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SYN PROP & TECH S.A. Earnings Release 2025

Apr 13, 2026

53185_rns_2026-04-13_2fcdfa20-fe1d-4667-a69b-1f7291b7af47.pdf

Earnings Release

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(Convenience Translation into English from the Original Previously Issued in Portuguese)

SYN Prop e Tech S.A.

Individual and Consolidated Financial Statements for the Year Ended December 31, 2025 and Independent Auditor's Report

Deloitte Touche Tohmatsu Auditores Independentes Ltda.


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SHOPPING CIDADE SÃO PAULO

SYN

EARNINGS RELEASE

4Q25

INVESTOR RELATIONS


EARNINGS RELEASE | 4Q25

SYN

MESSAGE FROM THE MANAGEMENT

The year 2025 was marked by a challenging macroeconomic environment, characterized by persistently high interest rates, increased investor selectivity, and a fiscal backdrop that kept risk aversion at elevated levels. Even within this context, SYN advanced consistently in executing its strategic agenda, supported by the quality of its portfolio, financial discipline, and strong execution capabilities.

Throughout the year, we continued the portfolio recycling process initiated in 2024, consolidating a leaner, more efficient structure focused on higher-quality assets. In April, we anticipated the final installment of the transaction with XP Malls FII, amounting to R$590.5 million, directing part of these resources to the full prepayment of the 12th debenture. In November, we concluded the sale of Shopping D and finalized the receipt of installments from the Edificio Brasília Machado, totaling R$32.5 million over the course of 2025. These initiatives reinforce our disciplined capital allocation strategy.

From an operational standpoint, we maintained the consistent improvement trajectory observed over recent quarters. In shopping centers, same-property NOI grew 8.5% year over year, driven by a 4.1% increase in same-store sales (SSS) and a 5.9% growth in same-store rent (SSR). The enhancement of the tenant mix—with the entry of more relevant and resilient brands—contributed to this performance, reinforcing the assets' commercial attractiveness. Physical occupancy remained high at 96.0%, while mall and media revenues increased by 19%, demonstrating the shopping centers' ability to generate new revenue streams beyond base rent.

In the office segment, demand conditions remained favorable for well-located, high-quality assets. Same-property NOI increased 9.9% during the year, with Triple A assets standing out, as physical occupancy rose by 6.2 percentage points, reflecting improved market liquidity and the competitiveness of our properties. Class A buildings (ex-ITM) closed the year with 100% occupancy, further underscoring the resilience of these assets.

In the logistics segment, we completed in March 2026 the delivery of the final phase of CLD, a development totaling 129 thousand sqm of GLA. CLD has established itself as a key execution case for SYN, demonstrating product accuracy, construction cycle efficiency, and strong commercial adherence. One hundred percent of the phases delivered in 2025 are leased, with the remaining areas under advanced negotiations.

We ended 2025 with a stronger and more balanced capital structure. Leverage reached 3.8x Net Debt / LTM Adjusted EBITDA, with 86.6% of debt indexed to IPCA and an average cost equivalent to 76.2% of CDI.

The reduction in indebtedness, initiated in 2024 and deepened throughout 2025, played a key role in enabling us to navigate a year of high SELIC rates with greater resilience. Deleveraging and the requalification of the capital structure significantly mitigated the impact of rising interest rates on financial expenses, preserving cash generation and enhancing earnings predictability. This conservative and proactive approach provided additional room for the Company to continue investing in operational efficiency and asset maturation.

This disciplined strategy allowed us to return R$464 million to shareholders in 2025 through dividends and capital reduction. Over the past five years, we have returned R$2.79 billion to our investors—a direct reflection of SYN's commitment to sustainable shareholder value creation.

Looking ahead to 2026, we remain committed to financial discipline, continuous improvement of operational metrics, and capturing opportunities for portfolio recycling and asset optimization. With a more qualified portfolio, a strengthened capital structure, and a clear value-creation agenda, we begin the year on solid footing to continue expanding profitability and reinforcing our position in the Brazilian commercial real estate market.


EARNINGS RELEASE | 4Q25

SYN

1. SUMMARY INDICATORS

FINANCIAL INDICATORS

PROFORMA R$ million 4Q25 4Q24 Var. % 2025 2024 Var. %
Adjusted Net Revenue 60.5 62.8 -3.6% 227.5 281.0 -19.0%
Same Properties NOI 23.2 21.3 8.9% 88.9 81.7 8.8%
Adjusted EBITDA 23.2 28.5 -18.4% 83.7 124.1 -32.6%
Adjust EBITDA Margin (ex Park Place) 53.8% 62.9% -9.0 pp. 53.7% 59.9% -6.2 pp.
Adjusted FFO 11.3 21.3 -47.0% 56.8 81.5 -30.2%
Adjusted FFO Margin 18.6% 33.9% -15.2 pp. 25.0% 29.0% -4.0 pp.
Adjusted Net Income 7.6 16.5 -53.8% 40.6 57.8 -29.8%
Adjusted Net Margin 12.6% 26.3% -13.7 pp. 17.8% 20.6% -2.7 pp.

OPERATIONAL INDICATORS

4Q25 4Q24 Var. %
Physical Occupancy (SYN portfolio) 1 96.4% 92.9% 3.5 pp.
Financial Occupancy (SYN portfolio) 1 96.2% 94.0% 2.2 pp.
Own Portfolio ('000 sqm) 102.8 97.4 5.5%
Portfolio Under Management ('000 sqm) 303.2 369.9 -18.0%

1 Disregarding the ITM asset.


ACHIEVEMENTS

DIVIDENDS

In December, according to the Notice to Shareholders, the Board Meeting approved the distribution of R$64.0 million in Dividends, corresponding to R$0.41 per share of the Company. The amount was paid on December 19, 2025, based on the shareholding position of the Company's shares on December 12, 2025.

SHOPPING D TRANSACTION

In November, according to a Notice to the Market, SYN concluded the sale, together with XP Malls, of the entire stake in Shopping D. The value of the transaction, referring to SYN's stake, was R$ 8.9 million.

CONCLUSION OF THE SALE OF BRASÍLIO MACHADO

In November, according to the Notice to the Market, the Company received the sixth and final installment related to the sale of the Brasílio Machado Building, in the amount of R$ 4.1 million. In all, SYN received R$ 32.5 million for the transaction throughout the year.

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SUBSEQUENT EVENTS

GREAT PLACE TO WORK INDEX–B3 IGPTWB3

SYN is now part of B3's Great Place to Work Index ("IGPTW") portfolio, which brings together listed companies certified by GPTW, recognized for people management practices, organizational culture and excellence in the work environment. This inclusion recognizes the Company's efforts to build a sustainable corporate environment, in line with the best governance practices.

COMPLETION OF THE CLD WORKS

The works on the CLD logistics warehouse were completed in March 2026, with the delivery of the fourth and final phase of the project. The project consists of four phases, which add up to 129 thousand m² of leasable area. The three phases delivered by 2025 are 100% leased. See page 12 for details.

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EARNINGS RELEASE | 4Q25

SYN

2. OPERATIONAL PERFORMANCE

2.1 OCCUPANCY RATES - SYN PORTFOLIO

PHYSICAL OCCUPATION ¹

At the end of 4Q25, the physical occupancy of SYN's portfolio, calculated based on the leasable area occupied over the total available area, reached 96.4%. The phases already delivered of the CLD shed are 100% leased, as detailed on page 12.

FINANCIAL OCCUPATION ¹

Financial occupancy, measured by the potential revenue of the occupied areas over the total potential revenue of the portfolio, ended the quarter at 96.2%. As with physical occupancy, the financial vacancy of the CLD warehouse was incorporated into the consolidated indicator as of 1Q25.

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Total Physical Occupation
Exclusion of the vacancy of Brasílio Machado

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Total Financial Occupation
Exclusion of the vacancy of Brasílio Machado

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¹ The analysis does not consider the ITM asset.
² The sale of the Brasílio Machado Building was completed in November 2025.

The analyses presented in this section refer exclusively to management data, without considering accounting consolidation effects, when applicable.


EARNINGS RELEASE | 4Q25

SYN

2. OPERATIONAL PERFORMANCE

2.2 SHOPPING MALLS

SYN ended the quarter with total sales of R$ 953 million, representing a growth of 4.7% compared to 4Q24. In the year, sales reached R$ 3.1 billion, an increase of 5.7% compared to 2024.

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Tietê Plaza stood out in the quarter, representing 25% of total sales in the portfolio and with a 6.1% growth in sales in 4Q25 compared to 4Q24.

The occupancy cost of shopping malls, measured by the ratio between cost and total sales, was 11.8% in 2025, in line with the performance of 2024.

The evolution of sales between 4Q24 and 4Q25 reflects the increase in occupancy and the qualification of the store mix. In addition to the growth in the sale of existing operations (SSS), there was an increase of R$ 66 million from new operations.

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The flow of vehicles in the malls totaled 1.8 million in 4Q25 and 6.4 million during the year.

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VEHICLE FLOW (million vehicles)

1 The analyses carried out in this section consider the data of the 4 malls in SYN's current portfolio for the years 2024 and 2025.


EARNINGS RELEASE | 4Q25

SYN

2. OPERATIONAL PERFORMANCE

2.2 SHOPPING MALLS

In 4Q25, same-store sales (SSS) grew 3.4% compared to 4Q24, while same-store rent (SSR) advanced 6.2% in the same period. In the cumulative index for the year (2025), the SSS recorded an increase of 4.1% and the SSR grew 5.9% in relation to 2024, values higher than the IGP-M in the period, of negative 1.05%.

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SAME STORE SALES (SSS)

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SAME STORE RENTAL (SSR)

OCCUPATION

Occupancy rates in malls remained at high levels at the end of 4Q25, with physical occupancy of 96.0% and financial occupancy of 96.5%.

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PHYSICAL OCCUPATION

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FINANCIAL OCCUPATION


EARNINGS RELEASE | 4Q25

SYN

2. OPERATIONAL PERFORMANCE

2.3 CORPORATE BUILDINGS

The physical and financial occupancy rates of SYN's corporate buildings at the end of 4Q25 were both 94.6%.

In the buildings classified as Triple A, physical occupancy was 70.6%, mainly impacted by the vacancy of the CEO Building, which improved by 20 p.p. compared to the beginning of the year. In Class A buildings, physical occupancy reached 100.0%.

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PHYSICAL OCCUPATION 1

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FINANCIAL OCCUPATION 1

Exclusion of the vacancy of Brasílio Machado 2

1 The analysis does not consider the ITM asset.
2 The sale of the Brasílio Machado Building was completed in November 2025.

LEASE AGREEMENTS

| REVISIONS 3
(% OF REVENUE) | 5.7% | 82.9% | 9.5% | 0.0% | 0.0% |
| --- | --- | --- | --- | --- | --- |
| | 2026 | 2027 | 2028 | 2029 | 2030+ |
| MATURITY 3
(% OF REVENUE) | 2.9% | 33.2% | 2.6% | 1.8% | 59.5% |
| | 2026 | 2027 | 2028 | 2029 | 2030+ |

3 Considers only future maturity and revisions.


EARNINGS RELEASE | 4Q25

SYN

2. OPERATIONAL PERFORMANCE

2.4 WAREHOUSES

The CLD is a logistics warehouse strategically located at the junction of the Presidente Dutra Highway and the Fernão Dias Highway. The project is divided into four phases that add up to 129 thousand m² of leasable area. By the end of 2025, Phases 1, 2 and 3 were delivered, which operate at 100% occupancy. Phase 4 was completed in March/26.

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SYN holds a direct interest of 17.0% in the project and an indirect interest through 23.9% of the shares of a FIP managed by SPX, which owns 38.3% of the CLD. Considering the direct and indirect interest (net of exchange), the Company's total interest in the project is approximately 26.2%, which corresponds to 19,415 m² already delivered and 33,656 m² in total, considering the remaining phases.

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SUMMARY PHASES 1 + 2 + 3

111,693 sqm

Total GLA

$$
19,021 \text{ sqm} \quad \text{SYN GLA(Direct)}^1 + \frac{10,224 \text{ sqm}}{\text{SYN GLA (Indirect)}} = \frac{29,245 \text{ sqm}}{\text{SYN GLA (Total)}^2}
$$

100%

Physical Occupation

1 Direct participation of 17% of SYN (net of exchange).

2 Including indirect participation via FIP managed by SPX (net of exchange),


EARNINGS RELEASE | 4Q25

SYN

3. FINANCIAL PERFORMANCE (PROFORMA)

3.1 NET REVENUE

SYN's Recurring Revenue totaled R$ 66.4 million in 4Q25, representing a reduction of 1.7% compared to the same period in 2024. Rental revenue increased by 1.9%. The decrease in the result of the malls reflects exclusively accounting effects of comparison between periods, with no deterioration in operating performance, which showed a positive evolution in the quarter.

The accumulated indicators, on the other hand, reflect the changes in the shares of assets, resulting from transactions carried out in 2024.

PROFORMA R$ '000 4Q25 4Q24 Var. % 2025 2024 Var. %
Rent of Corporate Buildings Net Revenue 1 7,930 6,912 14.7% 30,779 32,638 -5.7%
Rent of Shopping Malls Net Revenue 1 18,135 18,585 -2.4% 68,853 113,920 -39.6%
Rent of Warehouse 1,373 1,426 -3.7% 4,187 2,748 52.3%
Subtotal Property Rents 27,438 26,924 1.9% 103,819 149,306 -30.5%
Assignment of Right of Use (ARU) 349 495 -29.5% 1,568 2,286 -31.4%
Rent of Properties + ARU 27,787 27,419 1.3% 105,387 151,592 -30.5%
Services 12,543 12,370 1.4% 50,951 49,552 2.8%
Parking Lot 26,049 27,764 -6.2% 91,288 93,248 -2.1%
Subtotal Recurring Revenue 66,378 67,552 -1.7% 247,626 294,392 -15.9%
Sales and Incorporation 2 -760 5,687 -113.4% 3,710 751,017 -99.5%
Tax deduction -5,894 -5,682 3.7% -21,553 -49,067 -56.1%
TOTAL 59,725 67,557 -11.6% 229,784 996,342 -76.9%

1 The rental revenues of buildings and shopping malls are presented net of the discounts for the period and the linearization of the discounts granted in the COVID-19 pandemic.
2 The revenue reported in this line includes only the amounts corresponding to the properties sold via the sale of an ideal fraction of real estate in the respective SPEs. The remaining amount is reported in the "Other net operating income (expenses)" line, on page 23, already net of expenses.

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NET REVENUE BY SEGMENT (R$MM)

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EARNINGS RELEASE | 4Q25

SYN

3. FINANCIAL PERFORMANCE (PROFORMA)

3.2 COSTS

SYN's total costs in 4Q25 totaled R$ 29.2 million, representing an increase of 5.4% compared to 4Q24.

The total cumulative cost for the year decreased by 80.7%. Recurring costs, excluding the effects of sales made in 2024, fell by 53.6% compared to the same period of the previous year.

PROFORMA R$ '000 4Q25 4Q24 Var. % 2025 2024 Var. %
Corporate Buildings 3,447 1,865 84.8% 13,620 13,264 2.7%
Shopping Malls 3,052 3,685 -17.2% 14,673 146,830 -90.0%
Warehouses 90 547 -83.5% 583 788 -26.0%
Subtotal Properties 6,589 6,097 8.1% 28,876 160,882 -82.1%
Services 2,680 2,588 3.5% 11,024 12,475 -11.6%
Parking Lot 20,125 20,191 -0.3% 76,708 77,813 -1.4%
Subtotal Revenues ex sales 29,393 28,875 1.8% 116,609 251,170 -53.6%
Real Estate Sales -233 -1,220 -80.9% -141 350,894 -100.0%
TOTAL 29,160 27,655 5.4% 116,468 602,064 -80.7%

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EARNINGS RELEASE | 4Q25

SYN

3. FINANCIAL PERFORMANCE (PROFORMA)

3.3 NOI

SYN's NOI in 4Q25 was R$ 24.8 million, 5.5% lower than in 4Q24. The NOI of shopping malls decreased by 3.5% compared to the same quarter of 2024. In the office segment, NOI decreased 10.5% compared to 4Q24.

PROFORMA R$ '000 4Q25 4Q24 Var. % 2025 2024 Var. %
Rent Net Revenue 1 27,438 26,924 1.9% 103,819 149,306 -30.5%
Assignment of Right of Use 349 495 -29.5% 1,568 2,286 -31.4%
Direct Expenses with Developments -3,060 -2,020 51.5% -12,731 -17,713 -28.1%
(+) Linearization of discounts 131 808 -83.8% 1,468 8,213 -82.1%
(+) PDD -40 44 -191.3% -238 -3,198 -92.6%
NOI 2 24,818 26,251 -5.5% 93,886 138,895 -32.4%
NOI Corporate Buildings 5,811 6,496 -10.5% 22,883 26,762 -14.5%
NOI Shopping Malls 2 17,271 17,895 -3.5% 65,415 107,402 -39.1%
Assignment of Right of Use (ARU) 349 495 -29.5% 1,568 2,286 -31.4%
NOI Warehouse 1,386 1,364 1.6% 4,020 2,445 64.4%
NOI Margin ex CDU 87.7% 90.7% -3.0 pp. 86.1% 83.8% 2.2 pp.
NOI Corporate Buildings Margin 73.3% 94.0% -20.7 pp. 74.3% 82.0% -7.6 pp.
NOI Shopping Malls Margin (ex ARU) 94.6% 92.3% 2.3 pp. 93.0% 87.9% 5.1 pp.

1 Considerado receita bruta de locação menos descontos concedidos, conforme página 13.
2 A diminuição do NOI dos shoppings reflete efeitos exclusivamente contábeis de comparação entre períodos. Considerando apenas o efeito caixa, o NOI dos shoppings aumentou 7,0% no 4T25 em relação ao 4T24, e o NOI total aumentou 8,8%.

NOI Same Properties

The same properties NOI reflects the operating result of the projects in operation in the two periods compared, considering the Company's participation at the end of 4Q25. The indicator grew 8.9% in the quarter, compared to 4Q24, with an increase of 12.7% in buildings, driven by higher occupancy, and 7.6% in shopping malls. In the year, the NOI was 8.8% higher than in 2024.

PROFORMA R$ '000 4Q25 4Q24 Var. % 2025 2024 Var. %
NOI Corporate Buildings (Same Properties) 5,874 5,213 12.7% 23,298 21,195 9.9%
NOI Shopping Malls (Same Properties) 17,286 16,061 7.6% 65,577 60,460 8.5%
Same Properties NOI 23,159 21,275 8.9% 88,875 81,655 8.8%

EARNINGS RELEASE | 4Q25

SYN

3. FINANCIAL PERFORMANCE (PROFORMA)

3.4 FINANCIAL RESULT

SYN's financial expenses totaled R$ 14.8 million in 4Q25, a reduction of 47.6% compared to the same period in 2024. The drop is mainly due to the prepayment of the 12th debenture, in April 2025

The financial expense of operations indexed to the CDI decreased by 80.7% in 4Q25 compared to 4Q24, and the expense related to the debt linked to the IPCA decreased by 17.3%.

The Company continues to monitor the market in search of opportunities that promote greater efficiency in its capital structure.

PROFORMA R$ '000 4Q25 4Q24 Var. % 2025 2024 Var. %
Financial Expenses -14,754 -28,176 -47.6% -91,271 -124,117 -26.5%
Financial Revenue 9,491 53,508 -82.3% 84,390 134,590 -37.3%
Financial Result -5,263 25,332 -120.8% -6,881 10,472 -165.7%
(-) Non-recurring monetary updates 1 -1,763 -18,274 -90.4% 5,805 -17,682 -132.8%
Adjusted Financial Result -7,025 7,058 -199.5% -1,077 -7,210 -85.1%

1 Non-recurring currency updates, mainly related to 2024 sales, and mark-to-market effects.

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Financial Expenses

12.24% 11.24% 10.51% 10.43% 11.14% 12.95% 14.48% 14.90% 14.90%
3.17% 7.49% 4.07% 2.30% 5.70% 8.24% 5.12% 1.57% 3.04%

CDI 1

IPCA

1 Annualized average quarter rate.


EARNINGS RELEASE | 4Q25

SYN

3. FINANCIAL PERFORMANCE (PROFORMA)

3.5 NET INCOME

SYN recorded net income of R$ 6.3 million in 4Q25. Adjusted net income, excluding non-recurring effects, totaled R$7.6 million, equivalent to R$ 0.050 per share.

PROFORMA R$ '000 4Q25 4Q24 Var. % 2025 2024 Var. %
Profit before minority interest 6,256 59,239 -89.4% 64,634 544,437 -88.1%
(+) Minority interest 0 651 -100.0% 0 1,818 -100.0%
Profit/Loss for the Period 6,256 59,890 -89.6% 64,634 546,255 -88.2%
(-) Other net operating income (expenses) 1 -1,455 -41,442 -96.5% -35,651 -356,841 -90.0%
(-) Sales Result and Tax 760 3,357 -77.4% -3,092 -265,472 -98.8%
(-) Capitalized Interest 333 333 0.0% 1,331 108,132 -98.8%
(-) Discounts Linearization 131 808 -83.8% 1,468 8,213 -82.1%
(-) Effects from asset sales 2 414 -18,274 -102.3% 0 -20,436 -100.0%
(-) Others 1,196 11,842 -89.9% 11,903 37,964 -68.6%
Adjusted Net Income 7,635 16,514 -53.8% 40,593 57,815 -29.8%
Adjusted Net Revenue 60,486 62,762 -3.6% 227,532 281,038 -19.0%
Adjusted Net Margin 12.6% 26.3% -13.7 pp. 17.8% 20.6% -2.7 pp.
Adjusted Net Income per Share (R$) 0.050 0.108 -53.8% 0.266 0.379 -29.8%

1 Sale of Brasílio Machado and effects of sales to XP Malls via SPE quotas.
2 Non-recurring monetary updates, mainly related to the sale to XP Malls in 2024.

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EARNINGS RELEASE | 4Q25

SYN

3. FINANCIAL PERFORMANCE (PROFORMA)

3.6 ADJUSTED FFO

SYN's FFO totaled R$ 9.9 million in 4Q25, representing a decrease of 84.5% compared to 4Q24. Over the past 12 months, the FFO Yield was 10.0%³. Adjusted FFO was R$ 11.3 million in the quarter, a decrease of 47.0% year-on-year. The adjustments mainly refer to the effects of equity resulting from corporate reorganizations carried out in the period.

PROFORMA R$ '000 4Q25 4Q24 Var. % 2025 2024 Var. %
Profit / Loss for the Period (Controlling Shareholders) 6,256 59,239 -89.4% 64,634 544,437 -88.1%
(+) Depreciation and Amortization 3,645 4,758 -23.4% 16,249 36,964 -56.0%
FFO 9,900 63,997 -84.5% 80,884 581,401 -86.1%
(-) Other net operating income (expenses)¹ -1,455 -41,442 -96.5% -35,651 -356,841 -90.0%
(-) Sales Result and Tax 760 3,357 -77.4% -3,092 -265,472 -98.8%
(-) Capitalized Interest 333 333 0.0% 1,331 108,132 -98.8%
(-) Discounts Linearization 131 808 -83.8% 1,468 8,213 -82.1%
(-) Effects from asset sales² 414 -18,274 -102.3% 0 -20,436 -100.0%
(-) Others 1,196 12,492 -90.4% 11,903 26,472 -55.0%
AFFO 11,280 21,272 -47.0% 56,843 81,470 -30.2%
Adjusted Net Revenue 60,486 62,762 -3.6% 227,532 281,038 -19.0%
Adjusted FFO Margin 18.6% 33.9% -15.2 pp. 25.0% 29.0% -4.0 pp.

¹ Sale of Brasília Machado and effects of sales to XP Malls via SPE quotas.
² Non-recurring monetary updates, mainly related to the sale to XP Malls in 2024.
³ Calculated on the average market cap of the period.

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EARNINGS RELEASE | 4Q25

SYN

3. FINANCIAL PERFORMANCE (PROFORMA)

3.7 ADJUSTED EBITDA

In 4Q25, SYN's EBITDA totaled R$ 20.1 million. Adjusted EBITDA, which excludes non-recurring effects, was R$ 23.2 million in the period.

Excluding the result of Park Place — the company responsible for managing the parking lots of buildings and shopping malls — the EBITDA margin was 53.8%, representing an increase of 15.4 p.p. compared to the quarter's Adjusted EBITDA margin. This effect stems from the transfer of parking revenue directly to the developments.

PROFORMA R$ '000 4Q25 4Q24 Var. % 2025 2024 Var. %
Profit/Loss for the Period (Controlling Shareholders) 6,256 59,239 -89.4% 64,634 544,437 -88.1%
(+) IRPJ and CSSL 4,936 24,412 -79.8% 27,235 142,562 -80.9%
(+) Financial Result 5,263 -25,332 -120.8% 6,881 -10,472 -165.7%
(+) Depreciation and Amortization 3,645 4,758 -23.4% 16,249 36,964 -56.0%
EBITDA 20,099 63,077 -68.1% 114,999 713,491 -83.9%
(-) Other net operating income (expenses) 1 -1,455 -41,442 -96.5% -35,651 -356,841 -90.0%
(-) Sales Result and Tax 760 -6,781 -111.2% -3,092 -372,581 -99.2%
(-) Capitalized Interest 333 333 0.0% 1,331 108,132 -98.8%
(-) Discounts Linearization 131 808 -83.8% 1,468 8,213 -82.1%
(-) Others 3,373 12,492 -73.0% 4,618 23,718 -80.5%
Adjusted EBITDA 23,241 28,487 -18.4% 83,673 124,132 -32.6%
Adjusted Net Revenue 60,486 62,762 -3.6% 227,532 281,038 -19.0%
Adjusted EBITDA Margin 38.4% 45.4% -7.0 pp. 36.8% 44.2% -7.4 pp.
EBITDA Margin Ex Park Place 53.8% 62.9% -9.0 pp. 53.7% 59.9% -6.2 pp.

1 Sale of Brasílio Machado and effects of sales to XP Malls via SPE quotas.


EARNINGS RELEASE | 4Q25

SYN

4. LIQUIDITY AND INDEBTEDNESS (PROFORMA)

4.1 CASH AND INDEBTEDNESS

SYN ended 4Q25 with gross debt of R$ 503.3 million and cash (cash equivalents, financial investments and receivables) of R$ 181.7 million.

PROFORMA R$ '000 4Q25 3Q25 4Q24
Loans and Financing 39,649 39,649 39,638
Debentures and Promissory Notes 463,650 463,173 819,317
Indebtedness 503,299 502,822 858,955
Cash, Investment and Securities 181,708 230,913 386,236
Transaction Receivables 1 0 0 579,811
Cash + Receivables 181,708 230,913 966,047
Net Debt (Net Cash) 321,591 271,909 -107,092
Adjusted EBITDA LTM 83,673 88,919 124,132
Total Net Debt / Adjusted EBITDA LTM 3.84x 3.06x -0.86x

1 Receivables related to the transaction with XP Malls, in the amount of R$ 550.0 of the Dec/25 installment corrected by the CDI.

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EVOLUTION OF NET DEBT (PROFORMA)


EARNINGS RELEASE | 4Q25

SYN

4. LIQUIDITY AND INDEBTEDNESS (PROFORMA)

4.2 INDEBTEDNESS

At the end of 4Q25, SYN had two corporate debts and two acquisition obligations contracted, totaling a balance of R$ 503.3 million.

The following is a breakdown of the operations at the end of the quarter:

CORPORATE DEBT

Issuer Type Amount Balance Compensation Interest Maturity
SYN S.A. 10th Debenture 300,000 436,236 IPCA + 6.51% p.y. Monthly oct/28
Marfim 1st Debênture 110,000 27,414 CDI + 1.13% p.y. Monthly dec/27
TOTAL 410,000 463,650

LOANS AND FINANCING

Issuer Type Amount Balance Compensation Interest Maturity
JK TORRE D Obligation due to Acquisition 10,226 11,219 CDI + 1.30% p.y. Monthly jan-28
JK TORRE E Obligation due to Acquisition 26,165 28,430 CDI + 1.30% p.y. Monthly jan-28
TOTAL 36,391 39,649

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EARNINGS RELEASE | 4Q25

SYN

4. LIQUIDITY AND INDEBTEDNESS (PROFORMA)

4.2 INDEBTEDNESS

The Company's indebtedness is mostly long-term, representing 94.6% of the total balance, while 5.4% corresponds to short-term obligations. The next relevant amortization is only scheduled for 2028, which reinforces the strength of SYN's capital structure.

The Company remains attentive to market conditions for potential anticipation of payment or renegotiation of debts, considering the current scenario of interest rates and inflation in Brazil.

img-28.jpeg
AMORTIZATION SCHEDULE (R$ MM)

INDEXERS¹

Approximately 86.6% of SYN's debt instruments are indexed to IPCA, while the remaining 13.4% are indexed to the CDI. The calculation of the average spread takes into account the financial balance of the operations.

img-29.jpeg

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¹ Considering the spot CDI and the IPCA UDM at the close of 4Q25.


EARNINGS RELEASE | 4Q25

SYN

6. SHARE CAPITAL AND SHAREHOLDERS' EQUITY

On December 31, 2025, the capital stock was R$ 573.3 million, represented by 152,644,445 registered common shares, distributed among the controlling group and investors on the stock exchange (free float).

The Company's Shareholders' Equity ended the quarter at R$ 673.6 million.

SYNE3 4Q25
Share Price (R$)* 5.05
Number of Shares (million) 152.6
Market Cap (R$) 770.9
Free Float 38.90%
4Q25
--- ---
SYNE3* 5.05
IBOVESPA 161,125
IMOB 1,315.92
SMLL 2,306
IFIX 3,775

img-31.jpeg

(1) Elie Horn and companies linked to the controlling shareholder
(2) Leo Krakowiak

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EARNINGS RELEASE | 4Q25

SYN

7. ABOUT SYN

WHO WE ARE

We are SYN, and we have a deep understanding of the Brazilian commercial real estate market.

Our business is to make our clients' lives easier so they can focus on their own businesses.

We serve various market segments, including shopping malls, commercial buildings, and warehouses. Our services encompass leasing, management, as well as buying and selling commercial properties.

Our team consists of experts in management, projects, engineering, security, technology, and business, with experience, autonomy, and a lot of talent for innovation to deliver the best solutions.

Every day, we wake up and dedicate ourselves to ensuring that companies and retailers feel at ease, achieve their goals, and thrive.

We work behind the scenes, taking care of people's experiences in SYN spaces while they work, shop, and have fun.


EARNINGS RELEASE | 4Q25

SYN

8. EXHIBITS

OCCUPATION

Location Total Private Area (sqm) SPE Private Area (sqm)^{1} SYN Private Area (sqm) Physical Vacancy^{2} Financial Vacancy^{2}
Shopping Mall
--- --- --- --- --- ---
Grand Plaza Shopping SP - Santo André 69,812 7,267 7,267 1.3%
Metropolitano Barra RJ - Rio de Janeiro 44,035 35,228 4,404 7.6%
Tietê Plaza Shopping SP - São Paulo 36,914 3,691 3,691 2.8%
Cidade São Paulo SP - São Paulo 16,906 10,143 10,143 5.0%
Total Shopping Malls 167,667 56,330 25,506 4.0%
Offices
--- --- --- --- --- ---
CEO - Torre Norte RJ - Barra da Tijuca 14,968 10,886 2,721 55.1%
JK Torre D SP - J. Kubitschek 12,237 12,237 1,224 19.0%
JK Torre E SP - J. Kubitschek 19,418 19,418 1,942 0.0%
Triple A 46,623 42,541 5,887 29.4%
Nova São Paulo SP - Chác. Sto. Antônio 11,987 11,987 7,980 0.0%
Verbo Divino SP - Chác. Sto. Antônio 8,386 8,386 5,582 0.0%
ITM SP - Vila Leopoldina 45,809 34,356 26,079 100.0%
Leblon Corporate RJ - Leblon 4,866 846 563 0.0%
Birmann 10 SP - Chác. Sto. Antônio 12,162 12,162 12,162 0.0%
Class A 83,209 67,738 52,366 49.8%
Class A (ex ITM) 37,401 33,381 26,288 0.0%
Total Offices 129,832 110,278 58,253 47.7%
Total Offices (ex ITM) 84,024 75,922 32,175 5.4%
Warehouse
--- --- --- --- --- ---
CLD Phases 1, 2 and 3 SP - São Paulo 111,693 95,107 19,021 0.0%
Total SYN Portfolio 409,192 261,715 102,780 28.1%
Total SYN Portfolio (ex ITM) 363,384 227,359 76,702 3.6%

1 Referring to the consolidation area.
2 Referring to the SYN area.


EARNINGS RELEASE | 4Q25

SYN

8. EXHIBITS

PORTFOLIO

Location SYN Private Area (sqm) Condominium Management (sqm) Comercial Management (sqm)
Shopping Center
Grand Plaza Shopping SP - Santo André 7.267 69.812 69.812
Metropolitano Barra RJ - Rio de Janeiro 4.404 44.035 44.035
Tietê Plaza Shopping SP - São Paulo 3.691 36.914 36.914
Cidade São Paulo SP - São Paulo 10.143 16.906 16.906
Total Shoppings 25.506 167.667 167.667
Edifícios
--- --- --- --- ---
CEO - Torre Norte RJ - Barra da Tijuca 2.721 14.968 9.508
CEO - Torre Sul RJ - Barra da Tijuca 0 0 10.878
JK Torre D SP - J. Kubitschek 1.224 12.237 12.758
JK Torre E SP - J. Kubitschek 1.942 19.418 19.418
Faria Lima Financial Center SP - Faria Lima 0 0 23.866
Faria Lima Square SP - Faria Lima 0 17.972 13.248
Miss Silvia Morizono SP - Faria Lima 0 16.289 16.289
JK 1455 SP - J. Kubitschek 0 22.148 12.005
Triple A 5.887 103.031 117.970
Nova São Paulo SP - Chác. Sto. Antônio 7.980 11.987 11.987
Verbo Divino SP - Chác. Sto. Antônio 5.582 8.386 8.386
ITM SP - Vila Leopoldina 26.079 0 45.872
Leblon Corporate RJ - Leblon 563 0 846
Birmann 10 SP - Chác. Sto. Antônio 12.162 12.162 12.129
Classe A 52.366 32.535 79.221
Total Edifícios 58.253 135.567 197.191
Galpão
--- --- --- --- ---
CLD – Fases 1, 2 e 3 SP - São Paulo 19.021 0 0
Total Portfólio SYN 102.780 303.233 364.858

EARNINGS RELEASE | 4Q25

SYN

8. ANEXOS

ASSET PORTFOLIO

SHOPPING MALLS

img-33.jpeg
CIDADE SÃO PAULO ✓✓
São Paulo / 2015
16,906 m² (60% SYN)

img-34.jpeg
GRAND PLAZA ✓✓
São Paulo / 1997
69,812 m² (10,41% SYN)

img-35.jpeg
METROPOLITANO BARRA ✓✓
Rio de Janeiro / 2013
44,035 m² (10% SYN)

img-36.jpeg
TIETÊ PLAZA ✓✓
São Paulo / 2013
36,914 m² (10% SYN)

TRIPLE A OFFICES

img-37.jpeg
CEO ✓✓
Rio de Janeiro / 2013
14,968 m² (18,18% SYN)

img-38.jpeg
JK TORRE D ✓✓
São Paulo / 2013
12,237 m² (10% SYN)

img-39.jpeg
JK TORRE E ✓✓
São Paulo / 2013
19,418 m² (10% SYN)

img-40.jpeg
FARIA LIMA SQUARE ✓✓
São Paulo / 2006
17,972 m² (0% SYN)

img-41.jpeg
F.L. FINANCIAL CENTER ✓
São Paulo / 2003
26,513 m² (0% SYN)

img-42.jpeg
JK 1455 ✓✓
São Paulo / 2008
22,148 m² (0% SYN)

img-43.jpeg
MISS SILVIA MORIZONO ✓✓
São Paulo / 2017
16,289 m² (0% SYN)

CLASS A OFFICES

img-44.jpeg
BIRMANN 10 ✓✓
São Paulo / 1992
12,162 m² (100% SYN)

img-45.jpeg
ITM ✓
São Paulo / 1996
45,809 m² (50,43% SYN)

img-46.jpeg
NOVA SÃO PAULO ✓✓
São Paulo / 1985
11,987 m² (66,57% SYN)

img-47.jpeg
VERBO DIVINO ✓✓
São Paulo / 1985
8,386 m² (66,57% SYN)

img-48.jpeg
LEBLON CORPORATE ✓
Rio de Janeiro / 2016
4,866 m² (13,41% SYN)

WAREHOUSE

img-49.jpeg
CLD
São Paulo / 2023
128,516 m² total (17,03% SYN)

Administração condominial SYN ✓
Administração comercial SYN ✓


EARNINGS RELEASE | 4Q25

SYN

TERMS AND EXPRESSIONS USED

Own GLA: Total GLA x SYN's interest in each shopping mall and warehouse.

Total GLA: Gross Leasable Area, consisting of the total areas in warehouses and shopping malls available for rent (except for kiosks).

CAPEX: Capital Expenses - an estimated amount of funds to be disbursed for the development, expansion or improvement of an asset.

SYN: SYN S/A.

CDU, Key Money or Gloves: ARU (Assignment of Right of Use) is owed by tenants against the technical infrastructure offered by shopping malls. Especially when launching new developments, in expansions or when a store is returned due to non-payment or negotiation, new tenants pay for the right to use the points of sale in shopping malls. These amounts are negotiated based on the market value of these areas, with areas with higher visibility and customer traffic are the most valuable ones.

EBITDA (Earnings Before Income, Tax, Depreciation and Amortization): Net result for the period plus income tax, net financial income, depreciation, amortization and depletion, in accordance with the calculation methodology established by CVM Instruction 527/12. This is a nonaccounting measure that assesses the Company's capacity to generate operating revenues, excluding its capital structure.

FFO (Funds From Operations): Non-accounting measure obtained by the sum of depreciation expenses, goodwill amortization, non-recurring gains/losses and earnings from call option to net income, so as to measure, using the income statement, the net cash generated in the period.

Adjusted FFO: Adjustments made to the FFO in the period to exclude revenues from property sales in the period.

Net Default: Ratio between rent received (in the current quarter + recovery from previous quarters) and total revenue for the period with rent.

Loan to Value: A financial indicator that compares the loan amount with the guaranteed amount included in the transaction.

NOI (Net Operating Income): Calculated from Net Revenue, excluding revenues from services and property sales, and direct expenses in developments.

SSS (Same Store Sales): Variations in contracted sales of shopping malls and measured only for stores in which there was no change in operator or rented areas between the compared periods.

SSR (Same Store Rent): Variations in billed rents of shopping malls and measured only for stores in which there was no change in operator or rented areas between the compared periods.

Turnover: Ratio between signed and terminated contracts and the total number of contracts in force in the quarter (in terms of GLA).

LTM: Last twelve months. Refers to the accumulated amounts over the last twelve months.

Vacancy / Financial Occupancy: Calculated by multiplying the rent per square meter that could be charged with the respective vacant areas, and the resulting amount is then divided by the potential rent of the total property. Subsequently, the percentage of monthly revenues that was lost due to vacancy in the period is calculated.

Vacancy / Physical Occupancy: Calculated by dividing the total vacant area over the total GLA of the portfolio.


SYN
INVESTOR RELATIONS

Thiago Muramatsu
CEO

Hector Carvalho Leitão
CFO & IRO

IR Team
+55 (11) 5412-7601
[email protected]


Deloitte.

Deloitte Touche Tohmatsu
Av. Dr. Chucri Zaidan, 1.240 -
4° ao 12° andares - Golden Tower
04711-130 - São Paulo - SP
Brazil

Tel.: +55 (11) 5186-1000
Fax: +55 (11) 5181-2911
www.deloitte.com.br

(Convenience Translation into English from the Original Previously Issued in Portuguese)

INDEPENDENT AUDITOR'S REPORT ON THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS

To the Shareholders, Directors and Officers of SYN Prop e Tech S.A.

Opinion

We have audited the accompanying individual and consolidated financial statements of SYN Prop e Tech S.A. ("Company"), identified as Parent and Consolidated, respectively, which comprise the balance sheet as at December 31, 2025, and the related statements of profit or loss, of comprehensive income, of changes in equity and of cash flows for the year then ended, and notes to the financial statements, including the material accounting policies.

Opinion on the individual financial statements

In our opinion, the individual financial statements referred to above present fairly, in all material respects, the individual financial position of SYN Prop e Tech S.A. as at December 31, 2025, and its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with accounting practices adopted in Brazil.

Opinion on the consolidated financial statements

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of SYN Prop e Tech S.A. as at December 31, 2025, and its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with accounting practices adopted in Brazil and IFRS Accounting Standards, issued by the International Accounting Standards Board - IASB.

Basis for opinion

We conducted our audit in accordance with Brazilian and International Standards on Auditing. Our responsibilities under those standards are further described in the "Auditor's responsibilities for the audit of the individual and consolidated financial statements" section of our report. We are independent of the Company and its subsidiaries in accordance with the relevant ethical requirements in the Code of Ethics for Professional Accountants and the professional standards issued by the Brazilian Federal Accounting Council (CFC), applicable to audits of financial statements of public-interest entities in Brazil. We also have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Key audit matters

Key audit matters ("KAMs") are those matters that, in our professional judgment, were of most significance in our audit of the individual and consolidated financial statements of the current year. These matters were addressed in the context of our audit of the individual and consolidated financial statements as a whole, and in forming our opinion thereon, and, therefore, we do not provide a separate opinion on these matters.

Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited (DTTL), its global network of member firms, and their related entities (collectively, the "Deloitte organization"). DTTL (also referred to as "Deloitte Global") and each of its member firms and related entities are legally separate and independent entities, which cannot obligate or bind each other in respect of third parties. DTTL and each DTTL member firm and related entity is liable only for its own acts and omissions, and not those of each other. DTTL does not provide services to clients. Please see www.deloitte.com/about to learn more.

Deloitte provides leading professional services to nearly 90% of the Fortune Global 500® and thousands of private companies. Our people deliver measurable and lasting results that help reinforce public trust in capital markets and enable clients to transform and thrive. Building on its 180-year history, Deloitte spans more than 150 countries and territories. Learn how Deloitte's approximately 470,000 people worldwide make an impact that matters at www.deloitte.com.

© 2026. For information, contact Deloitte Global.


Deloitte.

Impairment of investment properties

As mentioned in note 11 to the individual and consolidated financial statements, as at December 31, 2025, the balances of investment properties, which are recorded at cost, less accumulated depreciation, amounted to R$1,606,033 thousand in Consolidated. The Company and its subsidiaries support the realization of these assets by drawing on estimates of their future earnings and cash generation, prepared by the Executive Board, based on their judgment and supported by the business plan and budget, as approved by the corporate governance bodies. These estimates are prepared and reviewed internally in accordance with the Company's governance structure. Due to the materiality of the balances and the use of internal subjective and market assumptions to determine the recoverable amount of the assets, which involves the Executive Board's judgment, this matter was considered a KAM.

Our audit procedures included, among others: (a) identifying the control activities designed and implemented by the Company in relation to the preparation and reviews of asset impairment tests; (b) involving valuation specialists to assist us in the analysis and review of the methodologies and models used by the Executive Board and assessment of the main assumptions supporting the projected recoverable amounts of the Company's investment properties; (c) assessing the reasonableness and consistency of the data and main assumptions used to prepare these documents, including growth rates, discount rates and cash flow projections, among others, as provided by the Company's Executive Board, comparing with external market information, as well as with the own assumptions approved by the Executive Board in the preparation of its business plan and other estimates made by the Company; (d) verifying the accuracy of the mathematical calculations of the projections; (e) comparing the assertiveness of projections prepared in previous periods in relation to the Company's performance in the year to identify any potential inconsistency in the development of the cash flow projections; (f) comparing the recoverable amount adopted by the Executive Board, based on the discounted cash flows, with the carrying amount of the investment properties; and (g) assessing the adequacy of the disclosures in the respective notes to the individual and consolidated financial statements.

Based on the audit procedures performed, we believe that the procedures adopted by the Executive Board, as well as the related disclosures in the notes to the individual and consolidated financial statements, are acceptable within the context of the individual and consolidated financial statements taken as a whole.

Recognition of lease revenue

As mentioned in notes 2.4 and 24 to the individual and consolidated financial statements, the Company's revenues substantially derive from rentals of commercial properties. The Company and its subsidiaries recognize their rent revenues on a straight-line basis during the period of lease of their investment properties. These transactions are classified as operating leases, as the Company does not substantially transfer all risks and rewards incidental to ownership of the assets.

For lease revenue, the lease contracts generally establish that lessees must pay the higher of the minimum contractual amount determined and a variable amount, calculated based on a percentage rate of the sales of each establishment. Pursuant to technical pronouncement CPC 06 (R2)/IFRS 16 - Leases, the minimum lease revenue, considering potential effects arising from grace periods, discounts, etc., without considering inflationary effects, must be recognized on a straight-line basis over the lease term, and any amount exceeding the variable rent is recognized when incurred. Accordingly, due to the volume of effective contracts and the significant impacts arising from the revenue recognition transactions on the financial statements as a whole, we consider revenue recognition as a KAM because the procedures adopted by the Company involve an individual assessment of specific contractual clauses per contract and systemic calculations to determine the contract revenue amount and the recognition period, which, in this context, exposes the Company to the risk of straight-lining calculation of rental revenue not consistently corresponding to the transactions and/or effective accounting standards.

© 2026. For information, contact Deloitte Global.


Deloitte.

Our audit procedures included, among others: (a) identifying the control activities designed and implemented by the Company and its subsidiaries in the rent revenue recognition process, as well as the operating effectiveness of key internal control activities; (b) performing documentary tests, on a sample basis, including the analysis of the respective contracts; and (c) recalculating the revenue amounts recognized, in accordance with the proper accrual periods over the year and contractual periods; and (d) assessing the adequacy of the disclosures in the respective notes to the individual and consolidated financial statements.

As a result of performing our audit procedures, we identified internal control deficiencies relating to the revenue recognition process, as well as immaterial audit adjustments, which caused us to modify our audit approach and expand the extent and nature of our initially planned substantive procedures so as to obtain sufficient and appropriate audit evidence.

Based on the audit procedures performed, we believe that the revenues recognized arising from operating lease contracts, as well as the related disclosures in the notes to the individual and consolidated financial statements, are acceptable within the context of the individual and consolidated financial statements taken as a whole.

Other matters

Statements of value added

The individual and consolidated statements of value added ("DVA") for the year ended December 31, 2025, prepared under the responsibility of the Company's Executive Board and disclosed as supplemental information for purposes of IFRS Accounting Standards, were subject to audit procedures performed together with the audit of the Company's financial statements. In forming our opinion, we assess whether these statements of value added are reconciled with the financial statements and accounting records, as applicable, and whether their form and content are in accordance with the criteria set out in technical pronouncement CPC 09 - Statement of Value Added. In our opinion, these statements of value added were appropriately prepared, in all material respects, in accordance with the criteria set out in such technical pronouncement and are consistent in relation to the individual and consolidated financial statements taken as a whole.

Other information accompanying the individual and consolidated financial statements and the independent auditor's report

The Executive Board is responsible for the other information. Such other information comprises the Management Report.

Our opinion on the individual and consolidated financial statements does not cover the Management Report, and we do not express any form of audit conclusion thereon.

In connection with our audit of the individual and consolidated financial statements, our responsibility is to read the Management Report and, in doing so, consider whether this report is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement in the Management Report, we are required to report that fact. We have nothing to report in this regard.

Executive Board's responsibilities for the individual and consolidated financial statements

The Executive Board is responsible for the preparation and fair presentation of the individual financial statements in accordance with accounting practices adopted in Brazil and of the consolidated financial statements in accordance with accounting practices adopted in Brazil and IFRS Accounting Standards, issued by the IASB, as well as the standards issued by the CVM, and for such internal control as the Executive Board determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

© 2026. For information, contact Deloitte Global.


Deloitte.

In preparing the individual and consolidated financial statements, the Executive Board is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting, unless the Executive Board either intends to liquidate the Company and its subsidiaries or to cease operations, or has no realistic alternative but to do so.

Auditor's responsibilities for the audit of the individual and consolidated financial statements

Our objectives are to obtain reasonable assurance about whether the individual and consolidated financial statements taken as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Brazilian and International Standards on Auditing 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 financial statements.

As part of an audit in accordance with Brazilian and International Standards on Auditing, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the individual and consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control of the Company and its subsidiaries.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Executive Board.
  • Conclude on the appropriateness of the Executive Board'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 of the Company and its subsidiaries to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the individual and consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company and its subsidiaries to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the individual and consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
  • Plan and perform the Group's audit to obtain sufficient and appropriate audit evidence regarding the financial information of the entities or business units within the Group as a basis for forming an opinion on the Group's 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 the Executive Board 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.

© 2026. For information, contact Deloitte Global.


Deloitte.

We also provide the Executive Board 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, when applicable, related safeguards.

From the matters communicated with the Executive Board, we determine those matters that were of most significance in the audit of the financial statements of the current year and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter 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.

Convenience translation

The accompanying individual and consolidated financial statements have been translated into English for the convenience of readers outside Brazil.

São Paulo, March 26, 2026

Deloitte Touche Tohmatsu
DELOITTE TOUCHE TOHMATSU
Auditores Independentes Ltda.

Ribas Gomes Simões
Engagement Partner

59215FTA

© 2026. For information, contact Deloitte Global.


(Convenience Translation into English from the Original Previously Issued in Portuguese)

SYN PROP & TECH S.A.

BALANCE SHEETS AS AT DECEMBER 31, 2025 AND 2024

(In thousands of Brazilian reais - R$)

ASSETS Notes Parent Consolidated LIABILITIES AND EQUITY Note Parent Consolidated
12/31/2025 12/31/2024 12/31/2025 12/31/2024 12/31/2025 12/31/2024 12/31/2025 12/31/2024
CURRENT ASSETS CURRENT LIABILITIES
Cash and cash equivalents 4 49,671 143,378 167,881 268,587 Debentures 13.1 1,199 122,382 15,075 136,253
Securities 5 54,478 138,958 61,846 139,151 Trade payables 1,024 2,048 16,691 13,793
Trade receivables 6 103 319 33,283 598,961 Payables for acquisition of properties 13.2 - - 132,641 602
Available-for-sale assets - 3,667 - 3,667 Taxes and contributions payable 14 1,893 11,764 21,241 30,420
Inventories 8 - - 696 463 Deferred taxes and contributions 15 - - 94 85
Taxes to be offset 9 6,301 11,362 10,928 18,780 Advances from customers - - 797 472
Advances to suppliers 23 55 34 76 Related parties 34 22 34 22
Dividends receivable 135 135 - - Unrecognized res sperata (assignment of right of use) 19 - - 1,077 1,161
Other receivables 7 2,565 113,456 5,962 119,261 Dividends payable 52 56 234 295
Total current assets 113,276 411,330 280,630 1,148,946 Other payables 13,968 20,740 27,950 36,602
Lease liabilities 833 884 833 884
NON-CURRENT ASSETS Total current liabilities 19,013 157,896 216,667 235,589
Securities 5 108,673 72,423 108,673 72,423
Trade receivables 6 - - 14,297 13,416 NON-CURRENT LIABILITIES
Inventories 8 - - 54,227 53,533 Debentures 13.1 435,037 655,896 448,575 683,064
Due from other related parties 17 189 25,547 304 215 Payables for acquisition of properties 13.2 - - 263,851 395,776
Taxes to be offset 9 12,514 1,462 26,680 2,362 Deferred taxes and contributions 15 - - 545 548
Escrow deposits 16 - - 406 3,617 Unrecognized res sperata (assignment of right of use) 19 - - 2,219 2,062
Other receivables 7 1,436 31,422 8,231 37,774 Provisions for labor, tax and civil risks 18 932 921 1,067 3,895
Títulos e valores mobiliários 10 890,733 1,344,536 170,193 152,630 Lease liabilities 561 1,394 561 1,394
Investments 11 - - 1,606,033 1,654,808 Other payables 436,530 658,211 716,818 1,086,739
Investment property 12 2,239 3,083 2,394 3,259 Total non-current liabilities
Property and equipment 12 100 92 6,498 5,187
Intangible assets 1,015,884 1,478,565 1,997,936 1,999,224 EQUITY 542,056 872,056 542,056 872,056
Total non-current assets Share capital 85,280 82,048 85,280 82,048
Legal reserve 29,176 29,176 29,176 29,176
Capital reserve 6,344 78,942 6,344 78,942
Retained earnings 10,761 11,566 10,761 11,563
Other comprehensive income 673,617 1,073,788 673,617 1,073,785
Non-controlling interests - - 671,464 767,057
Total equity 673,617 1,073,788 1,345,081 1,840,842
TOTAL ASSETS 1,129,160 1,889,895 2,278,566 3,148,170 TOTAL LIABILITIES AND EQUITY 1,129,160 1,889,895 2,278,566 3,148,170

The accompanying notes are an integral part of these financial statements.


(Convenience Translation into English from the Original Previously Issued in Portuguese)

SYN PROP & TECH S.A.

STATEMENT OF PROFIT OR LOSS

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

(In thousands of Brazilian reais - R$)

Parent Consolidated
NET REVENUE 24 29,359 27,076 327,667 1,357,743
COSTS 25 (272) (1,122) (153,681) (784,472)
GROSS PROFIT 29,087 25,954 173,986 573,271
OPERATING INCOME (EXPENSES)
Selling expenses 25 (2,590) (1,563) (11,882) (18,065)
General and administrative expenses 25 (24,530) (36,620) (29,090) (43,713)
Management compensation 25 (5,948) (6,460) (6,879) (7,260)
Profit sharing of employees and management 25 (6,021) (12,818) (7,731) (14,777)
Share of results of investees 10 57,616 460,736 395 1,945
Other operating income (expenses), net 26 37,082 230,807 36,606 343,236
55,609 634,082 (18,581) 261,366
OPERATING PROFIT BEFORE FINANCE INCOME (COSTS) 84,696 660,036 155,405 834,637
Finance income 27 57,328 83,925 96,185 147,466
Finance costs 27 (75,987) (113,814) (145,295) (164,858)
Finance income (costs) (18,659) (29,889) (49,110) (17,392)
INCOME (LOSS) BEFORE INCOME TAX AND SOCIAL CONTRIBUTION 66,037 630,147 106,295 817,245
INCOME TAX AND SOCIAL CONTRIBUTION
Current 28 (1,403) (83,892) (31,424) (157,308)
Deferred - - (4) 9
(1,403) (83,892) (31,428) (157,299)
PROFIT (LOSS) FOR THE YEAR BEFORE NONCONTROLLING INTERESTS 64,634 546,255 74,867 659,946
Income attributable to the owners of the parent - - 64,634 546,255
Income attributable to noncontrolling interests - - 10,233 113,691
Basic earnings per thousand shares (R$) 30 0.423 3.579
Diluted earnings per thousand shares (R$) 30 0.423 3.579

The accompanying notes are an integral part of these financial statements.


(Convenience Translation into English from the Original Previously Issued in Portuguese)

SYN PROP & TECH S.A.

STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

(In thousands of Brazilian reais - R$)

Parent Consolidated
12/31/2025 12/31/2024 12/31/2025 12/31/2024
NET PROFIT FOR THE YEAR 64,634 546,255 74,867 659,946
Translation adjustment for the period (802) 967 (802) 967
TOTAL COMPREHENSIVE INCOME FOR THE YEAR 63,832 547,222 74,065 660,913
Attributable to the owners of the parent 63,832 547,222 63,832 547,222
Attributable to noncontrolling interests - - 10,233 113,691

The accompanying notes are an integral part of these financial statements.


(Convenience Translation into English from the Original Previously Issued in Portuguese)

SYN PROP & TECH S.A.

STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED DECEMBER 31, 2024

(In thousands of Brazilian reais - RB)

Notes Attributable to owners of the company
Share capital Share issuance costs Capital reserves Earnings reserves Comprehensive income Total Noncontrolling interests Total
Legal reserve Earnings retention Retained earnings
BALANCE AT DECEMBER 31, 2023 1,463,313 (31,257) 18,887 54,735 - - 10,596 1,516,275 1,049,099 2,565,376
Effects from noncontrolling interests in subsidiaries - (395,733) (395,733)
Capital increase (decrease) (560,000) - - - - - - (560,000) - (560,000)
Profit for the year - - - - 546,255 - - 546,255 113,691 659,946
Recognition of legal reserve 27,313 (27,313) - - - - -
Additional interim dividends - - - - (440,000) - - (440,000) - (440,000)
Transaction with shareholders - - 10,289 - - - - 10,289 - 10,289
Adjustments for investment translation - - - - - - 967 967 - 967
BALANCE AT DECEMBER 31, 2024 903,313 (31,257) 29,176 82,048 78,942 - 11,563 1,073,785 767,057 1,840,842
Effects from noncontrolling interests in subsidiaries - - - - - - - - (105,826) (105,826)
Capital increase (decrease) 20.a (330,000) - - - - - - (330,000) - (330,000)
Profit for the year - - - - - 64,634 - 64,634 10,233 74,867
Recognition of legal reserve - - - 3,232 - (3,232) - - - -
Dividends distributed 20.e - - - - (70,000) - - (70,000) - (70,000)
Additional interim dividends (2,598) (61,402) (64,000) - (64,000)
Adjustments for investment translation - - - - - - (802) (802) - (802)
BALANCE AT DECEMBER 31, 2025 573,313 (31,257) 29,176 85,280 6,344 - 10,761 673,617 671,464 1,345,081

(Convenience Translation into English from the Original Previously Issued in Portuguese)

SYN PROP & TECH S.A.

STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

(In thousands of Brazilian reais - R$)

12/31/2025 12/31/2024 12/31/2025 12/31/2024
CASH FLOWS FROM OPERATING ACTIVITIES
Income (loss) before income tax and social contribution 66,037 630,147 106,295 817,245
Adjustments to reconcile loss for the year to net cash generated by (used in) operating activities:
Depreciation and amortization of property and equipment and intangible assets 1,155 1,091 1,306 1,145
Depreciation of investment property - - 39,943 78,223
Share of results of investees (57,616) (460,736) (395) (1,945)
Interest and inflation adjustment on borrowings, debentures and CRIs 59,215 102,744 122,531 154,478
Amortization of commission on debentures 1,467 1,305 1,617 1,456
Interest on lease liabilities 429 177 429 177
Allowance for (reversal of) expected credit losses - - 394 3,856
Amortization of capital gain on investment property - - 166 30,916
Present value adjustments (1,370) (2,521) (1,370) (7,503)
Provisions for labor, tax and civil risks 11 683 (2,828) (1,905)
Changes in capitalized interest 998 108,143 1,331 108,143
Amortization, goodwill 108 13,652 - -
Loss on sale of equity interests (24,544) (337,299) (15,210) (337,299)
Loss on the sale of investment property - - - (506,358)
Straight-lining of amortized revenue - - (1,635) 3,393
Straight-lining of discounts - COVID-19 - - 1,424 12,039
Income from securities (23,183) (13,521) (23,699) (13,604)
Write-off of property and equipment items - 884 - 3,161
Decrease (increase) in assets:
Trade receivables (6,066) (88) (17,891) (5,761)
Recoverable taxes (5,991) 57,019 (16,466) 58,948
Advances to suppliers 32 93 42 358
Available-for-sale assets 3,667 (3,667) 3,667 (3,667)
Inventories - - (927) (1,000)
Due from other related parties 25,358 (25,331) (89) 881
Escrow deposits - - 3,211 (151)
Other receivables (3,227) (33,331) (1,261) (29,335)
(Decrease) increase in liabilities:
Trade payables (1,024) 615 2,898 1,903
Taxes and contributions payable (3,937) 2,079 (3,857) 3,652
Advance from customers - - 325 (180)
Unrecognized res-sperata - - 73 (4,016)
Other payables (6,769) 8,513 (8,713) 14,636
24,762 50,672 191,323 381,907
Interest paid (42,724) (92,275) (105,952) (144,019)
Dividends received 167,734 281,634 1,458 1,674
Net cash from (used in) operating activities 142,435 165,257 50,085 91,259
CASH FLOW FROM INVESTING ACTIVITIES
(Increase) decrease in investments (46,414) 11,577 (37,953) (11,560)
Decrease in securities 71,413 (2,361) 64,754 6,003
(Increase) decrease in property and equipment and intangible assets (320) (425) (1,752) (1,123)
(Increase) in investment property - - (2,000) (7,770)
Sale of equity interests 189,345 1,084,975 189,345 1,084,975
Related parties - 10,289 - 10,289
Net cash used in investing activities 589,973 1,104,055 794,899 1,573,708
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of borrowings, debentures, and promissory notes (principal) (360,000) (152,098) (373,749) (165,847)
Decrease in capital for noncontrolling shareholder - - (105,826) (395,733)
Capital reduction (330,000) (560,000) (330,000) (560,000)
Dividends paid (134,000) (440,000) (134,000) (440,000)
Net cash from (used in) financing activities (825,313) (1,153,212) (944,888) (1,562,694)
INCREASE IN CASH AND CASH EQUIVALENTS, NET (92,905) 116,100 (99,904) 102,273
Cash and cash equivalents
At beginning of year 143,378 26,311 268,587 165,346
Effects of exchange rate changes on cash and cash equivalents (802) 967 (802) 967
At end of year 49,671 143,378 167,881 268,586
INCREASE IN CASH AND CASH EQUIVALENTS, NET (92,905) 116,100 (99,904) 102,273

The accompanying notes are an integral part of these financial statements.


(Convenience Translation into English from the Original Previously Issued in Portuguese)

SYN PROP & TECH S.A.

STATEMENTS OF VALUE ADDED

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

(In thousands of Brazilian reais - R$)

Parent Consolidated
12/31/2025 12/31/2024 12/31/2025 12/31/2024
REVENUE
Revenue from services (management/lease) 33,637 31,095 349,770 397,833
Revenue from sale of properties - - - 1,019,730
Other income 24,544 365,645 15,210 366,123
Allowance for/reversal of expect credit losses - - (394) (3,856)
58,181 396,740 364,586 1,779,830
INPUTS PURCHASED FROM THIRD PARTIES
Cost of sales and services - - (105,566) (699,172)
Supplies, power, outside services and other operating costs (10,669) (33,318) (14,720) (26,235)
Other (4,634) (113,302) (6,813) (13,077)
(15,303) (146,620) (127,099) (738,484)
GROSS VALUE ADDED 42,878 250,120 237,487 1,041,346
Depreciation and amortization, net (1,155) (1,091) (41,249) (79,367)
WEALTH CREATED BY THE COMPANY 41,723 249,029 196,238 961,979
Wealth received in transfer:
Share of results of investees 57,616 460,736 395 1,945
Other 12,636 (16,028) 24,303 (22,033)
Finance income 57,328 83,925 96,185 147,466
127,580 528,633 120,883 127,378
TOTAL WEALTH FOR DISTRIBUTION 169,303 777,662 317,121 1,089,357
WEALTH DISTRIBUTED
Personnel:
Payroll and related taxes 8,724 8,234 16,679 15,709
Severance Pay Fund (FGTS) 15 34 616 586
Sales commissions 829 820 9,018 6,584
Management fees 5,948 6,460 6,879 7,260
Benefits and employee profit sharing 7,388 14,040 10,139 17,203
Taxes, fees and contributions
Federal 4,484 87,583 47,143 211,717
Municipal 1,780 1,645 7,105 7,070
Lenders and lessors
Interest 59,215 102,744 64,194 108,281
Other 16,286 9,847 80,481 55,001
Interest on capital
Retained earnings 3,232 106,255 3,232 106,255
Dividends 61,402 440,000 61,402 440,000
Noncontrolling interests in retained earnings - - 10,233 113,691
169,303 777,662 317,121 1,089,357

The accompanying notes are an integral part of these financial statements.

11


(Convenience Translation into English from the Original Previously Issued in Portuguese)

SYN PROP E TECH S.A.

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED DECEMBER 31, 2025

(Amounts in thousands of Brazilian reais - R$, unless otherwise stated)

  1. GENERAL INFORMATION

Syn Prop e Tech S.A. (“Company”) is a publicly-held company domiciled in Brazil, with shares traded on [B]³ under the ticker symbol “SYNE3”. The Company is headquartered at Avenida Brigadeiro Faria Lima, 3600 - 14th floor, city of São Paulo, State of São Paulo.

The minutes of the annual general meeting held on August 9, 2021 approved the change of the Company’s corporate name from Cyrela Commercial Properties S.A. Empreendimentos e Participações to Syn Prop e tech S.A., using as new brand SYN Prop & Tech. Also, on September 13, 2021, its shares started to be traded on [B]³ under ticker symbol “SYNE3”, former “CCPR3”. The Company and its subsidiaries are mainly engaged in the development, sale and lease of commercial properties, management of assets, operation of shopping malls, provision of management, contract management, real estate development services and other related services, and holding interest in other entities.

  1. MATERIAL ACCOUNTING POLICIES

2.1. Basis of preparation

The individual and consolidated financial statements have been prepared in conformity with International accounting standards (IFRS Accounting Standards), issued by the International Accounting Standards Board - IASB, and the accounting practices adopted in Brazil (BRGAAP).

Accounting practices adopted in Brazil comprise those included in the Brazilian Corporate Law, as well as technical pronouncements, interpretations and guidance issued by the Brazilian Accounting Pronouncements Committee (CPC) and approved by the Brazilian Federal Accounting Council (CFC) and by the Brazilian Securities and Exchange Commission (CVM).

As there is no difference between the consolidated equity and the consolidated income attributable to owners of the parent company, recorded in the consolidated financial statements prepared in accordance with IFRS Accounting Standards and accounting practices adopted in Brazil, the parent company’s net equity and income, recorded in the consolidated financial statements prepared in accordance with IFRS Accounting Standards and accounting practices adopted in Brazil, the Company chose to present these individual and consolidated financial statements as a whole, side by side.

Management states that all relevant information regarding the financial statements, and only them, is being disclosed and correspond to that used by Management in its managing.

These financial statements were authorized for issuance by the Management Board on March 26, 2026.

Further details on the Group’s accounting practices are presented in note 3.


SYN Prop e Tech S.A.

Going concern

The individual and consolidated financial statements have been prepared on a going concern basis, i.e., assuming that the Company will be able to continue as a going concern in the near future. Management has assessed the Company's capacity to continue as a going concern and did not identify any material uncertainty over its going concern capacity.

Functional and presentation currency

These financial statements are presented in Brazilian reais (R$), which is the functional currency of the Parent and its subsidiaries.

The statements of profit and loss and balance sheets of the entities controlled by the Company, whose functional currency is different from the presentation currency, are translated into the presentation currency as follows: (i) the assets, liabilities and equity (other than the components specified in item (iii)) are translated at the closing exchange rate on the balance sheet date; (ii) income and expenses are translated at the average exchange rate, except for specific transactions which, due to their relevance, are translated at the exchange rate on the transaction date; and (iii) capital, capital reserves and treasury shares are translated at the exchange rate on the transaction date. All exchange differences are recognized in comprehensive income as cumulative translation adjustments, and transferred to profit or loss when the transaction is carried out.

All balances have been rounded to the nearest thousand, unless otherwise stated.

2.2. Basis of consolidation

The consolidated financial statements as at December 31, 2025 and 2024 include the consolidation of investees, based on the criteria below:

i. Subsidiaries - The financial statements of subsidiaries are included in the consolidated financial statements as from the date on which the Company obtains control until the date on which control ceases to exist. In the Parent's individual financial statements, the financial statements of subsidiaries are stated under the equity method.

ii. Investments in entities under the equity method - The Company's investments in entities under the equity method comprise its interests in associates and joint ventures.

ii.a. Associates are those entities over which the Company, either directly or indirectly, has significant influence, but not the control or joint control over the financial and operating policies.

ii.b. Joint ventures are those entities in which the Company shares control with third parties over the financial and operating policies.

These investments are initially recognized at cost, which includes transaction costs. Subsequent to initial recognition, the financial statements include the Company's share of profit or loss for the year and other comprehensive income of the investee until the date on which the significant influence ceases to exist.

iii. Investment in associate, whose interest is lower than twenty percent and over which it has no significant influence - The Company measures this investment at fair value through profit or loss.


SYN Prop e Tech S.A.

iv. Noncontrolling interests - The Company measures any noncontrolling interest based on the proportional interest in identifiable net assets on the acquisition date. Changes in the Company's interest in a subsidiary that does not result in loss of control are accounted for as equity transactions. Transactions eliminated on consolidation - The balances and transactions between consolidated companies were eliminated on consolidation. Gains and losses arising on intragroup transactions are also eliminated.

For further information on investees, see note 10 (investments).

When the Company loses control over an entity, the assets and liabilities and noncontrolling interest and other components recognized in equity relating to such entity are derecognized, which corresponding gain or loss is recorded in profit or loss.

2.3. Use of estimates and judgments

In preparing the financial statements, Management made judgments and estimates that affect the adoption of the Company's accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from those estimates.

Estimates and assumptions are revised on an ongoing basis. Revisions of estimates are recognized prospectively.

As at December 31, 2023, information on uncertainties, assumptions and estimates that have a significant risk of resulting in an adjustment in the subsequent year is mainly related to the following aspects:

a) Useful life of investment properties

Estimates on our assets held in investment properties are based on technical reports periodically reviewed by the Company, which support the useful lives of assets.

b) Provisions for tax, civil and labor risks

The estimates of probable, possible and remote loss are assessed based on the progress of lawsuits, which are subject to interpretation of each case law and may differ from the initial opinion of the legal counsel.

c) Losses on trade receivables

The Company periodically reviews the assumptions adopted to recognize losses on trade receivables in light of the history of current transactions and expected future losses taking into account the expected and specific macroeconomic conditions of each transaction.

d) Disclosure of the fair value of investment properties

The Company has adopted some methods to measure the fair value of investment properties. These include: direct comparison of market inputs; involutive method and direct capitalized income method or discounted cash flows, as detailed in note 11.


SYN Prop e Tech S.A.

Fair value measurement

Several accounting policies and disclosures adopted by the Company require the fair value measurement of financial and nonfinancial assets and liabilities. In measuring the fair value of an asset or liability, the Company uses observable market inputs as much as possible. Fair values are classified at different levels according to a hierarchy based on information (inputs) used in valuation techniques, as follows:

  • Level 1: prices quoted (unadjusted) in active markets for identical assets or liabilities.
  • Level 2: inputs other than quoted prices included in Level 1, which are observable for the asset or liability, either directly (prices) or indirectly (derived from prices).
  • Level 3: inputs for assets or liabilities, which are not based on observable market inputs (unobservable inputs).

2.4. Recognition of revenue from and expenses on real estate lease and sale of properties

a) Revenues from the lease of shopping malls, parking lots and real estate units, and service provision, are recognized to the extent services are provided, on an accrual basis.

The straight-lining of revenue is conducted pursuant to technical pronouncement CPC 06 (R2) - Leases for the recognition of rental revenues and trade receivables. Under such method, the Company's revenues are recognized on a straight-line basis over the relevant lease terms.

b) Revenue from the sale of properties is recognized when (or as) an entity satisfies a performance obligation by transferring a promised good or service (i.e., an asset) to a customer. The asset is considered transferred when (or to the extent that) the customer obtains the control of such asset.

2.5. Cash and cash equivalents

Cash equivalents are held to meet short-term cash commitments and not for investment or any other purposes. Cash equivalents correspond to short-term investments (usually with an original maturity of three months or less), of immediate liquidity, readily convertible into a known cash amount, subject to an insignificant risk of change in value. Cash equivalents are maintained in order to meet short-term cash commitments, and not for investment purposes or any other purposes.

Short-term investments recorded in cash and cash equivalents are classified as 'Financial assets at fair value through profit or loss'.

2.6. Securities

The Company assesses the objective of the business model in which a financial asset is held in portfolio because this better reflects the manner in which the business is managed and the information is provided to Management.

Securities can be classified as 'Financial assets at fair value through profit or loss', and the effects of the effective interest rates are recorded in the statement of profit and loss, in line item 'Finance income'.

For such assessment purposes, the Company measures the 'principal' amount as the fair value of financial assets upon initial recognition. Interest is defined as the consideration at the time value of money and the credit risk associated with the principal amount outstanding during a given period and other risks and basic borrowing costs (e.g., liquidity risk and administrative costs), as well as a profit margin.


SYN Prop e Tech S.A.

2.7. Trade receivables and allowance for expected credit losses

Include lease receivables and management and usage rights assignment fees charged from the shopping malls' storeowners, and the amounts corresponding to the sale of real estate units.

The Company recognized an allowance in an amount considered sufficient by Management to cover doubtful debts (based on the risk analysis on probable losses), recorded in profit or loss for the year.

2.8. Inventories

Represented by land that will be used for the development of commercial real estate projects intended for sale. The land bank and the real estate units are carried at historical cost, which includes all related expenditures, directly associated and measurable.

Net realizable value of inventories

The net realizable value of inventories is calculated pursuant to technical pronouncement CPC 16 (R1) - Inventories, under which inventories are stated at the lower of their cost or net realizable value.

2.9. Payables for and advances from customers on acquisition of properties

Acquired properties can be paid in cash or with the delivery of future real estate units. Both are initially recognized at the related contractual amounts. The amounts are settled when the payment in cash is made or as per the percentage of completion of construction.

2.10. Investments

Investments in subsidiaries are accounted for under the equity method in the individual financial statements. Under such method, these investments are initially recognized at cost, which includes transaction costs.

Upon initial recognition, the financial statements include the Company's share of profit or loss for the year and other comprehensive income of the investee up to the date when the significant influence or joint control ceases to exist.

2.11. Investment properties

Investment properties are properties from which it is expected to obtain a continuous and permanent economic benefit, represented by the properties held to earn rental, and are carried at acquisition cost, less depreciation calculated on a straight-line basis at the annual rates mentioned in note 11. The depreciation rates are based on the useful lives of assets, which are annually reviewed. In addition, the fair value of investment properties is measured according to the market conditions, so as to determine potential impairment losses on these assets, as disclosed in the respective explanatory note.

An investment property is written-off after it is sold or permanently out of use and there are no future incurring economic benefits from its disposal. Any gains or losses resulting from that property's write-off (measured as the difference between net revenue from the sale and the asset's carrying amount) is recognized in income for the period in which the property is written-off.


SYN Prop e Tech S.A.

2.12. Property and equipment

Comprises tangible assets intended for administrative purposes and stated at acquisition cost, less accumulated depreciation. Depreciation is calculated on a straight-line basis, at the annual rates disclosed in note 12, over the useful lives of the assets.

2.13. Intangible assets

Separately acquired intangible assets are carried at cost on initial recognition and, subsequently, are stated less accumulated amortization and impairment losses, where applicable. Amortization is recognized by the straight-line method based on the asset's estimated useful life. The estimated useful life and the amortization method are reviewed at the end of every reporting period and the effects of eventual changes in estimates is accounted for prospectively.

2.14. Impairment test

Management annually reviews the carrying amount of the assets to assess events or changes in economic, operating or technological circumstances that can indicate that these assets might be impaired. Whenever such evidence of impairment is identified and the net carrying amount exceeds the recoverable amount, an allowance for impairment losses is recognized. No impairment losses were recognized for the reporting periods.

2.15. Other current and noncurrent assets and liabilities:

An asset is recognized in the balance sheet when it is probable that future economic benefits will flow to the Company and its cost or amount can be reliably measured. A liability is recognized in the balance sheet when the Company has a legal or constructive obligation as a result of past events and it is probable that an outflow of funds will be required to settle the obligation. Liabilities include charges, inflation adjustments, and exchange rate changes incurred, when applicable.

Assets and liabilities are classified as current when their realization or settlement is likely to occur within the next twelve months. Otherwise, assets and liabilities are stated as noncurrent.

2.16. Adjustment to present value of assets and liabilities

The adjustment to present value recognized in 'Other receivables' was calculated based on the flow of receipts expected under equity interest sale agreements, using the average borrowing rate adopted by the Company, without inflation adjustment, for the financing obtained - 3.26%. The adjustment to present value of 'Other receivables' is recognized in profit or loss, in "Other operating income (expenses), net". The reversal of the adjustment to present value is recognized in the same line item.

2.17. Debentures

Debentures are initially recognized at fair value, less transaction costs, and are subsequently stated at amortized cost, i.e., plus charges and interest proportional to the year incurred up to the date the information is provided. Any difference between the amounts raised (net of transaction costs) and the total amount payable is recognized in the statement of profit and loss during the year in which borrowings are outstanding, using the effective interest method.

Debentures are classified as current liabilities, unless the Company has an unconditional right to defer the liability settlement for at least twelve months after the balance sheet date.

Debenture costs directly attributable to the acquisition, construction or production of a qualifying asset that necessarily requires a substantial period of time to be ready for its intended use or sale are capitalized as part of the cost of that asset when it is probable that future economic benefits associated with the item will flow to the Company and costs can be measured reliably. Other costs are recognized as expenses for the year in which they are incurred.


SYN Prop e Tech S.A.

2.18. Leases

The Company assesses whether a contract is or contains a lease, at the commencement of the contract. The Company recognizes right-of-use assets and the corresponding lease liabilities in respect of all lease agreements under which it is the lessee, except for short-term leases (i.e., when the lease term is 12 months or less) or leases of low-value assets. The Company recognizes operating lease payments associated with these leases as operating expenses on a straight-line basis over the lease term. The present value of lease liabilities was calculated using the average incremental interest rate of 6.10% p.a.

2.19. Income tax and social contribution

Income tax and social contribution are calculated according to the criteria set out in the prevailing tax law.

Actual profit

Tax on profit comprises income tax and social contribution. Income tax is calculated based on taxable income at a 25% tax rate and social contribution is calculated at a 9% tax rate, recognized under the jurisdiction regime.

Presumed profit

Income tax is calculated at the rate of 15%, plus a 10% surtax on annual taxable income exceeding R$240, while social contribution is calculated at the rate of 9%. As permitted by the tax law, certain entities whose prior-year revenue does not exceed R$78,000 may elect to adopt the deemed income regime, an option exercised by some subsidiaries.

For these entities, the income tax and social contribution tax bases are calculated as 32% of gross lease revenue or 8% and 12% of revenue from property sales, respectively (100% of finance income for both taxes), to which the statutory rates of the respective tax and contribution are applied.

Deferred income tax and social contribution are calculated at the rates by which temporary differences are effectively taxed, pursuant to the prevailing tax law.

2.20. Provisions

Provisions are recognized when the Company has a present obligation (legal or presumed), as a result of past events, it is probable that an outflow of funds will be required to settle the obligation, and the obligation amount can be reliably estimated.

When the Company expects that the amount of a provision will be reimbursed, whether fully or partially, the reimbursement is recognized as a separate asset if, and only if, the reimbursement is virtually certain and the amount can be reliably measured.

2.21. Financial instruments and derivatives

a) Financial instruments

The Company's and its subsidiaries' financial instruments comprise cash and cash equivalents, short-term investments, trade receivables and trade payables, financing, borrowings, debentures, certificates of receivables, etc.

The Company and its subsidiaries recognize financial instruments on the date they become a party to the underlying contract.


SYN Prop e Tech S.A.

b) Financial assets

Financial assets measured at amortized cost comprise trade receivables, loans and other receivables with fixed or determinable payments that are not quoted in a market. These assets are measured at amortized cost using the effective interest method, less any impairment losses. Classification depends on the nature and purpose of the financial assets and is determined upon initial recognition.

Financial assets measured at fair value through profit or loss comprise cash and cash equivalents and securities. Financial assets at fair value through profit or loss include financial assets held for trading and financial assets stated at fair value through profit or loss on initial recognition.

c) Financial liabilities

Other financial liabilities, including borrowings, financing, debentures, CRIs, and trade and other payables, are initially measured at fair value, net of transaction costs. Subsequently, they are measured at amortized cost using the effective interest method, and finance costs are recognized based on the effective interest.

The effective interest method is a method of calculating the amortized cost of financial liabilities and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts the estimated future cash flows through the expected life of the financial liability.

2.22. Employee and officer benefits

The Company does not have any private pension plans or any retirement or post-employment benefit plan. The Company offers the profit-sharing program (PLR), which is recognized as expense during the effective period. For further details see note 20.b.

2.23. Basic and diluted earnings (loss) per share

Basic earnings (loss) per share are calculated based on the profit or loss for the year attributable to owners of the Company and the number of common shares outstanding in the respective period (total shares, less treasury shares). Diluted earnings (loss) per share also take into account the exercise of stock options, if any. See note 30.

2.24. Segment reporting

Operating segments are defined as components of an entity for which separate financial information is available and regularly assessed by the chief operating decision maker to allocate resources and assess the performance of the managers of a certain segment. Considering the Company's operations, we have segregated information into the following segments: buildings, shopping malls, services, and other.

2.25. Dividend distribution

The distribution of dividends to shareholders is recognized as a liability in the following situations: (i) if the distribution is approved pursuant to the bylaws before the end of the fiscal years; and (ii) pursuant to the Brazilian Corporate Law, which requires the payment of a mandatory minimum dividend of 25% of profit for the year. Additional dividends can be approved at a General Shareholders' Meeting and are recognized only on that date, and supplementary dividends proposed by Management in preparing the financial statements are held as earnings reserve at the end of the reporting period.


SYN Prop e Tech S.A.

2.26. Supplemental information

The Company prepared the individual and consolidated statements of value added (DVA), in accordance with technical pronouncement CPC 09 - Statement of Value Added, which are presented as an integral part of the financial statements in accordance with accounting practices adopted in Brazil applicable to publicly-held companies, while under the IFRS Accounting Standards it represents additional financial reporting.

2.27. Treasury shares

Refer to own equity instruments that are bought back, recognized at cost and deducted from equity. No gain or loss is recognized in the statement of profit and loss on the purchase, sale, issuance or cancellation of the Company's own equity instruments. Any difference between the carrying amount and the consideration is recognized in 'Other capital reserves'.

3. ACCOUNTING PRONOUNCEMENTS

3.1. New and amended accounting standards effective in the current year

In the current year, the Group applied the following amendments to IFRS Accounting Standards issued by the International Accounting Standards Board – IASB, as well as new technical guidance, which are effective for periods beginning on or after January 1, 20245 Their adoption had no material impacts on the disclosures or amounts presented in these financial statements.

Amendments to IAS 21 – Effects of Changes in Exchange Rates title Lack of Convertibility

The amendments specify how to evaluate whether a currency is exchangeable and how to determine its applicable exchange rate when it isn't.

OCPC 10 – Carbon Credit (tCO2e), Emission Allowances and Decarbonization Credits (CBIO)

This technical guidance aims to direct the accounting treatment of Carbon credits (tCO2e), Emission allowance and decarbonization credits (CBIO) of entities operating in the Brazilian market.

3.2. New and revised standards already issued but not yet adopted

Even though early adoption is permitted, the Company and its subsidiaries did not adopt the new IFRS/CPC listed below.

On the date of authorization of these financial statements, the Company had not adopted the new and revised IFRS Accounting Standards below, already issued and not yet applicable:

Amendments to IFRS 9 and IFRS 7

Amendments to the Classification and Measurement of Financial Instruments

Annual Improvements to Accounting Standards IFRS – Volume 11

Amendments to IFRS 1 – Initial Adoption of International Accounting Standards, IFRS 7 – Financial Instruments: Highlights, IFRS 9 – Financial Instruments, IFRS 10 – Consolidated Statements and IAS 7 – Statement of Cash Flows

Amendments to IFRS 9 and IFRS 7

Contracts that refer to electric power whose generation depends on natural conditions

IFRS 18

Presentation and Disclosures in Financial Statements

IFRS 19

Subsidiaries without Public Accountability: Disclosures


SYN Prop e Tech S.A.

The Company did not identify any material impact on the Group's financial statements, either due to new or revised standards in the first-time adoption period.

Management does not expect the adoption of the aforementioned standards to have a significant impact on the Company's financial statements for future periods, unless indicated below.

3.2.1. IFRS 18 – Presentation and Disclosures in Financial Statements

IFRS 18 replaces IAS 1, transporting several of IAS 1's requirements unaltered and complementing them with new requirements. In addition, some of the paragraphs of IAS 1 have been moved to IAS 8 and IFRS 7. IASB has also implemented minor changes to IAS 7 and IAS 33 – Earnings per Share.

IFRS 18 introduced the following requirements:

  • Present specific categories and defined subtotals in the statement of profit and loss.
  • Present disclosures on performance measurements defined by Management (MPMs) in the notes to the financial statements.
  • Improvements linked to information aggregation and separation requirements.

The entity must apply IFRS 18 for reporting periods beginning on or after January 1, 2027. The amendments to IAS 7 and IAS 33, as well as revisions of IAS 8 and IFRS 7, come into effect when the entity starts applying IFRS 18. IFRS 18 requires retrospective application with specific transitional provisions. The Company's directors expect that the application of these changes will have an impact on the Company's financial statements in the future.

4. CASH AND CASH EQUIVALENTS

Refer to cash, banks and short-term investments in Bank Certificates of Deposit (CDB) and repurchase transactions backed by debentures, yielding interest at rates that approximate the CDI fluctuation (between 98% and 100%), on which no penalties or other immediate redemption-related restrictions are imposed, other than the right to require repurchase at any time.

The balance of cash and cash equivalents falls into the amortized cost category.

Description Parent Consolidated
12/31/2025 12/31/2024 12/31/2025 12/31/2024
Cash and banks 543 1,131 14,075 6,980
CDB 49,128 142,247 153,806 261,607
Total cash and cash equivalents 49,671 143,378 167,881 268,587

5. MARKETABLE SECURITIES

Description Parent Consolidated
12/31/2025 12/31/2024 12/31/2025 12/31/2024
Debentures 16,757 22,399 16,757 22,399
CDB 762 - 762 -
Repurchase agreements 1,554 8,757 1,554 8,757
Financial bills 13,695 9,751 13,695 9,751
Financial Treasury Bills 4,340 81,679 4,340 81,679
Investment funds 126,043 88,795 133,411 88,988
Total securities 163,151 211,381 170,519 211,574
Current 54,478 138,958 61,846 139,151
Noncurrent (a) 108,673 72,423 108,673 72,423

SYN Prop e Tech S.A.

(a) Refers to repurchase transactions and investment funds, broken down as shown above, characterized by the repurchase at a previously defined term and price. It yields interest at rates that approximate the CDI fluctuation (ranging between 98% and 100%).

The balance of securities falls into the amortized cost and fair value through profit or loss (FVTPL) categories.

As at December 31, 2025, the Company holds a subscribed 23.92% stake in Fundo de Investimento em Participação SPX SYN Desenvolvimento I - Multiestratégia ("FIP"), amounting to R$108,673. As explained in note 10.1 (c), the Company sold its stake in the company SPX SYN Participações S.A., in which it had a 50% share in the management of the FIP.

6. TRADE RECEIVABLES

Description Parent Consolidated
12/31/2025 12/31/2024 12/31/2025 12/31/2024
Leases - - 28,614 26,984
Assignment of right of use (CDU) - - 4,419 4,446
Direct sale of properties (d) - - - 564,122
Sale of completed units - - - 463
Management services 103 319 8,286 9,683
Subtotal - balance receivable 103 319 41,319 605,698
Straight-lining (a) - - 16,433 14,937
Unrecognized discounts (b) - - 987 2,411
Allowance for expected credit losses (c) - - (11,159) (10,669)
Total trade receivables 103 319 47,580 612,377
Current 103 319 33,283 598,961
Noncurrent - - 14,297 13,416

(a) Accounting method pursuant to CPC 06 - Leases (R2) for recognition of revenue from rental and accounts receivable, on accrual basis.

(b) During the period of COVID-19 pandemic, which had a direct impact on the Company's operations, Management elected to offer discounts of up to 100% in the rental amounts, related to the payment on time of the common area maintenance fees of shopping malls. Still in 2020 and 2021, the Company offered individual discounts per store on a monthly basis. Accordingly, such condition was treated as modification of the lease contract flow and, consequently, will result in the recognition of its effects on a straight-line basis according to the remaining term of each contract, as set forth in technical pronouncement CPC 06 (R2)/IFRS 16.

(c) For trade receivables relating to Shopping Malls, the Company adopts the expected credit loss as loss policy for expected credit losses.

(d) Receivables from XP Malls Fundo de Investimento Imobiliário ("XPMalls"), relating to the sale of properties comprising the undivided interest of 32% of Shopping Cidade São Paulo, within SPE - Miconia Empreendimentos Imobiliários Ltda. and 90% of Tietê Plaza Shopping within SPE - Marfim Empreendimentos Imobiliários S.A. The operation's total amount was received in April 2025.

Receivables from lessees with balances past due for more than 360 days are provisioned in full (100%) for Losses with Doubtful Debtors, that is, current and past-due balances.


SYN Prop e Tech S.A.

For receivables of other lessees without balances past due for more than 360 days, the Company adopts as loss policy the provisioning according to the percentage of expected losses, taking into consideration an individual, historical analysis for each shopping mall, together with current and future economic, financial and political conditions that could adjust the historical loss rate, as shown below:

Shopping mall Expected loss percentage applied to outstanding receivables and current receivables falling due below 360 days
2025 2024
Tietê Plaza Shopping 1.24% 3.2%
Shopping Metropolitano Barra 2.96% 2.1%
Shopping Cidade de São Paulo 1.54% 1.5%
Grand Plaza Shopping 0.85% 0.8%

As at December 31, 2025, the aging list of trade receivables, without considering the allowance for doubtful debts, is as follows:

Consolidated 12/31/2025 Consolidated 12/31/2024
Current 50,534 611,946
Past-due 8,205 11,100
0 to 30 days 110 874
31 to 60 days 89 556
61 to 90 days 186 122
91 to 120 days 75 147
121 to 360 days 713 960
Over 360 days 7,032 8,441
Total trade receivables 58,739 623,046

The noncurrent portion as at December 31, 2025 by year of maturity is as follows:

2027 3,958
2028 3,638
2029 3,400
2030 3,301
Balance at December 31, 2025 14,297

7. OTHER RECEIVABLES

Description Parent Consolidated
12/31/2025 12/31/2024 12/31/2025 12/31/2024
Sale of equity interests (a) 3,678 144,329 3,735 144,329
Allowance - - 5,711 5,201
Other unrecognized expenses 323 549 4,747 7,505
Total securities 4,001 144,878 14,193 157,035
Current 2,565 113,456 5,962 119,261
Noncurrent 1,436 31,422 8,231 37,774

(a) The main balances of receivables from the sale of equity interests include the transaction with XP Malls Fundo de Investimento Imobiliario ("XPMalls"). On December 31, 2025, all amounts related to the operations had been received.


SYN Prop e Tech S.A.

8. INVENTORIES

12/31/2025 12/31/2024
Current:
Thera Residencial e Saletas 696 463
Noncurrent:
Land 54,227 53,533

As at December 31, 2025, the Company has no property pledged as collateral for debts.

The assessment of the recoverable value is made on annual basis according to prevailing accounting policies. As at December 31, 2025, the Company did not identify any indication of impairment of its inventories.

9. RECOVERABLE TAXES

Description Parent Consolidated
12/31/2025 12/31/2024 12/31/2025 12/31/2024
Withholding Income Tax (IRRF) (a) 17,797 12,554 32,334 18,573
Social contribution (CSLL) 952 182 4,997 1,530
Taxes on revenue (PIS and COFINS) 66 73 266 1,012
Other recoverable taxes - 15 11 27
Total 18,815 12,824 37,608 21,142
Current 6,301 11,362 10,928 18,780
Noncurrent 12,514 1,462 26,680 2,362

(a) Income tax is represented by withholdings on short-term investments and dividends from real estate investment funds, including from prior years, which, in accordance with article 66 of Law No. 8383/91, with the new wording introduced by article 58 of Law No. 9069/95, establishes the right to offset against taxes of the same nature or reimbursement request, which ensures the Company its full realization at inflation-adjusted amounts.

24


SYN Prop e Tech S.A.

10. INVESTMENTS

10.1. The main information on investees as at December 31, 2025 and 2024 is summarized as follows:

Associates TOTAL ASSETS TOTAL LIABILITIES
Current assets Noncurrent assets Current liabilities Noncurrent liabilities Equity
12/31/2025 12/31/2024 12/31/2025 12/31/2024 12/31/2025 12/31/2024 12/31/2025 12/31/2024 12/31/2025 12/31/2024
Carcavelos 2 10 6,582 6,566 11 2 - - 6,573 6,574
Cyrela CCP Canela 32,648 68 - 32,575 - 2 - - 32,648 32,641
SYN Sândalo 76 20 34 98 26 7 54 - 30 111
CLD 16,472 14,938 444,776 337,208 4,816 5,207 57,878 57,531 398,554 289,048
Cyrela CCP Tururin 242 220 - - 1 2 - - 241 218
FII Brasília Machado - 390 - 7,296 - 352 - - - 7,334
Associates Net revenue Costs Profit/loss
--- --- --- --- --- --- ---
12/31/2025 12/31/2024 12/31/2025 12/31/2024 12/31/2025 12/31/2024
Carcavelos - 14 1 (141) (1) 155
Cyrela CCP Canela 9 6 3 5 6 1
SYN Sândalo 11 6 303 51 (292) (45)
CLD 21,147 14,150 6,242 9,425 14,905 4,725
Cyrela CCP Tururin 31 23 10 28 21 (5)
FII Brasília Machado - 999 - 4,166 - (3,167)

SYN Prop e Tech S.A.

Company description Equity interest (%) 12/31/2024 Capital payment (reduction) Dividends Income Share of results of investees Interest capitalization 12/31/2025
2024 2025
Investments in subsidiaries
SYN Acácia 100.00% 100.00% 8,774 - - - 274 - 9,048
SYN Açucena 66.57% 66.57% 9,223 - (5,182) - 3,242 - 7,283
SYN Administração de Propriedades 100.00% 100.00% 8,071 - (3,648) - 6,336 - 10,759
Ágata 99.99% 99.99% 350 - - - 26 - 376
SYN Ambar 66.57% 66.57% 11,354 - (6,425) - 3,724 - 8,653
CCP Asset 100.00% 100.00% 7,483 (805) - - 2,423 - 9,101
Bromélia 25.00% 25.00% 22,122 (35) - - (476) (105) 21,506
SYN Carvalho 100.00% 100.00% 2 3 - - (3) - 2
SYN Citrino 99.99% 99.99% 5 3 - - (3) - 5
Eucalipto 100.00% 100.00% 35,162 - - - (3) - 35,159
SYN Laranjeira 35.88% 0.00% 12,669 (11,823) - - (846) - -
Lavanda 99.99% 99.99% 111,688 (3,172) (5,820) - 6,492 - 109,188
Leasing Malls 100.00% 100.00% (66) 185 - - (376) - (257)
SYN Lilac 100.00% 100.00% 8,090 - - - (3,986) - 4,104
SYN Magnólia 12.50% 100.00% 66,017 8,122 (9,894) - 1,908 (107) 66,046
Marfim 100.00% 100.00% 8,962 5,985 - - 283 (16) 15,214
Mármore 66.56% 66.56% 3,263 (479) (2,829) - 1,933 - 1,888
SYN Mogno 99.90% 99.90% 41 - - - 3 - 44
CCP Participações 100.00% 100.00% 80 - - - 7 - 87
ON Digitais 99.99% 99.99% 688 3 - - 39 - 730
CSC Serviços Administrativos 99.99% 99.99% 3,420 - - - (115) - 3,305
FII CTI 66.19% 75.91% 19,415 9,498 (15) - (7,343) - 21,555
Micônia (b) 100.00% 100.00% 685,917 (369,926) (8,655) - 28,111 (766) 334,681
YM Investimentos 100.00% 100.00% 97 306 - - (302) - 101
FII JK D 10.00% 10.00% 29,477 - - (338) 534 - 29,673
FII JK E 10.00% 10.00% 36,518 1 - (328) (127) - 36,064
Nebraska 100.00% 100.00% (1) 4 - - (5) - (2)
Kansas 100.00% 100.00% 2 3 - - (5) - -
Condado 100.00% 100.00% 2 3 - - (2) - 3
California 100.00% 100.00% 295 - - - (50) - 245
Montana (c) 100.00% 0.00% 120,241 (1,245) (124,600) - 5,604 - -
API SPE 88 100.00% 100.00% 10,169 748 - - (11) - 10,906
FII Grand Plaza II 10.00% 100.00% 22,165 - - - 8,569 (4) 30,730
Goodwill on acquisition of equity interests a) 3,336 (108) - - - - 3,228
Subtotal - investees - subsidiaries 1,245,031 (362,729) (167,068) (666) 55,855 (998) 769,425

Syn Prop e Tech S.A.

Company description Equity interest (%) 12/31/2024 Capital payment (reduction) Dividends Income Share of results of investees Interest capitalization 12/31/2025
2024 2025
Investments in associates
Carcavelos 12.64% 8.45% 555 - - - - - 555
Cyrela CCP Canela 50.00% 50.00% 16,664 - - - 3 - 16,667
SYN Sândalo 50.00% 50.00% 55 106 - - (146) - 15
CLD 20.00% 20.00% 57,947 18,848 - - 2,981 - 79,776
Cyrela CCP Tururim 50.00% 50.00% 110 1 - - 10 - 121
FII Brasília Machado 50.00% 0.00% - 1,087 - - (1,087) - -
Condoconta 10.00% 10.00% 24,174 - - - - - 24,174
Subtotal - investees - associates 99,505 20,042 - - 1,761 - 121,308
Total investments 1,344,536 (342,687) (167,068) (666) 57,616 (998) 890,733
Parent
Description 12/31/2025 12/31/2024
FII CTI 651 663
FII Grand Plaza II 2,603 2,672
Total (a) 3,254 3,335

a) Upon acquisition of FII CTI companies, part of the amount paid, in excess of cost, was allocated to some assets, mainly land, in FII Grand Plaza II. Consequently, this fair value, which was added to the assets, is depreciated, if applicable, at the same rates as the original amounts, which ranges from 2% to 2.7% per year.

b) Refers to the capital reduction that occurred on January 30, 2025, where the value of the reduction is achieved through the assignment of receivables related to the sale of 32% of the ideal fraction of Shopping Cidade São Paulo, carried out on June 27, 2024 to XP Malls, as a refund of the value of the canceled quotas.

c) On July 31, 2025, SPE Montana was settled, after all receivables were received from the company, stemming from the disposal of 90% of Tiete Plaza Shopping's ideal portion, given on June 27, 2024 to XP Malls.

d) Over the course of 2025, the Company made apports for the construction of a Centro Logístico Dutra warehouse.


SYN Prop e Tech S.A.

10.2. Investments in direct and indirect associates

The movements in investments in associates that remain recognized in the consolidated financial statements is as follows:

Associates Direct equity interest - % Balance at 12/31/2024 Capital payment (reduction) Dividends Share of results of investees Other Balance at 12/31/2025
2024 2025
Carcavelos 12.64% 8.45% 555 - - - - 555
Cyrela CCP Canela 50.00% 50.00% 16,664 - - 3 - 16,667
SYN Sândalo 50.00% 50.00% 55 106 - (146) - 15
CLD 20.00% 20.00% 57,947 18,848 - 2,981 - 79,776
Cyrela Diamante 48.98% 48.98% 1,415 23 (133) 238 - 1,543
Cyrela CCP Tururin 50.00% 50.00% 110 1 - 10 - 121
FII Brasília Machado 50.00% 0.00% - 1,087 - (1,087) - -
Parallel 0.20% 0.20% 4,191 - (1,325) 94 (320) 2,640
Texas (b) 30.00% 10.00% 15,775 - - 15 - 15,790
Oklahoma (c) 30.00% 10.00% 27,528 1 - 42 - 27,571
Condoconta 10.00% 10.00% 24,174 - - - - 24,174
Other investments (a) - - 3,810 (65) - (1,755) (1,011) 979
Goodwill on the acquisition of equity interests - - 406 - - - (44) 362
Total investments 152,630 20,001 (1,458) 395 (1,375) 170,193

a) On January 25, 2025, the Company sold its interest in venture Brasilio Machado to BRC Venda Corporativa Fundo de Investimento Imobiliario.
b) The real estate investment fund JK D - FII has interest in subsidiary in Texas Empreendimentos e Participações S.A. for which it holds title of Condomínio WTorre JK D of 10% by the Company and 90% by CCP/CPP Parallel Holding Cajamar I LLC. There were no changes in interest in the year.
c) The real estate investment fund JK E - FII has interest in subsidiary in Oklahoma Empreendimentos e Participações S.A. for which it holds title of Condomínio WTorre JK E of 10% by the Company and 90% by CCP/CPP Parallel Holding Cajamar I LLC. There were no changes in interest in the year.
d) Over the course of 2025, the company made apports for the construction of Centro Logístico Dutra warehouse.


SYN Prop e Tech S.A.

10.3. Investments in investees measured at fair value

Investee Direct equity interest - % 12/31/2025 12/31/2024
2024 2025
Condoconta Ltd. (a) 10.00% 10.00% 24,174 24,174
Total investments at fair value 24,174 24,174

a) In September 2022, the Company completed the transaction whereby it acquired 19,946,452 shares in CondoConta Ltd., equivalent to a 10% equity interest, totaling an investment of R$24,174. The Company does not hold control nor significant influence over the investee, and its amount is measured at fair value pursuant to technical pronouncement CPC 18 (R2).

  1. INVESTMENT PROPERTY

Investment properties are initially stated at cost and subsequently depreciated, and consist of properties leased by the Company. The balances as at December 31, 2025 and 2024 are as follows:

Depreciation - % Consolidated
12/31/2025 12/31/2024
Buildings and constructions 2.0% to 2.7% 1,739,490 1,759,779
Land - 89,549 91,350
Improvements in properties 2.0% to 2.7% 45,190 39,191
Total cost 1,874,229 1,890,320
(-) Accumulated depreciation 2.0% to 2.7% (268,196) (235,512)
Total investment properties 1,606,033 1,654,808

As at December 31, 2025, the Company has the amount of R$982,105 pledged as collateral for debts.

The movements in consolidated investment properties for the year ended December 31, 2025 is as follows:

Movements in investment properties

Balance at 12/31/2024 Additions Write-offs (a) Amortization of capital gain Depreciation Capitalization Balance at 12/31/2025
1,654,808 12,993 (10,993) (9,501) (39,943) (1,331) 1,606,033

(a) The write-off refers to the sale of Shopping D.

The Company elected for the recognition at cost less depreciation of investment properties. Below is a comparison between the cost and fair value of investment properties, calculated annually as at December 31, 2025, for impairment test purposes:

Properties Fair value (a) Carrying Amount Gross unrecognized capital gain
Buildings 1,998,387 1,156,039 842,348
Shopping malls 968,875 422,608 546,267
Other 75,923 27,386 48,537
Total 3,043,185 1,606,033 1,437,152

(a) The fair value above is being presented on a consolidated basis, considering the full interest the respective subsidiaries hold on properties classified as "Investment properties", including noncontrolling interests.


SYN Prop e Tech S.A.

The assessment of shopping malls was carried out internally as at December 31, 2025, and depending on the property and market characteristics the method below was used to determine the market value:

Income method - discounted cash flow: under such method, the current lease revenue is projected based on effective lease agreements, over a period of 10 years, considering appropriate growth rates and contractual events (adjustments, reviews and renewals), within the lower frequency set forth in the law.

  • The fair value measurement of shopping malls was classified as Level 3 based on the inputs used.
  • For the assessment of the shopping mall assets, the following rates were used as assumptions:
Indicators Weighted average
12/31/2025
Average revenue growth 1.3%
Default 0.8%
Average discount on the lease 3.8%
Financial vacancy 2.8%
Management fee/revenue 3.8%
Average discount rate 9.2%

The real discount rate was used as assumption.

The assessment of buildings was carried out internally as at December 31, 2025, and depending on the property and market characteristics the method below was used to determine the market value:

  • Income method - discounted cash flow: under such method, the current lease revenue is projected based on effective lease agreements, considering appropriate growth rates and contractual events (adjustments, reviews and renewals), within the lower frequency set forth in the law. To determine the market value of the projects, a cash flow was created considering the calculation period, totaling a 10-year projection and an average discount rate of 9.2% per year. The average capitalization rate used was 8.2% per year.
  • The fair value measurement of the buildings was classified as Level 3 based on the inputs used.
  • For the assessment of the building assets, the following rates were used as assumptions:
Indicators Weighted average
Revenue growth 3.89%
Default 0.00%
Discount on lease -0.49%
Financial vacancy 3.10%
Management fee/revenue 1.00%
Discount rate 9.00%
  • The real discount rate was used as assumption for corporate buildings.

SYN Prop e Tech S.A.

12. PROPERTY AND EQUIPMENT AND INTANGIBLE ASSETS

Represented by:

Description % Depreciation and amortization Parent Consolidated
12/31/2025 12/31/2024 12/31/2025 12/31/2024
Property and equipment
Furniture and fixtures 10% 242 232 242 231
Data processing equipment 20% 1,059 860 1,750 1,386
Improvements 10% 356 331 760 736
Right of use (a) - 1,632 2,565 1,632 2,565
Total cost 3,289 3,988 4,384 4,918
(-) Accumulated depreciation (1,050) (905) (1,990) (1,659)
Property and equipment, net 2,239 3,083 2,394 3,259
Intangible assets
Software and hardware 2.0% to 2.7% 519 433 1,568 1,413
Projects in progress (b) 1 1 6,398 5,017
Total cost 520 434 7,966 6,430
(-) Accumulated amortization 2.0 to 2.7% (420) (342) (1,468) (1,243)
Intangible assets, net 100 92 6,498 5,187

(a) Refers to the adoption of IFRS 16 - Leases, where the Company is the lessee of an asset.
(b) Refers to implementation costs on new projects in shopping malls.

The movements in consolidated property and equipment and intangible assets for the year ended December 31, 2025 is as follows:

Description Balance at 12/31/2024 Additions Depreciation and amortization Balance at 12/31/2025
Property and equipment
Buildings and constructions 2 - - 2
Furniture and fixtures 96 9 (22) 83
Data processing equipment 303 250 (125) 428
Improvements 294 26 (70) 250
Right of use 2,564 - (933) 1,631
Total 3,259 285 (1,150) 2,394
Intangible assets
Software 171 86 (156) 101
Projects in progress 5,016 1,381 - 6,397
Total 5,187 1,467 (156) 6,498

SYN Prop e Tech S.A.

13. DEBENTURES AND PAYABLES FOR ACQUISITION OF THIRD PARTIES

13.1 Debentures

Debentures Contracting date Charges Re. Parent Consolidated
12/31/2025 12/31/2024 12/31/2025 12/31/2024
Debentures - 10th issue 10/17/2018 IPCA (a) 436,236 417.919 436.236 417.919
Debentures - 12th issue 12/15/2019 CDI (b) - 360.359 - 360.359
Debentures - 1st issue 12/15/2019 CDI (c) - - 27.414 41.039
Total 436.236 778.278 463.650 819,317
Current liabilities 1.199 122.382 15.075 136,253
Noncurrent liabilities 435.037 655.896 448.575 683,064

(a) On October 17, 2018, the Company's Board of Directors approved the 10th issue of the Company's simple, nonconvertible debentures, in single series, of real guarantee, for private placement, of which 300,000 debentures with par value of R$10,000.00, with total issue amount of R$300,000. Debentures will have the par value adjusted by the IPCA and compensatory interest corresponding to 6.5106% per year (252 business days). Principal will be paid on maturity and compensatory interest will be paid in monthly installments beginning November 2018.

(b) On December 12, 2019, the Company's Board of Directors approved the 12th issue of the Company's simple, nonconvertible, unsecured debentures, to be changed into real guarantee, in a single series, of which 360,000 debentures with par value of R$1 each, in the total issue amount of R$360,000. The debentures yield interest equivalent to 100% of the accumulated variation of daily average DI rates, plus 1.29% per year (252 business days basis). The balance was paid off in full on April 11, 2025.

(c) On December 12, 2019, the shareholders of Marfim approved at the extraordinary general meeting the 1st issue of the Company's simple, nonconvertible, unsecured debentures, to be changed into real guarantee, with additional fiduciary guarantee, in a single series, of which 110,000 debentures with par value of R$1 each, in the total issue amount of R$110,000. The debentures yield interest equivalent to 100% of the accumulated variation of daily average DI rates, plus 1.13% per year (252 business days basis). Principal and interest are paid on a monthly basis since January 2020.

The Company can, at its own discretion, early redeem all outstanding debentures, at any time, as from the issue date, after resolution at the meeting of the Board of Directors.

None of these debentures is eligible for scheduled renegotiation.

The movements in debentures for the years ended December 31, 2025 and 2024 is as follows:

Description Parent Consolidated
Balance at December 31, 2023 918,602 973,272
Interest payments (92,275) (97,845)
Principal repayment (152,098) (165,847)
Accrued interest 104,513 110,050
Amortization of borrowing costs 1,304 1,455
Buyback of debentures (1,768) (1,768)
Balance at December 31, 2024 778,278 819,317

SYN Prop e Tech S.A.

Description Parent Consolidated
Balance at December 31, 2024 778,278 819,317
Interest payments (42,724) (47,729)
Principal repayment (360,000) (373,749)
Accrued interest 59,215 64,194
Amortization of borrowing costs 1,467 1,617
Balance at December 31, 2023 436,236 463,650

The noncurrent balance of debentures as at December 31, 2025 matures as follows:

Description Parent Consolidated
Year
2027 - 13,538
2028 435,037 435,037
Balance at December 31, 2025 435,037 448,575

On the Collaterals

10th issue - Collaterals

Debentures are collateralized by conditional sale of property, conditional sale of SPE shares and conditional assignment of receivables, as a guarantee of the timely and full compliance with all obligations set forth in the 10th Issue Indenture, as set forth in the respective Collateral Agreements.

The Company must maintain an LTV (Loan to value) lower than 70%. If such financial ratio is not met, the Company must maintain its net debt/EBITDA equal to or lower than 7.0x so that debentures are not subject to accelerated maturity.

The transaction is compliant with all obligations set forth in the issue indenture.

12th issue - Collaterals

Debentures are collateralized by conditional sale of SPE shares and conditional assignment of receivables, as a guarantee of the timely and full compliance with all obligations set forth in the 12th Issue Indenture, as set forth in the respective Collateral Agreements.

The Company must maintain a coverage ratio equivalent to at least 1.3x.

The transaction is compliant with all obligations set forth in the issue indenture.

1st issue of Marfim - Collaterals

Debentures are unsecured, with just a guarantee.

The transaction is compliant with all obligations set forth in the issue indenture.


SYN Prop e Tech S.A.

13.2. Payables for acquisition of third parties

Securitization company Contracting date Charges Re. Consolidated
12/31/2025 12/31/2024
100%
Opea Capital 12/18/2015 CDI (a) 112,195 112,163
100%
Opea Capital 12/18/2015 CDI (b) 284,297 284,215
Total 396,492 396,378
Current liabilities 132,641 602
Noncurrent liabilities 263,851 395,776

The movements in certificates of real estate receivables for the years ended December 31, 2025 and 2024 is as follows:

Description Consolidated
Balance at December 31, 2023 396,356
Interest payments (46,174)
Accrued interest 46,196
Balance at December 31, 2024 396,378
Interest payments (58,223)
Accrued interest 58,337
Balance at December 31, 2025 396,492

The non-current portion as at December 31, 2025 by year of maturity is as follows:

Year Consolidated
2027 131,926
2028 131,925
Total 263,851

a) On December 26, 2019, the Company entered into the Memorandum of Closing relating to the Commitment of Onerous Assignment of Acquisition Rights of Units of the Real Estate Investment Fund JK D - FII. Upon acquisition, the FII had an obligation to acquire the property that will be complied with through the payment of the Certificate of Real Estate Receivables ("CRI") - 131st series of the 1st issue of Opea Capital.

Pursuant to the Securitization Instrument of Real Estate Credits, the interest is paid on a monthly basis, yielding interest equivalent to 100% of the accumulated variation of the average daily DI rates, plus 1.30% per year (252 business days basis), as at February 11, 2020, with 96 installments, and principal will be repaid in three annual installments beginning January 2026.

As a collateral for the payments by the Fund to Opea Capital, the Conditional Sale of the property title on behalf of the holders of the CRI, the Conditional Assignment of Receivables and Sale of the Fund Units remain.

b) On December 26, 2019, the Company entered into the Memorandum of Closing relating to the Commitment of Onerous Assignment of Acquisition Rights of Units of the Real Estate Investment Fund JK E - FII. Upon acquisition, the FII had an obligation to acquire the property that will be complied with through the payment of the Certificate of Real Estate Receivables ("CRI") - 129th series of the 1st issue of Opea Capital.

34


SYN Prop e Tech S.A.

Pursuant to the Securitization Instrument of Real Estate Credits, the interest is paid on a monthly basis, yielding interest equivalent to 100% of the accumulated variation of the average daily DI rates, plus 1.30% per year (252 business days basis), as at February 11, 2020, with 96 installments, and principal will be repaid in three annual installments beginning January 2026.

As a collateral for the payments by the Fund to Opea Capital, the Conditional Sale of the property title on behalf of the holders of the CRI, the Conditional Assignment of Receivables and Sale of the Fund Units remain.

14. TAXES AND CONTRIBUTIONS PAYABLE

Represented by:

Parent Consolidated
12/31/2025 12/31/2024 12/31/2025 12/31/2024
Tax on revenue (PIS) 51 190 266 418
Tax on revenue (COFINS) 257 1,113 1,252 2,223
Service tax (ISS) 127 122 746 777
Income tax 1,025 7,498 13,668 19,572
Social contribution (CSLL) 378 2,702 5,006 7,107
Withholding income tax (IRRF), social security contribution (INSS), PIS, COFINS and CSLL 55 139 259 280
Other - - 44 43
Total 1,893 11,764 21,241 30,420

15. DEFERRED TAXES AND CONTRIBUTIONS

The Company has the following temporary differences as at December 31, 2025 and 2024:

Tax base Consolidated
12/31/2025 12/31/2024
Receivables - lease 1,707 1,494
“Res sperata” (assignment of right of use) 3,751 3,720
Total 5,458 5,214

SYN Prop e Tech S.A.

As a result of the tax obligations referred to above, as at December 31, 2025 and 2024, the Company recorded the corresponding tax effects (deferred taxes) as follows:

Deferred tax Consolidated
12/31/2025 12/31/2024
Receivables - lease 94 85
Total current 94 85
“Res sperata” (assignment of right of use) 545 548
Total noncurrent assets 545 548
Total deferred taxes 639 633
Tax on revenue (PIS) 33 32
Tax on revenue (COFINS) 155 151
Income tax 328 327
Social contribution (CSLL) 123 123

16. ESCROW DEPOSITS

Refer to legal obligations arising from tax debts of subsidiaries, which were deposited in escrow, as follows:

Description Consolidated
12/31/2024 12/31/2022
Assets - escrow deposits
Escrow deposits - IPTU 310 307
Labor escrow deposits (a) - 3,213
Civil escrow deposits 96 97
Total assets 406 3,617

(a) Escrow deposit made in April 2021 in the amount of R$3,213 corresponding to a labor lawsuit of SYN Administração de Propriedades. The lawsuit was finalized in July 2025, with a verdict partially favorable towards the investee, with reimbursement of R$1,973 of the total amount deposited.

17. RELATED PARTIES

a) Loans

Loan

Description Consolidated
Related parties 12/31/2025 12/31/2024
Shopping D (a) - 201
Total - loans - 201

(a) DBA Empreendimentos e Participações Ltda. loan maturing in May 2025. Loan paid off in November 2025.


SYN Prop e Tech S.A.

b) Debit note

The Company and its subsidiaries have debit notes as follows:

Assets Parent Consolidated
Related parties 12/31/2025 12/31/2024 12/31/2025 12/31/2024
SYN Administração de Propriedades Ltda. - 9 - -
Leasing Malls Empreendimentos
Imobiliários Ltda. 28 21 - -
CSC Serviços Administrativos Ltda. 143 58 - -
Tietê Administradora Ltda. - - 115 116
Miconia Empreendimentos
Imobiliários Ltda. (a) - 25,447 - -
Other companies 18 12 189 99
Total related parties 189 25,547 304 215
Total related parties 189 25,547 304 416

(a) Related-party amount due by Miconia to SYN that refers to the additional guarantee pledged by SYN in the escrow account of the 10th Debentures, in exchange for the release of guarantee fractions. The amount was released from the guarantee and reimbursed to SYN on October 14, 2025.

c) Management compensation

Technical pronouncement CPC 05 (R1) - Related Parties defines as key management personnel the professionals who have authority over and responsibility for the planning, steering and control of the Company's activities, either directly or indirectly, including any officer (executive or otherwise).

Compensation and charges incurred at the Company up to December 31, 2025 and 2024 are as follows:

Description Parent Consolidated
12/31/2025 12/31/2024 12/31/2025 12/31/2024
Management compensation 8,036 14,359 8,036 14,359
Board members’ compensation 600 600 600 600
Total 8,636 14,959 8,636 14,959

The maximum annual Management compensation in 2025 approved at the Annual and Extraordinary General Meetings held on April 28, 2025 was R$15,000 for FY2025. In 2025, the amount of R$4,151 was paid in the Parent for FY2024 (R$5,100 paid in 2024 for FY2023). On a consolidated basis, in 2025, the amount R$4,751 was paid for FY2024 (R$5,600 paid in 2024 for FY2023).

  1. PROVISIONS FOR LABOR, TAX AND CIVIL RISKS

In the normal course of business, the Company and its subsidiaries are exposed to certain lawsuits and risks of tax, labor and social security nature.

The Company recognizes provisions in the total amount of R$1,067 (R$1,067 as at December 31, 2024) in the consolidated and R$932 as at December 31, 2025 (R$921 at December 31, 2024) in the Parent, based on the analysis of risks performed by Management and its legal counsel.

Lawsuits whose likelihood of loss is assessed as possible by the Company's legal counsel amount to R$236,211 as at December 31, 2025 (R$302,910 at December 31, 2024), in consolidated, and R$43,173 in Parent (R$39,136 at December 31, 2024).


SYN Prop e Tech S.A.

Balances are broken down by nature as follows:

Probable Parent 12/31/2025 Consolidated 12/31/2025
Civil - 135
Tax 932 932
Total 932 1,067
Parent 12/31/2025 Consolidated 12/31/2025
Tax (*) 42,972 209,700
Civil 5 23,085
Labor 196 3,426
Total 43,173 236,211

(*) On August 28, 2020, the Brazilian Federal Revenue Service issued Tax Assessment Notice (Cases No. 16327.720191/2020-39, No. 16327.720192/2020-83, and No. 16327.720193/2020-28 - OS 15410, 15453 and 15454) to real estate investment fund Grand Plaza Shopping (ABCP11), managed by Rio Bravo, in which the Company held a 61.41% of units at the time of the tax assessments. The administrative proceedings arising from the tax assessment notice challenge the lack of payment of IRPJ and CSLL, PIS and COFINS; and fines for non-filing of ECF and ECD from 2016 to 2018, at the initial amount of R$158,915. In order to stop the possibility of future challenging from the Federal Revenue Service, on December 29, 2022 the ABCP11 fund was split up, with the transfer of the property fraction corresponding to the Company's stake to the Grand Plaza II Investment Fund, of which the Company held all the units. The Company, with the support of its legal counsel, assessed the likelihood of loss as possible and, accordingly, no provision was recognized. The adjusted amount as at December 31, 2025 totals R$236,013 (R$218,139 at December 31, 2024), of which R$144,936 (R$22,708 at December 31, 2024) is proportional to SYN's 61.41% stake in the fund at the time of the tax assessment and 10.41% after the adjustment.

On May 30, 2022, the Brazilian Federal Revenue Service issued a Tax Assessment Notice (Cases No. 16327.720346/2022-07, OS 16634) to the real estate investment fund Centro Têxtil Internacional, in which the Company holds a 55.78% stake. The administrative proceedings arising from the tax assessment notice challenge the lack of payment of IRPJ and CSLL, PIS and COFINS; and fines for non-filing of ECF and ECD from 2017 to 2018, at the initial amount of R$24,835. The Company, with the support of its legal counsel, assessed the likelihood of loss as possible and, accordingly, no provision was recognized. The adjusted amount as at December 31, 2025 is R$34,573 (R$31,628 at December 31, 2024), of which R$26,245 (R$20,935 at December 31, 2024) corresponds to a 75.91% stake in real estate investment fund Centro Têxtil Internacional.

38


SYN Prop e Tech S.A.

19. "RES SPERATA" (ASSIGNMENT OF RIGHT OF USE)

The balance of unrecognized "res sperata", referring to the assignment of the right to use the real estate space, payable by storeowners from the time the point of sales lease agreement is executed, is shown below.

These amounts are billed according to the lease term, in up to 36 months, and are recognized on a straight-line basis in profit or loss for the year over the lease agreement term, which usually is 60 months, from the date the shopping mall starts operations.

Project Consolidated
12/31/2025 12/31/2024
Tietê Plaza Shopping 36 41
Shopping Metropolitano Barra 28 40
Shopping Cidade São Paulo 3,142 3,093
Grand Plaza Shopping 90 49
Total 3,296 3,223
Total current 1,077 1,161
Total non-current 2,219 2,062

20. EQUITY

a) Share capital

As at December 31, 2025 and 2024, capital and the corresponding number of common shares are as follows:

Number of shares Share capital
At December 31, 2024 152,644,445 903,313
At December 31, 2025 152,644,445 573,313

The Company's Board of Directors is authorized to increase the capital, regardless of general meeting or amendments to the bylaws, up to the limit of 800,000,000 common shares, to be distributed in the country and/or abroad, publicly or privately.

The extraordinary general meeting held on July 17, 2025 approved the reduction of the Company's share capital by R$330,000, corresponding to R$2.162423925744560 per share, as it was considered excessive, without canceling shares, in accordance with Article 173 of Law No. 6404/76 ("Capital Reduction"). As a result of the Capital Reduction, the Company's share capital decreased to R$903,313 from R$573,313.

As at December 31, 2025, paid-in capital amounts to R$573,313 (minus issue costs of R$31,257) and is represented by 152,644,445 book-entry common shares, without par value (R$903,313 at December 31, 2024).


SYN Prop e Tech S.A.

b) Earnings retention reserve

Refers to the retention of the remaining balance of retained earnings, so as to fulfill the Company's budget to finance additional investments of fixed and working capital and expansion of operating activities that may comprise up to 100% of the profit remaining after legal and statutory allocations, which cannot however exceed the amount of paid-in capital.

c) Allocation of profit for the year

Profit for the year, after the offsets and deductions provided for by law and according to the bylaws provisions, will be allocated as follows:

  • 5% to the legal reserve, up to 20% of paid-in capital.
  • 25% of the balance, after allocation to legal reserve, will be used in the payment of mandatory minimum dividend to all shareholders.
  • The balance, after recognition of the legal reserve and allocation to dividends, will be allocated to the earnings reserve, based on the capital budget.

Shareholders are entitled to dividends equivalent to 25% of profit for the year, adjusted as prescribed by Article 202 of Law No. 6404/76.

d) Capital reserve

As at December 31, 2025, the balance of capital reserve is R$29,176 (R$29,176 at December 31, 2024).

e) Interim dividends

On April 29, 2025, a General Ordinary Meeting approved the distribution of dividends amounting to R$70,000 of the Earnings Reserve. The dividends were distributed on May 20, 2025.

On September 9, 2025, a Management Board Meeting approved the distribution of interim dividends amounting to R$64,000 of the Earnings Reserve and Income for the Year. The dividends were distributed on December 19, 2025.

  1. MANAGEMENT AND EMPLOYEE BENEFITS

a) Post-employment benefits

The Company and its subsidiaries do not offer private pension plans to their employees; however, they make monthly contributions based on payroll to official pension and social security funds, which are charged to expenses on accrual basis.

b) Profit sharing plan

The Company and its subsidiaries CCP Administradora de Propriedades Ltda. CCP Leasing Malls Empreendimentos Imobiliários Ltda., CSC Serviços Adm. Ltda. and Park Place Administradora de Estacionamentos Ltda., offer a profit sharing plan to employees, pursuant to the collective bargaining agreement entered into with the Union of the São Paulo Civil Construction Workers. As at December 31, 2025, the Company and its subsidiaries recognize an accrual, in the amount of R$9,376 (R$14,777 as at December 31, 2024), recorded in other payables, based on the indicators and parameters set forth in the agreement.


SYN Prop e Tech S.A.

22. FINANCIAL INSTRUMENTS

a) Credit risk

The Company's activities comprise the management of income property leases, either in shopping malls, office buildings or warehouses, all governed by specific agreements with specific terms and conditions and substantially indexed to inflation adjustment rates. The Company adopts specific procedures for the selection and analysis of the customer portfolio in order to prevent default losses.

As a policy for the allowance for doubtful debts, the Company considers installments past due over 360 days. Such criterion was defined after careful analysis of the history of behavior of trade receivables, which assessed actual losses according to the aging of trade receivables in the past five years. As from 2018 the Company also adopted a criterion to determine the expected loss percentage on the remaining balance of trade receivables. Such percentage was also defined based on the analysis of the behavior of trade receivables associated with the analysis of projections of economic indicators related to our market segment.

The Company recognized an allowance in an amount considered sufficient by Management to cover doubtful debts (based on the analysis of risks to cover probable losses), recorded in profit or loss for the year (see note 6.d.).

b) Liquidity risk

The liquidity risk arises from the possibility that the Company and its subsidiaries may not have sufficient funds to meet their obligations due to a mismatch in the settlement terms of their rights and obligations.

To mitigate the liquidity risks and optimize the weighted average cost of capital, the Company and its subsidiaries permanently monitor the debt levels according to the market standards and the compliance with the ratios (covenants) provided for in financing and debenture contracts, to ensure that the operating cash generation and early funding, when necessary, are sufficient to honor their commitments, and avoid any liquidity risk for the Company and its subsidiaries (note 12).

The maturities of trade payables, payables for acquisition of properties and debentures are as follows:

December 31, 2025 Parent
Less than 1 year 1 to 3 years 4 to 5 years Total
Financial liabilities
Trade payables 1,024 - - 1,024
Lease liabilities 833 561 - 1,394
Debentures 1,199 435,037 - 436,236
Total financial liabilities 3,138 435,598 - 438,736
Consolidated
December 31, 2025 Less than 1 year 1 to 3 years 4 to 5 years Total
Trade payables 16,691 - - 16,691
Lease liabilities 833 561 - 1,394
Payables for acquisition of properties 132,641 263,851 - 396,492
Debentures 15,075 448,575 - 463,650
165,322 712,987 - 878,309

SYN Prop e Tech S.A.

c) Market risk

Arises from the possibility of the Company and its subsidiaries incurring gains or losses due to fluctuations in the interest rates levied on their financial assets and financial liabilities. To mitigate this risk, the Company and its subsidiaries seek to diversify their borrowings in terms of fixed and floating rates. The interest rates on debentures and payables for acquisition of properties are mentioned in note 12. The interest rates on short-term investments are mentioned in notes 4 and 5.

d) Risks associated with derivative instruments

As at December 31, 2025, the Company and its subsidiaries did not have derivative transactions.

e) Valuation of financial instruments

The fair value of financial assets and liabilities is the amount for which an instrument could be exchanged in a current transaction between willing parties other than in a forced liquidation or sale.

The following methods and assumptions were used to estimate the fair value:

  • Cash equivalents measured at fair value approximate their respective market value, due to the short maturity of these instruments.
  • The debentures issued by the Company are of a public nature and can be compared to other market value instruments. The Company considers that the carrying amount of the debentures approximates the market value for these securities.
  • Securities yield interest based on the CDI rate, according to quotations disclosed by the respective financial institutions and, therefore, the amount recorded of these securities does not present a significant difference compared to market value; derivative contracts considered the acquisition price of the properties that were recently acquired at the SPE.

f) Categories of financial instruments

Parent Consolidated Classification
12/31/2025 12/31/2024 12/31/2025 12/31/2024 IFRS 9
Financial assets
Cash and cash equivalents 49,671 143,378 167,881 268,587 Amortized cost
Amortized cost and fair value through profit or loss
Securities 163,151 211,381 170,519 211,574
Trade receivables 103 319 47,580 612,377 Amortized cost
Other receivables 4,001 144,878 14,193 157,035 Amortized cost
Total financial assets 216,926 499,956 400,173 1,249,573
Financial liabilities
Debentures 436,236 778,278 463,650 819,317 Amortized cost
Payables for acquisition of properties - - 396,492 396,378 Amortized cost
Lease liabilities 1,394 2,278 1,394 2,278 Amortized cost
Trade payables 1,024 2,048 16,691 13,793 Amortized cost
Total financial liabilities 438,654 782,604 878,227 1,231,765

SYN Prop e Tech S.A.

g) Sensitivity analysis table

Transaction Risk Parent
Baseline at 12/31/2025 Probable scenario Possible scenario - 25% stress Remote scenario - 50% stress
Assets
CDI Rate decrease 212,279 15.00%
31,842 11.25%
23,881 7.50%
15,921
Liabilities
IPCA Rate increase (436,236) 4.32%
(18,845) 5.40%
(23,557) 6.48%
(28,268)
Consolidated
Transaction Risk Baseline at 12/31/2025 Probable scenario Possible scenario - 25% stress Remote scenario - 50% stress
Assets
CDI Rate decrease 324,324 15.00%
48,649 11.25%
36,486 7.50%
24,324
Liabilities
CDI Rate increase (27,414) 15.00%
(4,112) 18.75%
(5,140) 22.50%
(6,168)
IPCA Rate increase (436,236) 4.32%
(18,845) 5.40%
(23,557) 6.48%
(28,268)

The probable rate for the accumulated CDI for the next 12 months was defined at 15.00% per year based on the rates disclosed by the FOCUS report of the Central Bank.

The probable rate for the accumulated IPCA for the next 12 months was defined at 4.32% per year based on the rates disclosed by the FOCUS report of the Central Bank.

  1. CAPITAL MANAGEMENT

The objective of the Company's capital management is to ensure a strong credit rating with institutions and an optimal capital ratio, in order to support the Company's business and maximize the value to shareholders.

The Company controls its capital structure by making adjustments and conforming to the current economic conditions. To keep this structure adjusted, the Company can pay dividends, return capital to shareholders, raise new borrowings, issue debentures, etc.

There were no changes in terms of the goals, policies or processes in the years ended December 31, 2025 and 2024.


SYN Prop e Tech S.A.

The Company includes in its net debt structure: borrowings and financing, debentures and obligations to investors less cash and banks (cash and cash equivalents, securities):

Parent Consolidated
12/31/2025 12/31/2024 12/31/2025 12/31/2024
Gross debt
Debentures 436,236 778,278 463,650 819,317
Payables for acquisition of properties - - 396,492 396,378
Obligation to investors 62 56 234 295
Total gross debt 436,298 778,334 860,376 1,215,990
(-) Cash and cash equivalents and securities (212,822) (354,759) (338,400) (480,161)
Net debt 223,476 423,573 521,976 735,829
Equity 673,617 1,073,788 1,345,081 1,840,842
Net debt/equity 33.18% 39.45% 38.81% 39.97%

24. NET REVENUE

The reconciliation of gross revenue and net revenue disclosed in the statement of profit and loss is as follows:

Parent Consolidated
12/31/2025 12/31/2024 12/31/2025 12/31/2024
Property leases - - 212,184 272,257
Services provided 33,648 31,095 142,249 142,861
Gross revenue 33,648 31,095 354,433 415,118
(-) Discounts granted (a) - - (4,663) (17,285)
Discounts granted - - (3,118) (7,975)
Discounts on a straight-line basis (Covid) - - (1,545) (9,310)
(-) Taxes on sales, leases and services (b) (4,289) (4,019) (22,103) (22,639)
Revenue deductions (4,289) (4,019) (26,766) (39,924)
Total 29,359 27,076 327,667 1,394,924
Revenue from sale of properties (c) - - - 1,019,730
Taxes - - - (37,181)
Total - - - 982,549
Net operating revenue 29,359 27,076 327,667 1,357,743

(a) As at December 31, 2025, discounts granted were impacted by the effect of the discounts related to COVID-19, which are described in note 6.c.
(b) ISS on services and PIS/COFINS on services, lease and sale.
(c) Refers to revenue from the sale of properties of subsidiaries Miconia Empreendimentos Imobiliários Ltda. ("Miconia") and Marfim Empreendimentos Imobiliários S.A. ("Marfim") to XP Malls Fundo de Investimento Imobiliário ("XPMalls").

  • The sale transaction at Miconia amounted to R$375,448 in which XPMalls acquired 32% of the undivided interest of the property Shopping Cidade São Paulo.
  • The sale transaction at Marfim amounted to R$643,500 in which XPMalls acquired 90% of the undivided interest of the property Tietê Plaza Shopping.

44


SYN Prop e Tech S.A.

25. COSTS AND EXPENSES BY NATURE

The expenses and costs classified according to their nature for the years ended December 31, 2025 and 2024 are as follows:

Parent Consolidated
12/31/2025 12/31/2024 12/31/2025 12/31/2024
Lease costs - - (66,182) (92,794)
Direct costs
Vacant areas - - (16,920) (19,850)
Maintenance costs - - (5,033) (6,180)
Other costs - - (2,380) (2,569)
Depreciation and amortization - - (40,518) (61,892)
Capitalized interest - - (1,331) (2,303)
Costs of services (272) (1,122) (87,732) (90,287)
Parking costs - - (76,707) (77,812)
Personnel costs - - (516) (571)
Other costs - - (76,191) (77,241)
Costs of management services - - (10,752) (11,353)
Personnel costs - - (7,384) (7,630)
Other costs - - (3,368) (3,723)
Personnel costs (272) (1,122) (273) (1,122)
Cost of sales - - 233 (495,550)
Capitalized interest on sales - - - (105,841)
Total costs (272) (1,122) (153,681) (784,472)
Selling expenses (2,590) (1,563) (11,882) (18,065)
Commissions (829) (820) (9,034) (6,627)
Allowance - - (707) (6,873)
Personnel expenses (1,761) (743) (1,761) (743)
Allowance for expected credit losses - - (394) (3,856)
Other selling expenses - - 14 34
General and administrative expenses (24,530) (36,620) (29,090) (43,713)
Personnel expenses (8,073) (7,645) (9,769) (8,674)
Depreciation and amortization (1,155) (1,091) (1,307) (1,253)
Rentals and condominium fees (957) (4,113) (957) (4,113)
Professional and outside services (12,022) (15,539) (16,279) (22,403)
Other expenses (2,323) (8,232) (778) (7,270)
Management compensation (5,948) (6,460) (6,879) (7,260)
Personnel expenses (5,948) (6,460) (6,879) (7,260)
Employees' and Management profit sharing (6,021) (12,818) (7,731) (14,777)
Accrued profit sharing (7,578) (15,349) (9,376) (17,019)
Reversal of the accrued profit sharing 1,557 2,531 1,645 2,242
Total expenses (39,089) (57,461) (55,582) (83,815)
Total costs and expenses (39,361) (58,583) (209,263) (868,287)

SYN Prop e Tech S.A.

  1. OTHER OPERATING INCOME (EXPENSES), NET
Parent Consolidated
12/31/2025 12/31/2024 12/31/2025 12/31/2024
Gain on the sale of Investments (a) 24,566 365,645 24,566 366,123
Capitalized interest (c) - (105,841) - -
Amortization of goodwill (b) (108) (13,652) - -
Other operating income (expenses) 12,624 (15,345) 12,040 (22,887)
Total other income (expenses) 37,082 230,807 36,606 343,236

(a) The amount refers to the net gain on the sale of the following investments in:

In 2024:
- Magnolia Empreendimentos Imobiliários Ltda., sale of 87.50% of the equity interest.
- Fundo de Investimento Imobiliário Grand Plaza II, sale of 83.05% of FII shares.
- Caliandra Empreendimentos Imobiliários S.A., sale of 100%.
- Laranjeiras Empreendimentos Imobiliários Ltda., sale of 64.11%.

In 2025:
- Syn Laranjeiras Empreendimentos Ltda., sale of 100%.
- FII SYN (1 to 6) Responsabilidade Ltda., sale of 100% of fund shares.

(b) This amount refers basically to the write-off of goodwill relating to Grand Plaza proportionately to the sale of an 83.05% stake.

(c) This amount refers to the write-off of capitalized interest relating to the sale of investments in XPMalls.

  1. FINANCE INCOME (COSTS)

Finance income (costs) for the years ended December 31, 2025 and 2024 is as follows:

Parent Consolidated
12/31/2025 12/31/2024 12/31/2025 12/31/2024
Finance income
Income from short-term investments 39,534 59,688 66,458 82,627
Other finance income 17,794 24,237 29,727 64,839
Total finance income 57,328 83,925 96,185 147,466
Finance costs
Interest and inflation adjustment on debentures (59,215) (102,744) (64,382) (108,282)
Interest and inflation adjustment on CRIs - - (58,150) (46,196)
Expenses on debentures (1,466) (1,305) (1,617) (1,456)
Other finance costs (13,975) (7,462) (21,146) (8,924)
Capitalized interest (1,331) (2,303) - -
Total finance costs (75,987) (113,814) (145,295) (164,858)
Total finance income (costs) (18,659) (29,889) (49,110) (17,392)

SYN Prop e Tech S.A.

28. INCOME TAX AND SOCIAL CONTRIBUTION

Income tax (25%) and social contribution (9%) bases are calculated according to criteria set out in the prevailing tax law. As permitted by tax laws, certain subsidiaries and joint ventures elected to use the deemed income regime.

Reconciliation of income tax and social contribution expenses

Current income tax and social contribution, shown in profit or loss for the years, are reconciled to the statutory rate as follows:

12/31/2025 12/31/2024
Parent Consolidated Parent Consolidated
Tax reconciliation
Profit before income tax and social contribution 66,037 106,295 630,147 814,654
Tax credit (expense) used at the Parent's tax rate (34%) (22,453) (36,140) (214,250) (276,982)
Permanent differences 21,050 3,202 108,137 -
Share of results of investees 19,589 134 156,650 661
Other permanent differences 1,460 3,068 (48,513) (29,533)
Tax credit on (unrecognized)/used tax loss 1,596 1,785 12,865 12,632
Tax credits on tax loss (1,596) (1,785) - (12,632)
IRPJ surtax - (240) - (240)
Effect of tax rate of companies under the deemed income regime - 1,514 - (148,546)
Income tax and social contribution - profit or loss (1,403) (31,424) (83,892) (157,308)
Effective rate 2.12% 29.56% 13.31% 19.31%

Deferred income tax and social contribution assets are recognized only to the extent that it is probable that positive taxable basis will be available so that temporary differences can be utilized and tax losses can be offset. As at December 31, 2025, the Company did not show history of profitability and/or expectation of taxable income generation; tax credits on income tax and social contribution losses were not recognized. As at December 31, 2025, the tax loss balance is R$754,366 (R$756,174 as at December 31, 2024).

29. SEGMENT REPORTING

The Company, for management purposes, is divided by operating segment, based on the products and services offered, as described below:

  • Buildings: consists of the sale and lease of completed office buildings.
  • Shopping malls: consists of the lease of stores in shopping malls.
  • Services: consists of services involving the management of shopping malls, development of properties and operation of parking lots.
  • Other: consists of the lease of other types of properties.

SYN Prop e Tech S.A.

The table below contains information on the operating segment and region as at December 31, 2025 and 2024:

Segment reporting – December 2025

Description Buildings Shopping malls Services Other Total
Lease 123,822 89,004 - (642) 212,184
Sales - - - - -
Services provided - - 142,249 - 142,249
Total 123,822 89,004 142,249 (642) 354,433
Revenue deductions
Lease (1,553) (10,061) - (8) (11,622)
Sales - - - - -
Services provided - - (15,144) - (15,144)
Total (1,553) (10,061) (15,144) (8) (26,766)
Net Revenue 122,269 78,943 127,105 (650) 327,667
Costs
Lease (44,297) (21,785) - 133 (65,949)
Sales - - - - -
Services provided - - (87,732) - (87,732)
Total (44,297) (21,785) (87,732) 133 (153,681)
Gross profit 77,972 57,158 39,373 (517) 173,986
Operating assets (*) 1,224,952 422,608 11,608 1,788 1,660,956
Description SP RJ Other Total
Gross revenue 340,298 11,931 2,204 354,433
Revenue deductions (25,056) (1,710) - (26,766)
Net revenue 315,242 10,221 2,204 327,667
Costs (147,285) (6,396) - (153,681)
GROSS PROFIT 167,957 3,825 2,204 173,986
Operating assets (*) 1,612,905 48,051 - 1,660,956

(*) Refers to Investment Properties and Investments


SYN Prop e Tech S.A.

Segment reporting - December 2024

Description Buildings Shopping malls Services Other Total
Lease 101,515 170,526 - 216 272,257
Sales - 1,019,730 - - 1,019,730
Services provided - - 142,861 - 142,861
Total 101,515 1,190,256 142,861 216 1,434,848
Revenue deductions
Lease (1,358) (60,183) - (9) (61,550)
Sales - (146) - - (146)
Services provided - - (15,409) - (15,409)
Total (1,358) (60,329) (15,409) (9) (77,105)
Net revenue 100,157 1,129,927 127,452 207 1,357,743
Cost
Lease (38,165) (53,376) - (27) (91,568)
Sales - (602,617) - - (602,617)
Services provided - - (90,287) - (90,287)
Total (38,165) (655,993) (90,287) (27) (784,472)
GROSS PROFIT 61,992 473,934 37,165 180 573,271
Operating assets (*) 1,253,263 443,046 10,915 1,580 1,708,804
Description SP RJ Other Total
Gross revenue 1,395,744 36,435 2,669 1,434,848
Revenue deductions (71,924) (5,181) - (77,105)
1,323,820 31,254 2,669 1,357,743
Net revenue (728,418) (56,054) - (784,472)
Costs
GROSS PROFIT 595,402 (24,800) 2,669 573,271
Operating assets (*) 1,649,271 59,533 - 1,708,804

(*) Refers to investment properties and inventories.


SYN Prop e Tech S.A.

30. EARNINGS PER SHARE

In conformity with technical pronouncement CPC 41, the Company presents below the information on earnings per share for the years ended December 31, 2025 and 2024.

Basic earnings per share are calculated by dividing profit for the year attributable to the holders of the Parent's common shares by the number of common shares outstanding in the year less treasury shares. The Company does not have any potential dilutive factors and, therefore, diluted earnings per share are equal to basic earnings per share.

The table below shows information on profit (loss) and shares, used to calculate basic and diluted earnings (loss) per share:

Earnings per share Parent
12/31/2025 12/31/2024
Profit 64,634 546,255
Weighted average number of shares 152,644,445 152,644,445
Earnings per share - in Brazilian reais (R$) 0.423 3.579

31. INSURANCE

The Company's subsidiaries have the policy of insuring risk-exposed assets to cover probable losses, in light of the nature of their business. The Company has a risk management program designed to minimize risks, by seeking in the market coverage that is compatible with its size and operations.

The policies are in effect and insurance premiums have been duly paid.

The insurance coverage is as follows:

a) Structure and fire, shopping malls: R$3,056,284.
b) Structure and fire, office buildings: R$1,807,950.

Hector Bruno Franco de Carvalho Leitão - Chief Financial Officer and Investor Relations Director

Arthur Ricardo Araujo Jordão de Magalhães - Accountant - CRC: SP-291608/O8

59215FTA


Opinions and Declarations / Opinion of the Fiscal Council or Equivalent Body

The Company declares that it does not have a Fiscal Council.


Opinions and Statements / Summary Report of the Audit Committee (statutory, provided for in specific CVM regulations)

SYN PROP E TECH S.A.
Publicly-held company
CNPJ/MF n° 08.801.621/0001-86
NIRE 35.300.341.881

Summary report of the meetings of the Audit and Risk Committee ("Committee") - 2025

March 24, 2025 – Ordinary Meeting – The Committee members, unanimously and without reservations, based on the documents and clarifications provided by the participants, resolved to recommend to the Company's Board of Directors the approval of the financial statements for the period ended December 31, 2024.

Members present: Kristian Schneider Huber, Filipe Novi David, Caio Alberto Franco de Castro, and Bruna Centola Andreoli.

Participation of representatives of the independent auditors (Deloitte), namely: Ribas Gomes Simões and Thalita Siqueira Matos.

May 12, 2025 – Ordinary Meeting – The Committee members, unanimously and without reservations, based on the documents and clarifications provided by the participants, resolved to recommend to the Company's Board of Directors the approval of the financial statements for the period ended March 31, 2025.

Members present: Kristian Schneider Huber, Filipe Novi David, Caio Alberto Franco de Castro, and Bruna Centola Andreoli.

Participation of representatives of the independent auditors (Deloitte), namely: Ribas Gomes Simões and Thalita Siqueira Matos.

August 11, 2025 – Ordinary Meeting – The Committee members, unanimously and without reservations, based on the documents and clarifications provided by the participants, resolved to recommend to the Company's Board of Directors the approval of the financial statements for the period ended June 30, 2025.

Members present: Kristian Schneider Huber, Filipe Novi David, Caio Alberto Franco de Castro, and Bruna Centola Andreoli.

Participation of representatives of the independent auditors (Deloitte), namely: Ribas Gomes Simões and Jéssica Souto Carneiro.

November 10, 2025 – Ordinary Meeting – The Committee members, unanimously and without reservations, based on the documents and clarifications provided by the participants, resolved to recommend to the Company's Board of Directors the approval of the financial statements for the period ended September 30, 2025.

Members present: Kristian Schneider Huber, Filipe Novi David, Caio Alberto Franco de Castro, and Bruna Centola Andreoli.

Participation of representatives of the independent auditors (Deloitte), namely: Ribas Gomes Simões and Jéssica Souto Carneiro.

São Paulo, March 26, 2026

Filipe Novi David
Committee Member


Opinions and Statements / Statement of the Directors on the Financial Statements

In accordance with item VI of article 25 of CVM Instruction No. 480, of December 7, 2009, the Company's Director of Investor Relations represents that it has reviewed, discussed and agreed to the financial statements for the financial year ended December 31, 2025.

São Paulo, March 26, 2026.

Hector Bruno Franco de Carvalho Leitão
Chief Financial Officer


Opinions and Statements / Statement of Directors on the Independent Auditor's Report

In accordance with item V of article 25 of CVM Instruction No. 480, of December 7, 2009, the Company's Investor Relations Officer declares that he has reviewed, discussed and agreed with the review report of the independent auditors on the financial statements for the fiscal year ended December 31, 2025.

São Paulo, March 26, 2026.

Hector Bruno Franco de Carvalho Leitão
Chief Financial Officer