develop solutions that meet the specifications of next-generation mobile devices and consumer electronics.
(3) HMI (Human–Machine Interface) ICs: As digital transformation accelerates in the automotive and industrial control markets, introduce more integrated display control and touch solutions to enhance system responsiveness and user experience.
3. Future Corporate Development Strategies
(1) Continue developing key technologies and adopting advanced process technologies to strengthen the Company’s technical positioning while reducing costs.
(2) Actively explore innovative applications and design customized, high-value, and high-growth new products.
(3) Proactively seek strategic customer partnerships, strengthen marketing to brand customers, and secure market initiative through pragmatic business models.
4. Impact of External Competitive, Regulatory, and Macroeconomic Environments
U.S.–China technological and trade confrontation is no longer a short-term phenomenon. After Donald Trump returned to office in 2025, U.S. policy toward China has become more stringent, particularly in high-tech exports and investment reviews, triggering continued relocation and restructuring of global supply chains. China has also accelerated localization efforts and strengthened protection of its domestic supply chain, posing significant challenges to Taiwan’s export-oriented industries. Under these circumstances, Taiwanese companies must not only continue to consolidate technological leadership and yield advantages, but also enhance supply chain flexibility and increase product value-added in order to adapt to the trend of global market bloc formation.
Guided by the philosophy of “prudent management and sustainable development”, ITE continues to promote ESG initiatives, ranging from energy-efficient product design and improved energy efficiency to the adoption of energy-saving equipment, thereby reducing energy consumption and carbon emissions in operations. We place great emphasis on information transparency and sound corporate governance, while strengthening communication mechanisms with stakeholders to enhance
overall governance effectiveness. We firmly believe that only by comprehensively strengthening corporate resilience can we create long-term value and achieve shared prosperity with society and the environment.
In closing, in the face of international political and economic challenges and rapid industry transformation, all employees of ITE will continue to uphold professionalism and a pragmatic approach, working together toward the next stage of growth and breakthroughs, and creating greater value for shareholders and society.
Chairman: Vincent Hu
President: Mason Tung
Chief Financial Officer: Alice Hsu
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- Audit Committee's Review Report
Audit Committee’s Review Report
The Board of Directors has prepared and submitted the Company's 2025 business report, financial statements, and earnings distribution proposal. The financial statements have been completed with an audit by CPAs Shen Chieh Hu and Wan Ju Chiu of Ernst & Young Accounting Firm, and an audited report has been issued thereon. The aforementioned business report, financial statements, and earnings distribution proposal have been reviewed by this Committee and found to have no discrepancy. The above is hereby reported in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.
To ITE Tech. Inc. 2026 Annual General Shareholders' Meeting.
Convener of the Audit Committee: Yi Tsung Huang
March 6, 2026
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- Independent Auditors' Report on Consolidated Financial Statements
Independent Auditors' Report Translated from Chinese
To ITE Tech. Inc.
Opinion
We have audited the accompanying consolidated balance sheets of ITE Tech. Inc. and its subsidiaries (“the Group”) as of December 31, 2025 and 2024, and the related consolidated statements of comprehensive income, changes in equity and cash flows for the years ended December 31, 2025 and 2024, and notes to the consolidated financial statements, including the summary of material accounting policies (together “the consolidated financial statements”).
In our opinion, based on our audits and the reports of the other auditors (please refer to the Other Matter – Making Reference to the Audits of Other Auditors section of our report), the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2025 and 2024, and their consolidated financial performance and cash flows for the years ended December 31, 2025 and 2024, in conformity with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards, International Accounting Standards, Interpretations developed by the International Financial Reporting Interpretations Committee or the former Standing Interpretations Committee as endorsed and became effective by Financial Supervisory Commission of the Republic of China.
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China (the “Norm”), and we have fulfilled our other ethical responsibilities in accordance with the Norm. Based on our audits and the reports of the other auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
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Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of 2025 consolidated financial statements. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Revenue recognition
The Group recognized NT$6,946,962 thousand as operating revenues for the year ended December 31, 2025, which includes sale of goods and other operating revenues for the year ended December 31, 2025. It is necessary for the Group to judge and determine the performance obligation of a contract, the timing of its satisfaction, and the estimate of the variable considerations. As a result, we determined the matter to be a key audit matter.
Our audit procedures include (but are not limited to) testing the effectiveness of internal control; assessing the appropriateness of the accounting policy for revenue recognition; conducting analytical procedures for gross profit by product; selecting the samples to perform detailed transaction tests and reviewing the significant terms of sales agreements and trade terms to determine the accuracy of the timing of revenue recognition, testing the accuracy of the sales discount calculation and reviewing the payments of refund liabilities in the subsequent period; and performing cut-off procedures on selected samples for a period before and after the reporting date.
We also considered the appropriateness of the disclosures of operating revenues. Please refer to Note 4(17), Note 5 and Note 6(15) in notes to the Group’s consolidated financial statements.
Other Matter – Making Reference to the Audits of Other Auditors
We did not audit the financial statements of certain associates and joint ventures accounted for under the equity method. Those financial statements were audited by other auditors, whose reports thereon have been furnished to us, and our opinions expressed herein are based solely on the reports of the other auditors. These associates and joint ventures under equity method amounted to NT$16,998 thousand and NT$15,295 thousand, representing 0.18% and 0.17% of consolidated total assets as of December 31, 2025 and 2024, respectively. The related shares of profit or loss from the associates and joint ventures under the equity method amounted to NT$1,703 thousand and NT$3,491 thousand, representing 0.09% and 0.18% of the consolidated net income before tax for the years ended December 31, 2025 and 2024, respectively.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards, International Accounting Standards, Interpretations developed by the International Financial Reporting Interpretations Committee or the former Standing Interpretations Committee as endorsed and became effective by Financial Supervisory Commission of the Republic of China and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the ability to continue as a going concern of the Group, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including audit committee, are responsible for overseeing the financial reporting process of the Group.
Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:
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Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control of the Group.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability to continue as a going concern of the Group. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the consolidated financial statements, including the accompanying notes, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of 2025 consolidated financial statements and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
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Other
We have audited and expressed an unqualified opinion including an Other Matter Paragraph on the parent company only financial statements of ITE Tech. Inc. as of and for the years ended December 31, 2025 and 2024.
Hu, Shen-Chieh
Chiu, Wan-Ju
Ernst & Young, Taiwan
March 6, 2026
Notice to Readers
The accompanying consolidated financial statements are intended only to present the consolidated financial position, results of operations and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally accepted and applied in the Republic of China.
Accordingly, the accompanying consolidated financial statements and report of independent auditors are not intended for use by those who are not informed about the accounting principles or Standards on Auditing of the Republic of China, and their applications in practice. As the consolidated financial statements are the responsibility of the management, Ernst & Young cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.
4. Consolidated Balance Sheets
English Translation of Consolidated Financial Statements Originally Issued in Chinese
ITE TECH. INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
As of December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| ASSETS | Notes | December 31, 2025 | December 31, 2024 | LIABILITIES AND EQUITY | Notes | December 31, 2025 | December 31, 2024 | ||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | % | Amount | % | Amount | % | Amount | % | ||||
| Current assets | Current liabilities | ||||||||||
| Cash and cash equivalents | 4,6(1) | $2,883,331 | 31.48 | $3,512,546 | 39.91 | Contract liabilities-current | 4,6(15) | $14,503 | 0.16 | $12,935 | 0.15 |
| Financial assets at fair value through profit or loss-current | 4,6(2) | 1,720,667 | 18.78 | 756,350 | 8.60 | Trade payables | 437,419 | 4.78 | 434,158 | 4.93 | |
| Trade receivables, net | 4,6(5),6(16) | 950,012 | 10.37 | 1,044,140 | 11.86 | Trade payables to related parties | 7 | 213,453 | 2.33 | 312,621 | 3.55 |
| Trade receivables from related parties, net | 4,6(5),6(16),7 | 1,177 | 0.01 | 1,087 | 0.01 | Other payables | 636,132 | 6.94 | 600,721 | 6.82 | |
| Other receivables | 7,885 | 0.09 | 8,961 | 0.10 | Other payables to related parties | 7 | 12,696 | 0.14 | 33,223 | 0.38 | |
| Inventories, net | 4,5,6(6) | 980,518 | 10.71 | 900,430 | 10.23 | Current tax liabilities | 4,6(21) | 263,651 | 2.88 | 266,433 | 3.03 |
| Prepayments | 81,742 | 0.89 | 82,705 | 0.94 | Lease liabilities-current | 4,6(17) | 7,633 | 0.08 | 7,758 | 0.09 | |
| Other current assets | 99 | - | 86 | - | Other current liabilities | 4,5,6(11) | 384,577 | 4.20 | 247,699 | 2.81 | |
| Total current assets | 6,625,431 | 72.33 | 6,306,305 | 71.65 | Total current liabilities | 1,970,064 | 21.51 | 1,915,548 | 21.76 | ||
| Non-current liabilities | |||||||||||
| Deferred tax liabilities | 4,6(21) | 11 | - | - | - | ||||||
| Lease liabilities-nonsourced | 4,6(17) | 69,345 | 0.76 | 80,059 | 0.91 | ||||||
| Net defined benefit liabilities-nonsourced | 4,6(12) | 35,263 | 0.38 | 49,532 | 0.56 | ||||||
| Deposits received | 28,290 | 0.31 | 28,290 | 0.33 | |||||||
| Total non-current liabilities | 132,909 | 1.45 | 157,881 | 1.80 | |||||||
| Total liabilities | 2,102,973 | 22.96 | 2,073,429 | 23.56 | |||||||
| Non-current assets | |||||||||||
| Financial assets at fair value through profit or loss-nonsourced | 4,6(2) | 265,383 | 2.90 | 254,199 | 2.89 | Equity attributable to owners of the parent | |||||
| Financial assets at fair value through other comprehensive income-nonsourced | 4,6(3) | 1,148,824 | 12.54 | 1,115,201 | 12.67 | Share capital | 6(13) | ||||
| Financial assets measured at amortized cost-nonsourced | 4,6(4),8 | 4,230 | 0.05 | 4,230 | 0.05 | Common stock | 1,660,201 | 18.12 | 1,660,351 | 18.86 | |
| Investments accounted for using the equity method | 4,6(7) | 16,998 | 0.18 | 15,295 | 0.17 | Capital surplus | 6(13) | 1,650,089 | 18.01 | 1,738,817 | 19.76 |
| Property, plant and equipment | 4,6(8) | 634,649 | 6.93 | 646,120 | 7.34 | Retained earnings | 6(13) | ||||
| Eight-of-one assets | 4,6(17) | 72,943 | 0.79 | 84,253 | 0.96 | Legal reserve | 1,049,908 | 11.46 | 876,184 | 9.95 | |
| Intangible assets | 4,5,6(9),6(10) | 268,382 | 2.93 | 283,114 | 3.22 | Undistributed earnings | 2,698,561 | 29.46 | 2,739,349 | 31.12 | |
| Deferred tax assets | 4,6(21) | 117,860 | 1.29 | 91,049 | 1.03 | Other equity | 6(14) | (845) | (0.01) | (286,177) | (3.25) |
| Other noncurrent assets | 5,857 | 0.06 | 2,187 | 0.02 | Treasury shares | 4,6(13) | (330) | - | - | - | |
| Total non-current assets | 2,535,126 | 27.67 | 2,495,648 | 28.35 | Total equity | 7,057,584 | 77.04 | 6,728,524 | 76.44 | ||
| Total assets | $9,160,557 | 100.00 | $8,801,953 | 100.00 | Total liabilities and equity | $9,160,557 | 100.00 | $8,801,953 | 100.00 |
(The accompanying notes are an integral part of the consolidated financial statements.)
5. Consolidated Statements of Comprehensive Income
English Translation of Consolidated Financial Statements Originally Issued in Chinese
ITE TECH. INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the years ended December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars, Except for Earnings per Share)
| Description | Notes | For the years ended December 31, | |||
|---|---|---|---|---|---|
| 2025 | 2024 | ||||
| Amount | % | Amount | % | ||
| Operating revenues | 4,5,6(15),7 | $6,946,962 | 100.00 | $6,632,578 | 100.00 |
| Operating costs | 4,6(6),6(17),6(18),7 | (3,116,082) | (44.86) | (2,943,506) | (44.38) |
| Gross profit | 3,830,880 | 55.14 | 3,689,072 | 55.62 | |
| Operating expenses | 6(14),6(17),6(18),7 | ||||
| Selling expenses | (463,543) | (6.67) | (412,878) | (6.23) | |
| Administrative expenses | (310,478) | (4.47) | (373,969) | (5.63) | |
| Research and development expenses | (1,250,455) | (18.00) | (1,067,693) | (16.10) | |
| Total operating expenses | (2,024,476) | (29.14) | (1,854,540) | (27.96) | |
| Operating income | 1,806,404 | 26.00 | 1,834,532 | 27.66 | |
| Non-operating income and expenses | |||||
| Interest income | 6(19) | 48,949 | 0.71 | 51,539 | 0.78 |
| Other income | 6(19) | 15,526 | 0.22 | 55,048 | 0.83 |
| Other gains and losses | 4,6(19) | (16,842) | (0.24) | 38,871 | 0.58 |
| Finance costs | 4,6(19) | (1,527) | (0.02) | (1,541) | (0.02) |
| Share of profit of associates and joint ventures accounted for using the equity method | 4,6(7) | 1,703 | 0.02 | 3,491 | 0.05 |
| Total non-operating income and expenses | 47,809 | 0.69 | 147,408 | 2.22 | |
| Net income before income tax | 1,854,213 | 26.69 | 1,981,940 | 29.88 | |
| Income tax expense | 4,6(21) | (322,913) | (4.65) | (355,309) | (5.36) |
| Net income | 1,531,300 | 22.04 | 1,626,631 | 24.52 | |
| Other comprehensive income (loss) | 4,6(20),6(21) | ||||
| Items that may not be reclassified subsequently to profit or loss | |||||
| Remeasurements of defined benefit plans | 6(12) | 8,843 | 0.13 | 2,225 | 0.04 |
| Unrealized gains (losses) from equity instrument investments measured at fair value through other comprehensive income | 79,307 | 1.14 | (151,134) | (2.28) | |
| Income tax relating to those items not to be reclassified to profit or loss | (1,229) | (0.02) | 739 | 0.01 | |
| Items that may be reclassified subsequently to profit or loss | |||||
| Exchange differences resulting from translating the financial statements of foreign operations | 7 | - | 76 | - | |
| Other comprehensive income (loss), net of tax | 86,928 | 1.25 | (148,094) | (2.23) | |
| Total comprehensive income | $1,618,228 | 23.29 | $1,478,537 | 22.29 | |
| Net income for the periods attributable to: | |||||
| Owners of the parent | $1,531,300 | $1,626,631 | |||
| Total comprehensive income for the periods attributable to: | |||||
| Owners of the parent | $1,618,228 | $1,478,537 | |||
| Earning per share (in New Taiwan Dollars) | 6(22) | ||||
| Basic earnings per share (in New Taiwan Dollars) | $9.51 | $10.10 | |||
| Diluted earnings per share (in New Taiwan Dollars) | $9.26 | $9.98 |
(The accompanying notes are an integral part of the consolidated financial statements.)
6. Consolidated Statements of Changes in Equity
English Translation of Consolidated Financial Statements Originally Issued in Chinese
ITE TECH. INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
For the years ended December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| Description | Equity attributable to owners of the parent | Total equity | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Share capital | Capital surplus | Retained earnings | Other equity | Treasury shares | Equity attributable to owners of the parent | |||||
| Legal reserve | Undistributed earnings | Exchange differences resulting from translating the financial statements of foreign operations | Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income | Unearned employee compensation | ||||||
| Balance as of January 1, 2024 | $1,610,001 | $1,229,824 | $710,912 | $2,375,480 | $(247) | $499,523 | $- | $- | $6,426,293 | $6,426,293 |
| Appropriation and distribution of 2023 earnings: | ||||||||||
| Legal reserve | - | - | 165,272 | (165,272) | - | - | - | - | - | - |
| Cash dividends | - | - | - | (1,208,101) | - | - | - | - | (1,208,101) | (1,208,101) |
| Changes in other capital surplus: | ||||||||||
| Cash dividends distributed from capital surplus | - | (80,540) | - | - | - | - | - | - | (80,540) | (80,540) |
| Profit for the year ended December 31, 2024 | - | - | - | 1,626,631 | - | - | - | - | 1,626,631 | 1,626,631 |
| Other comprehensive income (loss) for the year ended December 31, 2024 | - | - | - | 1,780 | 76 | (149,950) | - | - | (148,094) | (148,094) |
| Total comprehensive income (loss) for the year ended December 31, 2024 | - | - | - | 1,628,411 | 76 | (149,950) | - | - | 1,478,537 | 1,478,537 |
| Share-based payment transactions | 49,550 | 589,533 | - | - | - | - | (526,748) | - | 112,335 | 112,335 |
| Disposal of equity instruments measured at fair value through other comprehensive income | - | - | - | 108,831 | - | (108,831) | - | - | - | - |
| Balance as of December 31, 2024 | $1,660,351 | $1,738,817 | $876,184 | $2,739,349 | $(171) | $240,742 | $(526,748) | $- | $6,728,524 | $6,728,524 |
| Balance as of January 1, 2025 | $1,660,351 | $1,738,817 | $876,184 | $2,739,349 | $(171) | $240,742 | $(526,748) | $- | $6,728,524 | $6,728,524 |
| Appropriation and distribution of 2024 earnings: | ||||||||||
| Legal reserve | - | - | 173,724 | (173,724) | - | - | - | - | - | - |
| Cash dividends | - | - | - | (1,411,299) | - | - | - | - | (1,411,299) | (1,411,299) |
| Changes in other capital surplus: | ||||||||||
| Cash dividends distributed from capital surplus | - | (83,018) | - | - | - | - | - | - | (83,018) | (83,018) |
| Profit for the year ended December 31, 2025 | - | - | - | 1,531,300 | - | - | - | - | 1,531,300 | 1,531,300 |
| Other comprehensive income for the year ended December 31, 2025 | - | - | - | 7,074 | 7 | 79,847 | - | - | 86,928 | 86,928 |
| Total comprehensive income for the year ended December 31, 2025 | - | - | - | 1,538,374 | 7 | 79,847 | - | - | 1,618,228 | 1,618,228 |
| Treasury shares acquired | - | - | - | - | - | - | - | (480) | (480) | (480) |
| Treasury shares cancellation | (150) | - | - | - | - | - | - | 150 | - | - |
| Share-based payment transactions | - | (5,710) | - | - | - | - | 211,339 | - | 205,629 | 205,629 |
| Disposal of equity instruments measured at fair value through other comprehensive income | - | - | - | 5,861 | - | (5,861) | - | - | - | - |
| Balance as of December 31, 2025 | $1,660,201 | $1,650,089 | $1,049,908 | $2,698,561 | $(164) | $314,728 | $(315,409) | $(330) | $7,057,584 | $7,057,584 |
(The accompanying notes are an integral part of the consolidated financial statements.)
7. Consolidated Statements of Cash Flows
English Translation of Consolidated Financial Statements Originally Issued in Chinese
ITE TECH. INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the years ended December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| Description | For the years ended December 31, | Description | For the years ended December 31, | ||
|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | ||
| Cash flows from operating activities: | Cash flows from investing activities: | ||||
| Profit before tax | $1,854,213 | $1,981,940 | Acquisition of financial assets at fair value through other comprehensive income | - | (37,500) |
| Adjustments for: | Proceeds from disposal of financial assets at fair value through other comprehensive income | 7,638 | 135,202 | ||
| The profit or loss items which did not affect cash flows: | Proceeds from capital return of financial assets at fair value through other comprehensive income | 38,046 | 95,000 | ||
| Depreciation | 73,331 | 66,360 | Acquisition of financial assets at fair value through profit or loss | (58,437) | (71,685) |
| Amortization | 16,454 | 13,729 | Proceeds from disposal of financial assets at fair value through profit or loss | 30,982 | - |
| Gains on financial assets at fair value through profit or loss | (1,100) | (24,074) | Acquisition of property, plant and equipment | (54,075) | (42,179) |
| Interest expenses | 1,527 | 1,541 | Acquisition of intangible assets | (1,602) | (19,147) |
| Interest income | (48,949) | (51,539) | Increase in other non-current assets | (197) | (190) |
| Dividend income | (8,516) | (18,505) | Increase in prepayment for equipment | - | (96) |
| Share-based payment expenses | 205,576 | 68,260 | Dividends received | 8,516 | 18,505 |
| Share of profit of associates and joint ventures accounted for using the equity method | (1,703) | (3,491) | Net cash (used in) provided by investing activities | (29,129) | 77,910 |
| Changes in operating assets and liabilities: | |||||
| Financial assets mandatorily measured at fair value through profit or loss | (949,245) | (348,803) | |||
| Notes receivables | 7,294 | ||||
| Trade receivables | 94,128 | (176,214) | |||
| Trade receivables from related parties | (90) | (240) | |||
| Inventories | (80,088) | (95,950) | Cash flows from financing activities: | ||
| Prepayments | (2,606) | (7,263) | Cash payment for the principal portion of the lease liabilities | (7,445) | (7,788) |
| Other current assets | (13) | 18 | Cash dividends | (1,494,317) | (1,288,641) |
| Contract liabilities | 1,568 | 4,901 | Treasury shares acquired | (480) | - |
| Trade payables | 3,261 | 49,773 | Issuance of restricted share for employees | - | 49,550 |
| Trade payables to related parties | (99,168) | 135,519 | Net cash used in financing activities | (1,502,242) | (1,246,879) |
| Other payables | 35,464 | 49,034 | |||
| Other payables to related parties | (20,527) | 22,658 | |||
| Other current liabilities | 136,878 | 62,472 | |||
| Net defined benefit liabilities | (5,426) | (26,590) | |||
| Cash generated from operating activities | 1,204,969 | 1,710,830 | |||
| Interest received | 52,324 | 54,143 | Effect of exchange rate changes on cash and cash equivalents | 114 | (22) |
| Interest paid | (1,527) | (1,541) | Net (decrease) increase in cash and cash equivalents | (629,215) | 215,477 |
| Income tax paid | (353,724) | (378,964) | Cash and cash equivalents at the beginning of the year | 3,512,546 | 3,297,069 |
| Net cash provided by operating activities | 902,042 | 1,384,468 | Cash and cash equivalents at the end of the year | $2,883,331 | $3,512,546 |
(The accompanying notes are an integral part of the consolidated financial statements.)
- Independent Auditors' Report on Parent Company Only Financial Statements
Independent Auditors' Report Translated from Chinese
To ITE Tech. Inc.
Opinion
We have audited the accompanying parent company only balance sheets of ITE Tech. Inc. ("the Company") as of December 31, 2025 and 2024, and the related parent company only statements of comprehensive income, changes in equity and cash flows for the years ended December 31, 2025 and 2024, and notes to the parent company only financial statements, including the summary of material accounting policies (together "the parent company only financial statements").
In our opinion, based on our audits and the reports of the other auditors (please refer to the Other Matter – Making Reference to the Audits of Other Auditors section of our report), the parent company only financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and its financial performance and cash flows for the years ended December 31, 2025 and 2024, in conformity with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors' Responsibilities for the Audit of the Parent Company Only Financial Statements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China (the "Norm"), and we have fulfilled our other ethical responsibilities in accordance with the Norm. Based on our audits and the reports of the other auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
-22-
-23-
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of 2025 parent company only financial statements. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Revenue recognition
The Company recognized NT$6,946,962 thousand as operating revenues for the year ended December 31, 2025, which includes sale of goods and other operating revenues for the year ended December 31, 2025. It is necessary for the Company to judge and determine the performance obligation of a contract, the timing of its satisfaction, and the estimate of the variable considerations. As a result, we determined the matter to be a key audit matter.
Our audit procedures include (but are not limited to) testing the effectiveness of internal control; assessing the appropriateness of the accounting policy for revenue recognition; conducting analytical procedures for gross profit by product; selecting the samples to perform detailed transaction tests and reviewing the significant terms of sales agreements and trade terms to determine the accuracy of the timing of revenue recognition, testing the accuracy of the sales discount calculation and reviewing the payments of refund liabilities in the subsequent period; and performing cut-off procedures on selected samples for a period before and after the reporting date.
We also considered the appropriateness of the disclosures of operating revenues. Please refer to Note 4(16), Note 5 and Note 6(15) in notes to the parent company only financial statements.
Other Matter – Making Reference to the Audits of Other Auditors
We did not audit the financial statements of certain associates and joint ventures accounted for under the equity method. Those financial statements were audited by other auditors, whose reports thereon have been furnished to us, and our opinions expressed herein are based solely on the reports of the other auditors. These associates and joint ventures under equity method amounted to NT$16,998 thousand and NT$15,295 thousand, representing 0.18% and 0.17% of parent company only total assets as of December 31, 2025 and 2024, respectively. The related shares of profit or loss from the associates and joint ventures under the equity method amounted to NT$1,703 thousand and NT$3,491 thousand, representing 0.09% and 0.18% of the parent company only net income before tax for the years ended December 31, 2025 and 2024, respectively
Responsibilities of Management and Those Charged with Governance for the Parent Company Only Financial Statements
Management is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers and for such internal control as management determines is necessary to enable the preparation of parent company only financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the parent company only financial statements, management is responsible for assessing the ability to continue as a going concern of the Company, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including audit committee, are responsible for overseeing the financial reporting process of the Company.
Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statements
Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these parent company only financial statements.
As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:
- Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
-24-
-
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control of the Company.
-
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
-
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability to continue as a going concern of the Company. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.
-
Evaluate the overall presentation, structure and content of the parent company only financial statements, including the accompanying notes, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
-
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
-25-
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of 2025 parent company only financial statements and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Hu, Shen-Chieh
Chiu, Wan-Ju
Ernst & Young, Taiwan
March 6, 2026
Notice to Readers
The accompanying financial statements are intended only to present the financial position, results of operations and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such financial statements are those generally accepted and applied in the Republic of China.
Accordingly, the accompanying financial statements and report of independent auditors are not intended for use by those who are not informed about the accounting principles or Standards on Auditing of the Republic of China, and their applications in practice. As the financial statements are the responsibility of the management, Ernst & Young cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.
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9. Parent Company Only Balance Sheets
English Translation of Financial Statements Originally Issued in Chinese
ITE TECH. INC.
PARENT COMPANY ONLY BALANCE SHEETS
As of December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| ASSETS | Notes | December 31, 2025 | December 31, 2024 | LIABILITIES AND EQUITY | Notes | December 31, 2025 | December 31, 2024 | ||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | % | Amount | % | Amount | % | Amount | % | ||||
| Current assets | Current liabilities | ||||||||||
| Cash and cash equivalents | 4, 6(1) | $2,882,002 | 31.49 | $3,512,070 | 39.95 | Contract liabilities-current | 4, 6(15) | $14,503 | 0.16 | $12,935 | 0.15 |
| Financial assets at fair value through profit or loss-current | 4, 6(2) | 1,720,667 | 18.80 | 756,350 | 8.61 | Trade payables | 437,419 | 4.78 | 434,158 | 4.94 | |
| Trade receivables, net | 4, 6(5), 6(16) | 950,012 | 10.38 | 1,044,140 | 11.88 | Trade payables to related parties | 7 | 213,453 | 2.33 | 312,621 | 3.55 |
| Trade receivables from related parties, net | 4, 6(5), 6(16), 7 | 1,177 | 0.01 | 1,087 | 0.01 | Other payables | 636,038 | 6.95 | 600,721 | 6.83 | |
| Other receivables | 7,885 | 0.09 | 8,961 | 0.10 | Other payables to related parties | 7 | 12,696 | 0.14 | 33,223 | 0.38 | |
| Inventories, net | 4, 5, 6(6) | 980,518 | 10.71 | 900,430 | 10.24 | Current tax liabilities | 4, 6(21) | 263,651 | 2.88 | 266,433 | 3.03 |
| Prepayments | 81,652 | 0.89 | 82,761 | 0.94 | Lease liabilities-current | 4, 6(17) | 3,652 | 0.04 | 3,751 | 0.04 | |
| Other current assets | 99 | - | 86 | - | Other current liabilities | 4, 5, 6(11) | 384,486 | 4.20 | 247,615 | 2.82 | |
| Total current assets | 6,624,812 | 72.37 | 6,305,885 | 71.73 | Total current liabilities | 1,965,898 | 21.48 | 1,911,457 | 21.74 | ||
| Non-current liabilities | |||||||||||
| Deferred tax liabilities | 4, 6(21) | 11 | - | - | - | ||||||
| Lease liabilities-noncurrent | 4, 6(17) | 66,952 | 0.73 | 73,390 | 0.84 | ||||||
| Net defined benefit liabilities-noncurrent | 4, 6(12) | 35,263 | 0.38 | 49,532 | 0.56 | ||||||
| Deposits received | 28,290 | 0.31 | 28,290 | 0.32 | |||||||
| Total non-current liabilities | 130,516 | 1.42 | 151,212 | 1.72 | |||||||
| Total liabilities | 2,096,414 | 22.90 | 2,062,669 | 23.46 | |||||||
| Non-current assets | |||||||||||
| Financial assets at fair value through profit or loss-noncurrent | 4, 6(2) | 265,393 | 2.90 | 254,199 | 2.89 | Equity | |||||
| Financial assets at fair value through other comprehensive income-noncurrent | 4, 6(3) | 1,148,824 | 12.55 | 1,115,201 | 12.68 | Share capital | 6(13) | ||||
| Financial assets measured at amortized cost-noncurrent | 4, 6(4), 8 | 4,230 | 0.05 | 4,230 | 0.05 | Common stock | 1,660,201 | 18.14 | 1,660,351 | 18.89 | |
| Investments accounted for using the equity method | 4, 6(7) | 19,449 | 0.21 | 17,789 | 0.20 | Capital surplus | 6(13) | 1,650,089 | 18.02 | 1,738,817 | 19.78 |
| Property, plant and equipment | 4, 6(8) | 633,623 | 6.92 | 645,159 | 7.34 | Retained earnings | 6(13) | ||||
| Eight-of-use assets | 4, 6(17) | 66,741 | 0.73 | 73,660 | 0.84 | Legal reserve | 1,049,908 | 11.47 | 876,184 | 9.97 | |
| Intangible assets | 4, 5, 6(9), 6(10) | 268,148 | 2.93 | 282,745 | 3.22 | Undistributed earnings | 2,698,561 | 29.48 | 2,739,349 | 31.16 | |
| Deferred tax assets | 4, 6(21) | 117,860 | 1.29 | 91,049 | 1.04 | Other equity | 6(14) | (845) | (0.01) | (286,177) | (3.26) |
| Other noncurrent assets | 4,928 | 0.05 | 1,276 | 0.01 | Treasury shares | 4, 6(13) | (330) | - | - | - | |
| Total non-current assets | 2,529,186 | 27.63 | 2,485,308 | 28.27 | Total equity | 7,057,584 | 77.10 | 6,728,524 | 76.54 | ||
| Total assets | $9,153,998 | 100.00 | $8,791,193 | 100.00 | Total liabilities and equity | $9,153,998 | 100.00 | $8,791,193 | 100.00 |
(The accompanying notes are an integral part of the parent company only financial statements.)
10. Parent Company Only Statements of Comprehensive Income
English Translation of Financial Statements Originally Issued in Chinese
ITE TECH, INC.
PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME
For The Years Ended December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars, Except for Earnings per Share)
| Description | Notes | For the years ended December 31, | |||
|---|---|---|---|---|---|
| 2025 | 2024 | ||||
| Amount | % | Amount | % | ||
| Operating revenues | 4, 5, 6(15), 7 | $6,946,962 | 100.00 | $6,632,578 | 100.00 |
| Operating costs | 4, 6(6), 6(17), 6(18), 7 | (3,115,963) | (44.85) | (2,943,497) | (44.38) |
| Gross profit | 3,830,999 | 55.15 | 3,689,081 | 55.62 | |
| Operating expenses | 6(14), 6(17), 6(18), 7 | ||||
| Selling expenses | (463,543) | (6.67) | (412,878) | (6.23) | |
| Administrative expenses | (310,841) | (4.48) | (374,306) | (5.64) | |
| Research and development expenses | (1,250,455) | (18.00) | (1,067,693) | (16.10) | |
| Total operating expenses | (2,024,839) | (29.15) | (1,854,877) | (27.97) | |
| Operating income | 1,806,160 | 26.00 | 1,834,204 | 27.65 | |
| Non-operating income and expenses | |||||
| Interest income | 6(19) | 48,946 | 0.71 | 51,533 | 0.78 |
| Other income | 6(19) | 15,489 | 0.22 | 55,020 | 0.83 |
| Other gains and losses | 4, 6(19) | (16,842) | (0.24) | 38,671 | 0.58 |
| Finance costs | 4, 6(19) | (1,223) | (0.02) | (1,331) | (0.02) |
| Share of profit of subsidiaries, associates, and joint ventures accounted for using the equity method | 4, 6(7) | 1,653 | 0.02 | 3,842 | 0.06 |
| Total non-operating income and expenses | 48,023 | 0.69 | 147,735 | 2.23 | |
| Net income before income tax | 1,854,183 | 26.69 | 1,981,939 | 29.88 | |
| Income tax expense | 4, 6(21) | (322,883) | (4.65) | (355,308) | (5.36) |
| Net income | 1,531,300 | 22.04 | 1,626,631 | 24.52 | |
| Other comprehensive income (loss) | 4, 6(20), 6(21) | ||||
| Items that may not be reclassified subsequently to profit or loss | |||||
| Remeasurements of defined benefit plans | 6(12) | 8,843 | 0.13 | 2,225 | 0.04 |
| Unrealized gains (losses) from equity instrument investments measured at fair value through other comprehensive income | 79,307 | 1.14 | (151,134) | (2.28) | |
| Income tax relating to those items not to be reclassified to profit or loss | (1,229) | (0.02) | 739 | 0.01 | |
| Items that may be reclassified subsequently to profit or loss | |||||
| Exchange differences resulting from translating the financial statements of foreign operations | 7 | - | 76 | - | |
| Other comprehensive income (loss), net of tax | 86,928 | 1.25 | (148,094) | (2.23) | |
| Total comprehensive income | $1,618,228 | 23.29 | $1,478,537 | 22.29 | |
| Earnings per share (in New Taiwan Dollars) | 6(22) | ||||
| Basic earnings per share (in New Taiwan Dollars) | $9.51 | $10.10 | |||
| Diluted earnings per share (in New Taiwan Dollars) | $9.26 | $9.98 |
(The accompanying notes are an integral part of the parent company only financial statements.)
11. Parent Company Only Statements of Changes in Equity
English Translation of Financial Statements Originally Issued in Chinese
ITE TECH, INC.
PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY
For The Years Ended December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| Description | Share capital | Capital surplus | Retained earnings | Other equity | Treasury shares | Total equity | |||
|---|---|---|---|---|---|---|---|---|---|
| Legal reserve | Undistributed earnings | Exchange differences resulting from translating the financial statements of foreign operations | Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income | Unearned employee compensation | |||||
| Balance as of January 1, 2024 | $1,610,801 | $1,229,824 | $710,912 | $2,375,480 | $(247) | $499,523 | $- | $- | $6,426,293 |
| Appropriation and distribution of 2023 earnings: | |||||||||
| Legal reserve | - | - | 165,272 | (165,272) | - | - | - | - | - |
| Cash dividends | - | - | - | (1,208,101) | - | - | - | - | (1,208,101) |
| Changes in other capital surplus: | |||||||||
| Cash dividends distributed from capital surplus | - | (80,540) | - | - | - | - | - | - | (80,540) |
| Profit for the year ended December 31, 2024 | - | - | - | 1,626,631 | - | - | - | - | 1,626,631 |
| Other comprehensive income (loss) for the year ended December 31, 2024 | - | - | - | 1,780 | 76 | (149,950) | - | - | (148,094) |
| Total comprehensive income (loss) for the year ended December 31, 2024 | - | - | - | 1,628,411 | 76 | (149,950) | - | - | 1,478,537 |
| Share-based payment transactions | 49,550 | 589,533 | - | - | - | - | (526,748) | - | 112,335 |
| Disposal of equity instruments measured at fair value through other comprehensive income | - | - | - | 108,831 | - | (108,831) | - | - | - |
| Balance as of December 31, 2024 | $1,660,351 | $1,738,817 | $876,184 | $2,739,349 | $(171) | $240,742 | $(526,748) | $- | $6,728,524 |
| Balance as of January 1, 2025 | $1,660,351 | $1,738,817 | $876,184 | $2,739,349 | $(171) | $240,742 | $(526,748) | $- | $6,728,524 |
| Appropriation and distribution of 2024 earnings: | |||||||||
| Legal reserve | - | - | 173,724 | (173,724) | - | - | - | - | - |
| Cash dividends | - | - | - | (1,411,299) | - | - | - | - | (1,411,299) |
| Changes in other capital surplus: | |||||||||
| Cash dividends distributed from capital surplus | - | (83,018) | - | - | - | - | - | - | (83,018) |
| Profit for the year ended December 31, 2025 | - | - | - | 1,531,300 | - | - | - | - | 1,531,300 |
| Other comprehensive income for the year ended December 31, 2025 | - | - | - | 7,074 | 7 | 79,847 | - | - | 86,928 |
| Total comprehensive income for the year ended December 31, 2025 | - | - | - | 1,538,374 | 7 | 79,847 | - | - | 1,618,228 |
| Treasury shares acquired | - | - | - | - | - | - | - | (480) | (480) |
| Treasury shares cancellation | (150) | - | - | - | - | - | - | 150 | - |
| Share-based payment transactions | - | (5,710) | - | - | - | - | 211,339 | - | 205,629 |
| Disposal of equity instruments measured at fair value through other comprehensive income | - | - | - | 5,861 | - | (5,861) | - | - | - |
| Balance as of December 31, 2025 | $1,660,201 | $1,650,089 | $1,049,908 | $2,698,561 | $(164) | $314,728 | $(315,409) | $(330) | $7,057,584 |
(The accompanying notes are an integral part of the parent company only financial statements.)
12. Parent Company Only Statements of Cash Flows
English Translation of Financial Statements Originally Issued in Chinese
ITE TECH. INC.
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
For The Years Ended December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| Description | For the years ended December 31, | Description | For the years ended December 31, | ||
|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | ||
| Cash flows from operating activities: | Cash flows from investing activities: | ||||
| Profit before tax | $ 1,854,183 | $ 1,981,939 | Acquisition of financial assets at fair value through other comprehensive income | - | (37,500) |
| Adjustments for: | Proceeds from disposal of financial assets at fair value through other comprehensive income | 7,638 | 135,202 | ||
| The profit or loss items which did not affect cash flows: | Proceeds from capital return of financial assets at fair value through other comprehensive income | 38,046 | 95,000 | ||
| Depreciation | 69,064 | 62,086 | Acquisition of financial assets at fair value through profit or loss | (58,437) | (71,685) |
| Amortization | 16,323 | 13,589 | Proceeds from disposal of financial assets at fair value through profit or loss | 30,982 | - |
| Gains on financial assets at fair value through profit or loss | (1,100) | (24,074) | Acquisition of property, plant and equipment | (53,536) | (41,459) |
| Interest expenses | 1,223 | 1,331 | Acquisition of intangible assets | (1,602) | (19,147) |
| Interest income | (48,946) | (51,533) | Increase in other non-current assets | (179) | (640) |
| Dividend income | (8,516) | (18,505) | Increase in prepayment for equipment | - | (96) |
| Share-based payment expenses | 205,576 | 68,260 | Dividends received | 8,516 | 18,505 |
| Share of profit of subsidiaries, associates, and joint ventures accounted for using the equity method | (1,653) | (3,842) | Net cash (used in) provided by investing activities | (28,572) | 78,180 |
| Changes in operating assets and liabilities: | |||||
| Financial assets mandatorily measured at fair value through profit or loss | (949,245) | (348,803) | |||
| Notes receivables | - | 7,294 | |||
| Trade receivables | 94,128 | (176,214) | |||
| Trade receivables from related parties | (90) | (240) | |||
| Inventories | (80,088) | (95,950) | Cash flows from financing activities: | ||
| Prepayments | (2,460) | (7,037) | Cash payment for the principal portion of the lease liabilities | (3,638) | (3,751) |
| Other current assets | (13) | 18 | Cash dividends | (1,494,317) | (1,288,641) |
| Contract liabilities | 1,568 | 4,901 | Treasury shares acquired | (480) | - |
| Trade payables | 3,261 | 49,773 | Issuance of restricted share for employees | - | 49,550 |
| Trade payables to related parties | (99,168) | 135,519 | Net cash used in financing activities | (1,498,435) | (1,242,842) |
| Other payables | 35,370 | 49,034 | |||
| Other payables to related parties | (20,527) | 22,658 | |||
| Other current liabilities | 136,871 | 62,460 | |||
| Net defined benefit liabilities | (5,426) | (26,590) | |||
| Cash generated from operating activities | 1,200,335 | 1,706,074 | |||
| Interest received | 52,321 | 54,137 | |||
| Interest paid | (1,223) | (1,331) | Net (decrease) increase in cash and cash equivalents | (629,268) | 215,255 |
| Income tax paid | (353,694) | (378,963) | Cash and cash equivalents at the beginning of the year | 3,512,070 | 3,296,815 |
| Net cash provided by operating activities | 897,739 | 1,379,917 | Cash and cash equivalents at the end of the year | $ 2,882,802 | $ 3,512,070 |
(The accompanying notes are an integral part of the parent company only financial statements.)
13. Director's Remuneration Policy, Content and Amount of Individual Remuneration
(1) Content and amount of individual director’s remuneration
Unit: share(s); Unit: NT$1,000,%
| Title | Name | Directors’ Remuneration | The sum of A, B, C and D & in proportion to net profit after tax (%) | Remuneration to the capacity as employees | The sum of A, B, C, D, E, F and G & in proportion to net profit after tax (%) | Remuneration received from an invested company other than the company’s subsidiary or parent company | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Base Compensation(A) | Pension(B) | Directors’ Compensation (C) (note 3) | Business execution expenses (D) | Salaries, bonus and special disbursement (E) | Pension (F) | Employees’ Compensation (G) (note 2) | ||||||||||||||||
| The Company | Consolidated Entities | The Company | Consolidated Entities | The Company | Consolidated Entities | The Company | Consolidated Entities | The Company | Consolidated Entities | The Company | Consolidated Entities | The Company | Consolidated Entities | The Company | Consolidated Entities | The Company | Consolidated Entities | |||||
| Cash | Stock | Cash | Stock | |||||||||||||||||||
| Chairman | Vincent Hu | -- | -- | -- | -- | 2,372 | 2,372 | 20 | 20 | 2,392 | 2,392 | 9,936 | 9,936 | -- | -- | 3,100 | -- | 3,100 | -- | 2.07 | 2.07 | -- |
| 0.14 | 0.14 | |||||||||||||||||||||
| Director | H.Y. Lin | -- | -- | -- | -- | 2,372 | 2,372 | 20 | 20 | 2,392 | 2,392 | |||||||||||
| 0.14 | 0.14 | |||||||||||||||||||||
| Director | UMC (note 1) | -- | -- | -- | -- | 2,372 | 2,372 | 20 | 20 | 2,392 | 2,392 | |||||||||||
| Legal representative: Bellona Chen | 0.14 | 0.14 | ||||||||||||||||||||
| Independent Director | Yi Tsung Huang | 420 | 420 | -- | -- | 2,372 | 2,372 | 80 | 80 | 2,872 | 2,872 | |||||||||||
| 0.17 | 0.17 | |||||||||||||||||||||
| Independent Director | Steven Hsu | 420 | 420 | -- | -- | 2,372 | 2,372 | 80 | 80 | 2,872 | 2,872 | |||||||||||
| 0.17 | 0.17 | |||||||||||||||||||||
| Independent Director | Robert Chen | 420 | 420 | -- | -- | 2,372 | 2,372 | 80 | 80 | 2,872 | 2,872 | |||||||||||
| 0.17 | 0.17 | |||||||||||||||||||||
| Independent Director | Fantine Lee | 420 | 420 | -- | -- | 2,372 | 2,372 | 75 | 75 | 2,867 | 2,867 | |||||||||||
| 0.17 | 0.17 | |||||||||||||||||||||
| Note 1: Bellona Chen is the representative of the corporate director United Microelectronics Corporation; Ms. Chen attends the Board of Directors on its behalf. The business execution expenses are paid to the director personally, while the director remuneration is paid to the corporate director itself. | ||||||||||||||||||||||
| Note 2: The employees’ compensation was approved by the Company’s Board of Directors and Compensation and Remuneration Committee on Mar. 06, 2026. | ||||||||||||||||||||||
| Note 3: The amount of directors’ remuneration approved by the Board of Directors and Compensation and Remuneration Committee on Mar. 06, 2026 was NT$16,602 thousand. The directors’ remuneration was disclosed in NT$1,000 amounts. |
(2). Director’s remuneration policy
The Company’s directors’ remuneration includes base compensation, business execution expenses and directors’ compensation. The base compensation is paid to the independent directors monthly after being approved by the Remuneration Committee and the Board of Directors with reference to industry standards. Business execution fees are based on industry standards and are paid according to the attendance of directors (including independent directors) at board meetings and the attendance of independent directors at audit committee meetings. According to Article 26-1 of Incorporation, if the Company makes a profit in the current year, it shall set aside no more than 1% thereof for director remuneration. The remuneration allocated to each director is determined with consideration of the director's performance and level of participation in operations, and is submitted to the shareholders' meeting after being reviewed by the Remuneration Committee and approved by the Board of Directors.
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- Earnings Distribution Table
ITE Tech. Inc.
2025 Earnings Distribution Table
Unit: NT$
| Item | Amount | |
|---|---|---|
| Subtotal | Total | |
| Beginning balance | 1,154,326,730 | |
| Net profit after tax for the current year | 1,531,299,718 | |
| Add: Disposal of financial assets at fair value through Other Comprehensive income | 5,860,718 | |
| Add: Actuarial gain on defined benefit plan | 7,074,547 | |
| Amount of net profit after tax for the current period, plus the amount of items other than the net profit after tax for the current period that are recorded in undistributed earnings for the current year | 1,544,234,983 | |
| Less: Legal reserve appropriated | (154,423,498) | 1,389,811,485 |
| Distributable earnings | 2,544,138,215 | |
| Distributions: | ||
| Shareholders cash dividend (The proposed dividend NT$7.5 per share) | (1,244,903,430) | |
| Ending undistributed earnings | 1,299,234,785 |
Chairman: Vincent Hu
President: Mason Tung
Chief Financial Officer: Alice Hsu
- Comparison Table of Amended Articles in the Articles of Incorporation
ITE Tech. Inc.
Comparison Table of Amended Articles in the Articles of Incorporation
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| Articles No. | Content of Article before Amendment | Content of Article after Amendment | Basis and Reasons for Amendment |
|---|---|---|---|
| Article 6 | The Company's share certificates shall be issued after being numbered, affixed with the signatures or seals of three or more directors, and then duly certified by the competent authority or an issuance registration institution approved thereby. When new shares are issued, the share certificates may be printed in a single consolidated certificate. For shares issued by the Company, the Company may be exempted from printing the share certificates for such shares provided that such shares are registered with the central securities depository institution. | The share certificates of the Company shall all be name-bearing share certificates and issued in accordance with the Company Act and relevant rules and regulations of the Republic of China. In compliance with the relevant provisions of the Company Act, rules and regulations of the Republic of China, the Company may be exempted from printing any share certificate for the shares issued. | Amended in accordance with the law |
| Article 31 | These Articles of Incorporation were established on April 22, 1996. (Omitted) | ||
| The 19th revision was made on June 21, 2022. | |||
| The 20th revision was made on May 26, 2025. | These Articles of Incorporation were established on April 22, 1996. (Omitted) | ||
| The 19th revision was made on June 21, 2022. | |||
| The 20th revision was made on May 26, 2025. | |||
| The 21st revision was made on May 28, 2026. | Addition of the revision date |
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