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Technoprobe — Annual Report 2025
Apr 2, 2026
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Annual Report
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Annual Financial Report
For the year ended December 31, 2025

2025 has been a particularly meaningful year for Technoprobe.
During this year, on Saturday, July 5, the company bid farewell to its founder, Giuseppe Crippa. His passing marks the conclusion of an extraordinary human and entrepreneurial journey, while at the same time reminding us of the profound legacy he has left behind.
Giuseppe Crippa was the driving force behind the birth and development of Technoprobe. Through his vision, inventive ability and tireless determination, starting from a small artisanal initiative he created a company that over the years became the international point of reference in semiconductor testing. He did this together with his wife, his children, his nephew and the many colleagues he knew how to guide and listen to, as part of an extended family.
Many of the innovations that marked the decisive stages of the company's growth bear his direct signature: ideas born from observation in the field, from solving technical problems, from listening to everyone's opinions, and developed with the practical and creative approach that always distinguished him.
Yet Giuseppe's contribution cannot be measured only by the inventions or industrial achievements he accomplished. Even more deeply, his figure shaped the very identity of Technoprobe. His way of thinking and working permeated the company, becoming an integral part of its culture and intangible heritage.
The values he embodied still live on at Technoprobe today: the hunger for innovation, the genuine passion for entrepreneurship, technical curiosity, and the constant desire to improve without ever settling for the results already achieved. Equally central is the focus on the customer, which for him represented the true engine of every technological and industrial development. Today, anyone who works at Technoprobe — even those who did not have the privilege of working alongside him — can recognize themselves in these values.
Giuseppe also taught that the future is not built only through intuition, but through the courage to invest time, resources and effort in ideas that often take years to mature. His ability to look far ahead was always accompanied by the belief that any effort carried out with seriousness, competence and passion would eventually find its recognition.
Today Technoprobe continues its journey carrying this legacy forward. The strength the company has achieved, the quality of its people and the power of its industrial culture are the direct result of that original vision.
In 2026 Technoprobe will celebrate 30 years since its founding.
A year that will therefore mark a moment of celebration, remembrance and gratitude, but also of responsibility: to continue along the path traced by the founder, keeping alive the values that made Technoprobe's growth possible and continuing to build the future with the same spirit of innovation, commitment and trust that Giuseppe instilled in the entire company.
Goodbye Peppino. Thank you.
INNOVATION BEGAN WITH YOU

Annual Financial Report For the Year Ended December 31, 2025
Courtesy translation
This document has been translated into English from the Italian original solely for the convenience of international readers. In case of discrepancy between the Italian language original text and the English language translation, the Italian version shall prevail.
Technoprobe S.p.A.
Registered Office in Cavalieri di Vittorio Veneto n. 2 – Cernusco Lombardone Tax Code No. 02272540135 Share Capital € 6,532,608.70 Lecco R.E.A. (Economic and Administrative Index) No. 283619

Index
| Directors' Report on Operations Part I –Group Profile and Result__________________________ | 1 | |
|---|---|---|
| Governance and independent auditors____________________________________________________________________ | 3 | |
| 1. | Introduction_____________________________________________________________________________________ | 5 |
| 2. | Group organization_______________________________________________________________________________ | 6 |
| 3. | Macroeconomic scenario_________________________________________________________________________ | 7 |
| 4. | Significant management events____________________________________________________________________ | 8 |
| 5. | Main alternative performance indicators (APIs)_______________________________________________________ | 9 |
| 6. | Group's financial information_____________________________________________________________________ | 10 |
| 7. | Information regarding the parent company's economic, financial and asset performance | __________________17 |
| 8. | Management of the risks to which the group is exposed_______________________________________________ | 19 |
| 9. | Outlook and significant events after December 31, 2025______________________________________________ | 20 |
| 10. | Group strategy and future organizational model______________________________________________________ | 20 |
| 11. | Research and development_______________________________________________________________________ | 21 |
| 12. | Information on shares____________________________________________________________________________ | 21 |
| 13. | Other information_______________________________________________________________________________ | 21 |
| Directors' Report on Operations Part II –Sustainability Statement________________________ | 23 | |
| 1. | ESRS 2 GENERAL DISCLOSURES_________________________________________________________________ | 26 |
| 2. | Environmental information_______________________________________________________________________ | 71 |
| 3. | Social information_______________________________________________________________________________ | 96 |
| 4.Governance information________________________________________________________________________ | 117 |
|---|---|
| Management's attestation to the Sustainability Statement Pursuant to Article 81-TER, paragraph No.1, of the | |
| CONSOB Regulation No.11971 of May 14, 1999, as amended and extended_________________________________ | 121 |
| Independent Auditors' Report__________________________________________________________________________ | 123 |
Consolidated Financial Statements\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\_129
Consolidated Statement of Financial Position\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\ 131 Consolidated Income Statement \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\_ 132 Consolidated Statement of Comprehensive Income \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\ 132 Consolidated Statement of Changes in Equity\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\ 133 Consolidated Statement of Cash Flows \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\_ 134 Explanatory notes to the Consolidated Financial Statements as of and for the year ended December 31, 2025 ____ 135 1. General Information \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\ 135 2. Summary of accounting policies and criteria used in preparing the Consolidated Financial Statements _____ 135 3. Recently issued accounting standards \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\ 149 4. Estimates and assumptions \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\_ 149 5. Management of financial risks\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\ 150 6. Notes to the consolidated statement of financial position ____________________________________________ 156 7. Notes to the consolidated income statement\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\_ 169 8. Segment information \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\_ 175 9. Related party transactions\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\_ 176 10. Other information \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\ 178 11. Significant events occurring after the year-end\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\ 179 Management's attestation to the Consolidated Financial Statements pursuant to Article 81-ter of CONSOB regulation no. 11971 of May 14, 1999, as amended and extended \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\ 180 Independent auditor's report \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\ 181

| Separate Financial Statements_______________________________________________________189 | |
|---|---|
| Statement of financial position_________________________________________________________________________ | 191 |
| Income statement___________________________________________________________________________________ | 192 |
| Statement of comprehensive income___________________________________________________________________ | 192 |
| Statement of changes in equity________________________________________________________________________ | 193 |
| Statement of cash flows______________________________________________________________________________ | 194 |
| Explanatory notes to the Financial Statements as of and for the year ended December 31, 2025 | ________________195 |
| 1.General information____________________________________________________________________________ | 195 |
| 2.Summary of accounting policies and criteria used in preparing the Financial Statements__________________ | 195 |
| 3.Recently issued accounting standards____________________________________________________________ | 207 |
| 4.Estimates and assumptions_____________________________________________________________________ | 208 |
| 5.Management of financial risks____________________________________________________________________ | 209 |
| 6.Notes to the statement of financial position________________________________________________________ | 215 |
| 7.Notes to the income statement__________________________________________________________________ | 227 |
| 8.Related party transactions_______________________________________________________________________ | 231 |
| 9.Other information______________________________________________________________________________ | 236 |
| 10.Significant events occurring after the end of the period_______________________________________________ | 237 |
| 11.Proposal for the allocation of profit_______________________________________________________________ | 238 |
| Management's attestation to the Separate Financial Statements___________________________________________ | 239 |
| Independent Auditors' Report__________________________________________________________________________ | 240 |
| Statutory Board of Auditors' Report_____________________________________________________________________ | 247 |

Directors' Report on Operations Part I – Group Profile and Result


Courtesy translation
This document has been translated into English from the Italian original solely for the convenience of international readers. In case of discrepancy between the Italian language original text and the English language translation, the Italian version shall prevail.
Governance and independent auditors
| BOARD OF DIRECTORS(*) | ||||
|---|---|---|---|---|
| Cristiano Alessandro Crippa | Chairman of the Board of Directors(1) | |||
| Roberto Alessandro Crippa | Vice chairman of the Board of Directors(1) | |||
| Stefano Felici | Chief Executive Officer(1) | |||
| Giulio Sirtori | Independent Director(2) | |||
| Susanna Pedretti | Independent Director(2) | |||
| Elisabetta Cugnasca | Independent Director(2) | |||
| Antonio Sanna | Independent Director(2) | |||
| Gregory Stephen Smith | Non-Independent Director | |||
| Carlos Ortega Arias Paz | Independent Director(2) | |||
| Chih-Kuang Yang | Non-Independent Director |
(*) The Board of Directors will remain in office until the Shareholders' Meeting which will be called to approve the financial statements for the financial year ended on December 31, 2026.
(1) Executive and non-independent Director.
(2) Independent Director pursuant to art. 147, paragraph 4 of the Consolidated Law on Finance and to article 2 of the Corporate Governance Code of Borsa Italiana S.p.A.
| BOARD OF STATUTORY AUDITORS(*) | |||
|---|---|---|---|
| Nadia Fontana | Chairman of the Board of Statutory Auditors | ||
| Diana Rizzo | Statutory Auditor | ||
| Edoardo Colombo | Statutory Auditor | ||
| Roberta Provasi | Alternate Auditor | ||
| Marco Pedretti | Alternate Auditor |
(*) The Board of Statutory Auditors will remain in office until the Shareholders' Meeting which will be called to approve the financial statements for the financial year ended on December 31, 2026.
| CONTROL, RISK AND SUSTAINABILITY COMMITTEE | |||
|---|---|---|---|
| Susanna Pedretti | Chairman of the Control and Risk Committee andSustainability | ||
| Giulio Sirtori | Independent Director | ||
| Elisabetta Cugnasca | Independent Director |
| RELATED –PARTY COMMITTEE | |||
|---|---|---|---|
| Antonio Sanna | Chairman of the Related Party Committee | ||
| Elisabetta Cugnasca | Independent Director | ||
| Susanna Pedretti | Independent Director |
| NOMINATION AND REMUNERATION COMMITTEE | |||
|---|---|---|---|
| Giulio Sirtori | Chairman of the Nomination and Remuneration Committee | ||
| Susanna Pedretti | Independent Director | ||
| Elisabetta Cugnasca | Independent Director |
| OFFICER IN CHARGE FOR THE PREPARATION | |
|---|---|
| OF CORPORATE FINANCIAL DOCUMENTS | Stefano Beretta |
| INDEPENDENT AUDITORS | PricewaterhouseCoopers S.p.A.(1) | |
|---|---|---|
| -- | ---------------------- | ---------------------------------- |
(1) On April 6, 2023, the shareholders' meeting of Technoprobe S.p.A. appointed PricewaterhouseCoopers S.p.A. as independent auditor for the years 2023-2031.
Please refer to the "Report on corporate governance and ownership structures", published on the Company website for information on the Group corporate governance and ownership structures.
1. Introduction
Dear shareholders,
we hereby present for your review this integrated annual report. As authorized by article 40, paragraph 2 bis, of Legislative Decree no. 127 of April 9, 1991, the parent company Technoprobe S.p.A. (hereafter the "Company", "Parent" or "Technoprobe" and, together with its subsidiaries, the "Group" or the "Technoprobe Group"), prepared the directors' report on operations as the sole document for both the financial statements ended on December 31, 2025 (hereafter, the "Financial Statements") and for the consolidated financial statements for the financial year ended on December 31, 2025 (hereafter, the "Consolidated Financial Statements").
The Financial Statements and the Consolidated Financial Statements are prepared in accordance with the international accounting standards adopted by the European Union (hereafter "IFRS") and are accompanied by this report, which illustrates the performance of the Company and the Group, both with respect to the financial year concluded and the expected prospects.
Revenue for the year ended December 31, 2025, amounted to Euro 628,380 thousand, with an increase of 15.7% compared with prior year, and a net profit equal to Euro 98,845 thousand, of which Euro 97,662 thousand attributable to the Group. The gross operating margin and EBITDA, as described below, amounted to Euro 279,087 thousand and Euro 201,438 thousand, respectively. The net financial position amounted to a surplus of Euro 684,217 thousand as of December 31, 2025.
| (In thousands of Euro) | Year ended December 31, | ||
|---|---|---|---|
| 2025 | 2024 | ||
| Revenue | 628,380 | 543,153 | |
| Gross profit | 279,087 | 223,439 | |
| EBITDA (*) | 201,438 | 136,524 | |
| Investments (*) | 99,382 | 93,933 | |
| Net profit | 98,845 | 62,792 | |
| (In thousands of Euro) | As of December 31, | ||
| 2025 | 2024 | ||
| Total equity | 1,242,020 | 1,237,177 | |
| Net financial position (surplus) (*) | 684,217 | 656,316 |
The following table sets forth the Group's main economic and financial indicators:
(*) This report on operation includes, in addition to the financial measures required by IFRS, certain measures derived from IFRS, although not required by IFRS (Non-GAAP Measures or APIs). These measures are presented in order to enable a better assessment of the Group's operating performance and should not be considered alternatives to those provided for by IFRS.
2. Group organization
The Group operates in the design and production of probe cards. Probe cards are high-tech devices tailor-made to the specific semiconductor that allow the operation of chips to be tested during their production (i.e., while they are still on the silicon wafer). These are technological projects and solutions that guarantee the operation and reliability of devices that play a central role in the computer, smartphone, 5G, Internet of Things, home automation and automotive industries, among others. Probe cards are considered "consumables", meaning that each probe card's life cycle is linked to a specific chip and no part of the probe card can be reused. In Italy, the Group has its registered office in Cernusco Lombardone (LC), where there is also a production center measuring approximately 18,000 m2. We have two other production plants in Italy: the first plant, measuring about 3,000 m2 in Agrate Brianza (Monza and Brianza), and the second, measuring about 5,000 m2 in Osnago (Lecco) and the third, measuring about 1,750 m2in Caponago (Monza and Brianza). Outside of Italy, we are present in other 10 geographies throughout Europe (Germany and France), Asia (i.e., Taiwan, South Korea, Japan, Malaysia, the Philippines, China and Singapore) and the United States.. As a result of DIS acquisition completed last year, the Group's corporate structure changed to include companies and branches in Italy, Japan, Singapore, Taiwan, the Philippines, the United States, and China.
The following chart shows the Group's corporate structure as of December 31, 2025:

ANNUAL FINANCIAL REPORT - TECHNOPROBE SPA DIRECTORS' REPORT ON OPERATIONS
It should be noted that DIS Tech Singapore Pte, Ltd has been merged by incorporation into Technoprobe Asia Pte Ltd with effect from 31 December, 2025.
The chart below shows the Group's international presence, including our production sites, research and development labs and sales offices, which allow us to remain in close contact with customers in the geographic areas that we serve

3. Macroeconomic scenario1
International scenario
The global economy continues to grow, but at different rates between areas. The United States maintains moderate growth, slowing down during the last part of the year, China is showing signs of recovery, supported by the strength of global trade flows, which have sustained the country's economic activity.. As in the first part of the year, international trade continues to be positively driven by the significant contribution of investments in technologies related to artificial intelligence. Although it is gradually declining, inflation remains at levels still above the targets set by the main central banks. In the United States, the Federal Reserve implemented the announced interest rate cuts, bringing them to 3.50%–3.75%. At the January and February 2026 meetings, interest rates were left unchanged, with the
1 Source: Banca d'Italia, Economic Bulletin Number 1/2026.
ANNUAL FINANCIAL REPORT - TECHNOPROBE SPA DIRECTORS' REPORT ON OPERATIONS
previously introduced cuts being confirmed, thereby maintaining rates at their current levels. In the euro area, the European Central Bank is proceeding in line with the established objectives, which foresee a reduction in interest rates over the 2026–2027 biennium, bringing the deposit facility rate to the 2.0% target. Recent geopolitical tensions and the protectionist policies introduced by the Trump administration have further increased global uncertainty, weighing on trade and generating renewed inflationary pressures, particularly in sectors more exposed to international exchanges. The U.S.–Iran conflict, in fact, is introducing new energy supply shocks, heightening the risk of 'stagflation' (higher inflation combined with weaker growth), especially should the tension persist for several months. Moreover, fluctuations in exchange rates—most notably the appreciation of the Euro against the U.S. Dollar—have affected raw material costs and the trade balance of certain economies. In the short term, this could translate into a slowdown in investment and an increase in the cost of living for both U.S. and European consumers.
Italy
Following the contraction recorded in the early months of 2025, the Italian economy resumed its expansion, with export volumes returning to growth and a slight increase in GDP being registered. According to current projections, growth is expected to continue in 2026, reaching +0.6% of GDP, with an average strengthening anticipated over the 2026–2028 period. Employment is increasing, although signs of weakening are emerging in the labour force participation rate among younger cohorts. Inflation remains below 2%, supported by the decline in energy prices. The cost of credit for households is decreasing as a result of the expansionary monetary policy implemented by the ECB, as previously mentioned, which is expected to maintain a pause in further cuts, net of the inflationary consequences that could arise from the U.S. – Iran conflict, with direct effects on consumer prices.
4. Significant management events
Signing of agreements to form a strategic partnership with Advantest Corporation
On January 7 2025, T-PLUS S.p.A., the shareholder that holds Technoprobe S.p.A, signed a binding agreement for the sale of Technoprobe shares, equal to 2.5% of the latter's share capital, Advantest Europe GmbH, a wholly owned subsidiary of Advantest Corporation, a leading company in the design and manufacture of automatic testing equipment (ATE). Following the sale of 2.5% of Technoprobe shares, T-PLUS will hold a 57.96% stake in the Company's share capital and 70.47% of the voting rights.
Acquisition of a minority interest in Innostar Service Inc.
In January 2025, Technoprobe SpA, acquired the 9.37% of Innostar Service Inc for a total amount of Euro 6.6 million. The Company, based in Taiwan, focuses on the design, development, and sales of products in three core areas: (i) Semiconductor Wafer Level Testing: MEMS Probe Card-Related Automation Equipment; (ii) Precision Automation Equipment; (iii) Advanced Packaging: High-Density Copper Pillar Lead Frame and Mass Transfer Technology. On May 8, 2025, the Company's shares officially began trading on Taiwan's Emerging Stock Market (TPEx). In September 2025, the stake was diluted to 9.27% following capital transactions carried out by Innostar Service Inc.
Acquisition of Yee Wei Inc minorities
In the first half of 2025, Technoprobe SpA completed the acquisition of the minority interests in Yee Wei Inc. The transaction was finalized for a total consideration of 30 million US dollars, settled partly through a cash outflow and partly through the transfer of Technoprobe shares. Following this transaction Technoprobe SpA now holds 100% of Yee Wei share capital.
Sales of ordinary shares of Technoprobe S.p.A.
On 10 June 2025, T-PLUS S.p.A., the shareholder that holds Technoprobe S.p.A., sold shares that are equal to 1.53% of the existing share capital of the Company and have been placed at a price of Euro 7.00 per share. The sale, intended to expand the Company's free float and to increase stock's liquidity, was carried out through an accelerated bookbuilding process addressed to qualified Italian investors and to foreign institutional investors. As a result of the transaction, T-Plus S.p.A. will hold 56.43% of the share capital, corresponding approximately to 69.26% of the voting rights.
Merger by Incorporation of DIS Tech Singapore Pte in Technoprobe Asia Pte
On December 26, 2025 the Boards of Directors of DIS Tech Singapore Pte in Technoprobe Asia Pte approved the merger plan for the incorporation of DIS Tech Singapore Pte in Technoprobe Asia Pte, both companies being wholly owned by Technoprobe S.p.A. This transaction aims to make the corporate structure more efficient and to streamline ordinary management procedures. The transactions carried out by DIS Tech Singapore Pte have been recorded in the financial statements of Technoprobe Asia Pte as from December 31, 2025, the date on which the merger by incorporation became effective.
5. Main alternative performance indicators (APIs)
The European Securities and Market Authority (ESMA) has published guidelines on alternative performance indicators (hereafter also referred to as "APIs") for listed issuers. APIs refer to measures used by management and investors to analyze the Group's trends and performance, which are not directly derived from the financial statements. These measures are relevant to support management and investors in analyzing the Group's performance. Investors should not consider APIs as substitutes, but rather as additional information to the data included in the financial statements. It should be noted that APIs as defined by the Group, may not be comparable to similarly named measures used by other companies.
APIs presented in this report are defined as follows:
-
EBITDA is a non-IFRS alternative performance indicator monitored by management to evaluate underlying business performance. EBITDA used by the Group is defined as net profit adjusted for: (i) income tax expenses, (ii) foreign exchange gains (losses), (iii) net finance income (expenses), (iv) other income (expenses), (v) net impairment of financial assets and depreciation, amortization and impairment included in: selling, general and administrative, research and development and cost of revenue.
-
Gross Profit margin and EBITDA margin are defined as the ratio between Gross margin and EBITDA to revenue, respectively.
-
Research and development expense ratio is defined as the ratio between research and development expenses to revenue.
-
Net working capital is defined as the difference between current assets and current liabilities, including derivative financial instruments fair value and excluding current financial assets, cash and cash equivalents, current financial liabilities and current lease liabilities.
-
Net fixed capital is defined as the difference between non-current assets and non-current liabilities, excluding non-current financial liabilities and non-current lease liabilities.
-
Net invested capital is defined as the sum of Net working capital and Net fixed capital.
-
Net financial position is defined as the sum of cash and cash equivalents and current financial assets, net of current and non-current financial and lease liabilities (in any case, with the exclusion of derivative financial instruments entered into to hedge exchange rate risk in relation to commercial transactions).
-
Capital expenditures are defined as the sum of cash flow used for investments in property, plant and equipment (excluding right-of-use assets) and intangible assets.
-
ROE is calculated as the ratio between net profit for the period to the Group's equity (including net profit for the period).
-
ROI is calculated as the ratio between operating profit and total assets.
-
ROS is calculated as the ratio between operating profit and revenue.
-
Fixed assets coverage ratio is calculated as the ratio between Group's equity (including net profit for the period) and total non-current assets.
-
The ratio "Shareholders' equity / Invested capital" is calculated as the ratio between Group's equity (including net profit for the period) and total current assets.
-
Indebtedness ratio is defined as the ratio between total liabilities and total assets.
-
Acid test is calculated as the ratio between total current assets net of inventories and current liabilities.
-
Current ratio is calculated as the ratio between current assets and current liabilities.
6. Group's financial information
6.1. Group's results of operations
The following table sets forth the Group's income statement figures for the years ended December 31, 2025 and 2024, with evidence of the incidence as a percentage of revenue:
| (In thousands of Euro and as a | Year ended December 31, | |||
|---|---|---|---|---|
| percentage) | 2025 | % on revenue | 2024 | % on revenue |
| Revenue | 628,380 | 543,153 | ||
| Cost of revenue | (349,293) | (55.6%) | (319,714) | (58.9%) |
| Gross profit | 279,087 | 44.4% | 223,439 | 41.1% |
| Operating expenses | ||||
| Research and development | (54,355) | (8.7%) | (63,374) | (11.7%) |
| Selling, general and administrative | (88,396) | (14.1%) | (92,878) | (17.1%) |
| Net impairment of financial assets | (50) | 0.0% | (77) | 0.0% |
| Total operating expenses | (142,801) | (22.7%) | (156,329) | (28.8%) |
| Operating profit | 136,286 | 21.7% | 67,110 | 12.4% |
| Other income (expenses), net | 19,743 | 3.1% | 2,452 | 0.5% |
| Share of profit (loss) of equity-accountedinvestments | 604 | 0.1% | - | - |
| Finance income | 18,280 | 2.9% | 17,109 | 3.1% |
| Finance expenses | (872) | (0.1%) | (1,606) | (0.3%) |
| Foreign exchange gains (losses) | (45,941) | (7.3%) | 11,937 | 2.2% |
| Profit before tax | 128,100 | 20.4% | 97,002 | 17.9% |
| Income tax expense | (29,255) | (4.7%) | (34,210) | (6.3%) |
| Net profit | 98,845 | 15.7% | 62,792 | 11.6% |
| R&D expense ratio on revenue | (8.7%) | (11.7%) |
Revenue
Revenue amounted to Euro 628,380 thousand and Euro 543,153 thousand for the year ended December 31, 2025 and 2024, respectively.
This increase is attributable to: (i) the change in the Group's scope of consolidation due to the full inclusion of DIS Tech in 2025 instead of 2024 in which it was recognized in the Group's revenue only from May 27, 2024, onward ii) the volumes related to the recovery of the consumer segment along with those relating to the introduction of Artificial Intelligence. The following table sets forth revenue by geographical area, in absolute terms and as a percentage of revenue:
ANNUAL FINANCIAL REPORT - TECHNOPROBE SPA DIRECTORS' REPORT ON OPERATIONS
| (In thousands of Euro and as a | Year ended December 31, (*) | |||
|---|---|---|---|---|
| percentage) | 2025 | % on revenue | 2024 | % on revenue |
| Asia | 330,961 | 52.7% | 254,552 | 46.8% |
| America | 251,346 | 40.0% | 250,250 | 46.1% |
| Europe (except Italy) | 34,387 | 5.5% | 26,648 | 4.9% |
| Italy | 11,686 | 1.8% | 11,703 | 2.2% |
| Revenue | 628,380 | 100% | 543,153 | 100% |
(*) Data processed according to billing country
In both years under review, revenue originating from sales outside Italy accounted for over 98% of total revenue.
As a percentage of total revenue, revenue originating in the different geographical areas underwent variations in the two years under review. In the year ended December 31, 2025 the Group originated 52.7% of its revenue in Asia, (increasing compared to the 46.8% of revenue originating in Asia in prior year) and 40% of revenue in America (decreasing compared to 46.1% of revenue originating in America in prior year). The increased demand of products destined to the development of AI, primarily concentrated in Asian markets, has determined the increase in revenues toward this area to the detriment of the American area. The revenues towards European and Italian markets remain steady.
Cost of revenue
Cost of revenue amounted to Euro 349,293 thousand for the year ended December 31, 2025 and Euro 319,714 thousand for the year ended December 31, 2024, with an increase of Euro 29,579 thousand, equals to 9.3%. As a percentage of revenue, cost of sales was equal to 55.6% for the year ended December 31, 2025 and 58.9% for the year ended December 31, 2024, with an decrease of 3 percentage points compared to prior year. This decrease of 3 percentage points is mainly due to the effects of the operating leverage and for the benefits attributable to the reorganization carried out at the production facilities in the United States.
Research and development
Research and development expenses amounted to Euro 54,355 thousand and Euro 63,374 thousand for the year ended December 31, 2025 and 2024, were decreased following the transfer of certain Group activities from research and development to production As a percentage of revenue, research and development expenses decreased from 11.7% for the year ended December 31, 2024 to 8.7% for the year ended December 31, 2025.
Selling, general and administrative
Selling, general and administrative expenses amounted to Euro 88,396 thousand for the year ended December 31, 2025 and Euro 92,878 thousand for the year ended December 31, 2024, with a decrease of Euro 4,482 thousand or 4.8%, mainly due to a decrease in write-downs of fixed assets made in the previous period as a result of the reorganization processes and efficiency improvement, partially compensated to an increase in personnel cost, also for the effect of the full inclusion of DIS Tech Group inside the 2025 fiscal year. As a percentage of revenue, administrative, sales and distribution expenses decreased from 17.1% to 14.1% for the year ended December 31, 2025 following the contraction in revenue commented above.
EBITDA and EBITDA Margin
The following table sets forth the calculation of EBITDA and the related reconciliation with net profit:
| Year ended December 31, | ||
|---|---|---|
| (In thousands of Euro and as a percentage) | 2025 | 2024 |
| Net profit | 98,845 | 62,792 |
| Income tax expense | 29,255 | 34,210 |
| Foreign exchange gains (losses) | 45,941 | (11,937) |
| Finance income | (18,280) | (17,109) |
| Finance expenses | 872 | 1,606 |
| Share of profit (loss) of equity-accounted investments | (604) | - |
| Other income (expenses), net | (19,743) | (2,452) |
| Depreciation, amortization and impairment(*) | 65,102 | 69,337 |
| Net impairment of financial assets | 50 | 77 |
| EBITDA | 201,438 | 136,524 |
| EBITDA Margin | 32.1% | 25.1% |
(*) The Group prepares its income statement by destination. Therefore, depreciation, amortization and impairment do not represent separate line-item on our consolidated income statement. Depreciation and amortization, as presented in the table above, were determined as the sum of such expenses included in: (i) Cost of revenue, (ii) Research and development and (iii) Selling, general and administrative.
EBITDA amounted to Euro 201,438 thousand and Euro 136,524 thousand, for the year ended December 31, 2025 and 2024, respectively, with an increase of Euro 64,914 thousand or 47.5%. As a percentage of revenue (EBITDA Margin), EBITDA amounted to 32.1% and 25.1% for the year ended December 31, 2025 and 2024, respectively. The increase in profitability reflects the aforementioned operating leverage effects and the reorganization of activities in the United States, which were only partially offset by the dilutive impact of the DIS Tech operations, consolidated for the full year 2025 as compared to 2024, when they were included starting from 27 May 2024 and from the effects associated with the weakening of the US Dollar against the Euro, recorded over the course of 2025.
Other income (expenses)
Other income (expenses), net amounted to an income of Euro 19,743 thousand for the year ended December 31, 2025 and an income of Euro 2,452 thousand for the year ended December 31, 2024. The increase is mainly due to the gain related to the sale for US Dollar 30 million of a company-owned building, together with the associated land and certain improvements attached to the property located in Santa Clara, California, as part of the reorganization process in the United States that began in the previous financial year.
Finance income
Finance income amounted to Euro 18,280 thousand and Euro 17,109 thousand for the year ended December 31, 2025 and 2024, respectively. This trend is mainly due to the increase of cash and cash equivalents and returns from the management of cash on deposit.
Foreign exchange gains (losses)
Foreign exchange gains / losses amounted to losses of Euro 45,941 thousand (of which unrealized of Euro 24,348 thousand) and gains amounting to Euro 11,937 thousand (of which unrealized of Euro 19,158 thousand, partially compensated from a realized loss amounting to Euro 7,848 thousand) for the year ended December 31, 2025 and 2024. The effects are entirely attributable to the progressive weakening of the US Dollar against the Euro recorded during the year, net of the hedging strategies applied. This mainly impacts the translation of balance sheet items denominated in currencies other than the Euro at the reporting date.
Income tax expense
Income tax represented an amount of Euro 29,255 thousand for the year ended December 31, 2025 and an amount of Euro 34,210 thousand for the year ended December 31, 2024. As a percentage of profit before tax, income taxes increase from 35.3% for the year ended December 31, 2024 to 22.8% for the year ended December 31, 2025.
Net profit
As a result of the above, net profit amounted to Euro 98,845 thousand and Euro 62,792 thousand for the year ended December 31, 2025 and 2024, respectively.
6.2. Group's financial position
The following table sets forth a reclassification of the statement of financial position by applications and sources for a better understanding of the Group's financial position:
| (In thousands of Euro) | As of December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Applications | ||
| Net fixed capital (*) | 412,671 | 393,200 |
| Net working capital (*) | 145,132 | 187,661 |
| Net invested capital (*) | 557,803 | 580,861 |
| Funding Sources | ||
| Shareholders' equity | 1,242,020 | 1,237,177 |
| Net financial position (surplus) (*) | (684,217) | (656,316) |
| Total funding sources (*) | 557,803 | 580,861 |
(*) The item is not considered to be accounting measures under IFRS and, therefore, should not be considered as an alternative measure to those provided by the Group's Financial Statements for the assessment of the Group's economic performance.
Net fixed capital
The following table sets forth a breakdown of net fixed assets:
| (In thousands of Euro) | As of December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Property, plant and equipment | 307,955 | 295,147 |
| Intangible assets | 61,435 | 65,541 |
| Goodwill | 42,500 | 43,714 |
| Equity-accounted investments | 6,794 | - |
| Deferred tax assets | 24,464 | 21,995 |
| Non-current financial assets | 1,357 | 1,083 |
| Other non-current assets | 762 | 1,418 |
| Deferred tax liabilities | (11,878) | (13,643) |
| Employee benefits obligations | (407) | (425) |
| Provisions for risks and charges | (20,144) | (21,610) |
| Other non-current liabilities | (167) | (20) |
| Net fixed capital | 412,671 | 393,200 |
Net fixed capital increased by Euro 19,471 thousand or 5%, from Euro 393,200 thousand as of December 31, 2024 to Euro 412,671 thousand as of December 31, 2025. Such increase is primarily attributable to investments in tangible and financial assets. This latter increase relates to the minority investment in Innostar Service Inc. For further details, reference should be made to paragraph "4. Significant Management Events".
Net working capital
The following tables sets forth a breakdown of net working capital:
| (In thousands of Euro) | As of December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Inventories | 125,295 | 136,759 |
| Trade receivables | 119,923 | 118,803 |
| Current tax receivables | 7,744 | 17,632 |
| Other current assets | 22,371 | 31,099 |
| Trade payables | (66,824) | (56,904) |
| Current tax payables | (7,876) | (5,353) |
| Other current liabilities | (55,712) | (53,793) |
| Derivative financial instruments | 211 | (582) |
| Net working capital | 145,132 | 187,661 |
Net working capital decreased by Euro 42,529 thousand or 22.7%, from Euro 187,661 thousand as of December 31, 2024 to Euro 145,132 thousand as of December 31, 2025. Such variation is mainly attributable to an decrease in inventories and other current assets , as well as to an increase in trade payables only partially offset by the increase in trade receivables and current tax receivables.
Shareholders' equity
Shareholders' equity increased from Euro 1,237,177 thousand as of December 31, 2024 to Euro 1,242,020 thousand as of December 31, 2025, the increase recorded is attributable to the recognition of the result achieved by the Group for the 2025 financial year, amounting to Euro 97,662 thousand, almost entirely offset by the negative change related both to the purchase of minority interests in Yee Wei Inc and to the purchase of treasury shares carried out by the Parent Company for a total amount of Euro 60,000 thousand.
Main indicators of financial position
| As of December 31, | |||
|---|---|---|---|
| (In percentage) | 2025 | 2024 | |
| R.O.E. (Return On Equity) (*) | 8.0% | 5.1% | |
| R.O.I. (Return On Investment) (*) | 9.6% | 4.8% | |
| R.O.S. (Return On Sales) (*) | 21.7% | 12.4% |
(*) These items are not identified as accounting measures under IFRS and, therefore, should not be considered as alternative measures to those provided by the Group's financial statements for assessing the Group's financial position.
ROE, calculated as ratio between net profit to Group's shareholders' equity, summarizes the profitability and remuneration of the Group's equity.
ROI, calculated as ratio between operating income and total assets, represents the characteristic profitability of invested capital, excluding the effects of financial management, extraordinary items and the tax charge.
ROS, calculated as ratio between operating income and revenue, is used to analyze the Group's operations and shows the impact of the various production factors on sales.
The increase of the above indicators reflects the trend in economic results for the year ended December 31, 2025 compared to the previous year and the increase in fixed assets.
| As of December 31, | ||
|---|---|---|
| (In thousands of Euro) | 2025 | 2024 |
| Fixed assets coverage ratio (*) | 2.79 | 2.88 |
| Shareholders' equity / Invested capital (*) | 0.87 | 0.88 |
| Indebtedness ratio (*) | 0.13 | 0.12 |
(*) These items are not identified as accounting measures under IFRS and, therefore, should not be considered as alternative measures to those provided by the Group's financial statements for assessing the Group's financial position.
Fixed asset coverage ratio, which represents the ratio between shareholders' equity (including net profit for the year) and total fixed assets, shows that non-current assets are fully funded by shareholders' equity, thus demonstrating the existence of a solid structural balance.
Shareholders' equity to invested capital ratio is the ratio between shareholders' equity to total assets and highlights the weight of capital contributed by shareholders in relation to the sources used to fund the statement of financial position assets.
Indebtedness ratio between capital raised from third parties and total assets expresses the percentage of debt which, for various reasons, the Group has contracted in order to raise the funds necessary to satisfy the items presented in total assets in the statement of financial position.
| As of December 31, | ||
|---|---|---|
| Liquidity test | 2025 | 2024 |
| Acid test (*) | 6.30 | 6.93 |
| Current ratio (*) | 7.23 | 8.06 |
(*) These items are not identified as accounting measures under IFRS and, therefore, should not be considered as alternative measures to those provided by the Group's financial statements for assessing the Group's financial position.
Acid test is the ratio between current assets net of inventories and current liabilities and expresses the company's ability to carry out its operations under conditions of adequate liquidity.
Current ratio is the ratio between current assets and current liabilities and represents the company's ability to meet future outflows deriving from the settlement of current liabilities with cash and cash equivalents and with future inflows deriving from the collection of current assets.
Net financial position
Group's net financial position prepared in accordance with the ESMA 32-382-1138 Recommendation of March 4, 2021 is presented below:
| (In thousands of Euro) | As of December 31, | |
|---|---|---|
| 2025 | 2024 | |
| A. Cash | 688,202 | 666,377 |
| B. Cash and cash equivalents | - | - |
| C. Other current financial asset | 10,619 | 8,740 |
| D. Liquidity (A+B+C) | 698,821 | 675,117 |
| E. Current financial debt (*) | - | (3) |
| F. Current portion of non-current financial debt | (4,283) | (4,955) |
| G. Current financial indebtedness (E+F) | (4,283) | (4,958) |
| - of which guaranteed | - | - |
| - of which not guaranteed | (4,283) | (4,958) |
| H. Net current financial indebtedness | 694,538 | 670,159 |
| I. Non-current financial debt (*) | (10,321) | (13,843) |

ANNUAL FINANCIAL REPORT - TECHNOPROBE SPA DIRECTORS' REPORT ON OPERATIONS
| (In thousands of Euro) | As of December 31, | |
|---|---|---|
| 2025 | 2024 | |
| J. Debt instruments | - | - |
| K. Non-current trade and other payables | - | - |
| L. Non-current financial indebtedness (I+J+K) | (10,321) | (13,843) |
| - of which guaranteed | - | - |
| - of which not guaranteed | (10,321) | (13,843) |
| M. Net financial position (H+L) | 684,217 | 656,316 |
(*) As of December 31, 2025, Euro 14,604 thousand refer to the lease liability relating to IFRS 16 (Euro 18,789 thousand as of December 31, 2024) of which Euro 4,283 thousand is current (Euro 4,955 thousand as of December 31, 2024) and Euro 10,321 thousand is non-current (Euro 13,843 thousand as of December 31, 2024).
Net financial position increased by Euro 27,901 thousand, from Euro 656,316 thousand as of December 31, 2024 to Euro 684,217 thousand as of December 31, 2025, mainly as a result of the capital increase. For more information, please refer to Section "6.3 - Group Cash Flows".
6.3. Group's cash flows
The following tables sets forth cash flow details for the year ended December 31, 2025 and 2024:
| (In thousands of Euro) | Year ended December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Net cash flow generated by operating activities | 199,028 | 124,414 |
| Net cash flow used in investing activities | (63,512) | (168,762) |
| Net cash flow generated by (used in) financing activities | (86,970) | 343,966 |
| Total cash flow generated (used) during the year | 48,546 | 299,618 |
| Cash and cash equivalents at the beginning of the year | 666,377 | 361,800 |
| Exchange differences from translation of cash and cash equivalents | (26,721) | 4,959 |
| Cash and cash equivalents at the end of the year | 688,202 | 666,377 |
Cash flow from operating activities
Cash flow generated by operating activities amounted to Euro 199,028 thousand for the year ended December 31, 2025. Such cash flow was generated by the combined effect the following:
- cash generated from operating activities before changes in net working capital, amounting to Euro 197,797 thousand, in line with EBITDA performance and taking into account provisions and foreign exchange management; and
- cash absorbed by net working capital, mainly attributable to taxes paid for the year ended December 31, 2024, and changes in trade payables and receivables.
Cash flow generated by operating activities amounted to Euro 124,414 thousand for the year ended December 31, 2024. Such cash flow was generated by the combined effect the following:
- cash generated from operating activities before changes in net working capital, amounting to Euro 149,437 thousand, in line with EBITDA performance and taking into account provisions and foreign exchange management; and
- cash absorbed by net working capital, mainly attributable to taxes paid for the year ended December 31, 2024 and changes in trade payables and receivables.
Cash flow from investing activities
Net cash flow used in investing activities amounting to Euro 63,512 thousand for the year ended December 31, 2025, is mainly attributable to:
- investments in property, plant and equipment (excluding rights of use) and in intangible assets amounting respectively to Euro 92,612 thousand and Euro 6,770 thousand, mainly related to plant and machinery and tangible assets in progress and advances and software and patents;
- disposals of property, plant and equipment (excluding right‑of‑use assets) and intangible assets, amounting in aggregate to Euro 30,393 thousand, mainly relating to the sale of a company‑owned building, together with the associated plot of land and certain improvements attached to the property located in Santa Clara, California, as part of the reorganization process in the United States initiated in the prior financial year;
- financial income collected, amounting to Euro 18,313 thousand, arising from the return on cash and cash equivalents held, partially offset by the investment in financial assets of Euro 12,981 thousand, mainly relating to the acquisition of a minority interest in Innostar Service Inc.
Net cash flow used in investing activities amounting to Euro 168,762 thousand for the year ended December 31, 2024, is mainly attributable to:
- investments in property, plant and equipment (excluding rights of use) and in intangible assets amounting respectively to Euro 84,514 thousand and Euro 9,419 thousand, mainly related to plant and machinery and tangible assets in progress and advances and software and patents;
- cash used in the DIS Tech acquisition amounting to Euro 81,626 thousand, net of cash acquired;
- financial income received, amounting to Euro 7,639 thousand, from the return on cash in deposit.
Cash flow from financing activities
Cash flow absorbed by financing activities for the year ended December 31, 2025 amounted to Euro 86,970 thousand is mainly attributable to the cash outflow related to both the purchase of minority interests in Inc and to the purchase of treasury shares for an amount of Euro 60,000 thousand and the repayment of lease liabilities amounting to Euro 5,094 thousand.
The cash flow generated in the year ended 31 December 2024 amounts to Euro 343,966 thousand and is mainly attributable to the cash capital increase carried out during the year for Euro 384,744 thousand, only partially offset by the purchase of treasury shares for Euro 34,669 thousand and by the repayment of lease liabilities for Euro 3,303 thousand.
7. Information regarding the parent company's economic, financial and asset performance
The following tables sets forth the main economic and financial information of the Parent for the year ended December 31, 2025 and 2024:
| (In thousands of Euro) | As of December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Revenue | 423,252 | 392,904 |
| Gross profit | 190,556 | 172,497 |
| Operating profit | 95,549 | 68,939 |
| Net profit | 49,494 | 115,787 |
| Investment in subsidiaries | 243,519 | 177,966 |
| Total equity | 1,248,567 | 1,250,207 |
ANNUAL FINANCIAL REPORT - TECHNOPROBE SPA DIRECTORS' REPORT ON OPERATIONS
Revenue increased by Euro 30,348 thousand, or 7.7%, from Euro 392,904 thousand for the year ended December 31, 2024 to Euro 423,252 thousand for the year ended December 31, 2025. This increase is mainly attributable to the increase in sales of some of the Group's main customers. This increase is mainly attributable to higher volumes primarily linked to developments in Artificial Intelligence and to a slight recovery in the consumer segment
Gross profit increased by Euro 18,059 thousand, or 10.5%, from Euro 172,497 thousand for the year ended December 31, 2024 to Euro 190,556 thousand for the year ended December 31, 2025. As a percentage of revenue, gross profit remained consistent across the two fiscal years, with 43.9% for the year ended December 31, 2024 and 45.0% for the year ended December 31, 2025.
Investments in subsidiaries increased from Euro 177,966 thousand as of December 31, 2024 to Euro 243,519 thousand as of December 31, 2025 mainly due to the transactions carried out with Yee Wei Inc., as a result of the acquisition of the related minority interests, the waiver of a portion of the financial receivable in connection with its simultaneous conversion into equity, and the subsequent capital increase granted.
In addition, following the merger by incorporation of. DIS Tech Singapore Pte, Ltd into Technoprobe Asia Pte Ltd, the value of the investments as of December 31, 2025 is increased by the respective value of the merged company. The following tables sets forth the details of investments in subsidiaries as of December 31, 2025 and 2024:
| (In thousands of Euro) | Year ended December 31, | ||
|---|---|---|---|
| 2025 | 2024 | ||
| Technoprobe US Holding LLC | 45,699 | 45,699 | |
| Yee Wei Inc. | 82,528 | 16,975 | |
| Technoprobe Asia Pte Ltd. | 13,323 | 10,200 | |
| Technoprobe France S.a.s. | 7,500 | 7,500 | |
| Technoprobe Suzhou Co. Ltd. | 3,183 | 3,183 | |
| Technoprobe Korea Co Ltd. | 2,785 | 2,785 | |
| Technoprobe Taiwan Co. Ltd. | 1,361 | 1,361 | |
| Technoprobe America Inc. | 33,831 | 33,831 | |
| Technoprobe Germany Gmbh | 300 | 300 | |
| Technoprobe Japan KK | 266 | 266 | |
| DIS Tech Singapore, Pte, Ltd | - | 3,123 | |
| DIS Tech Japan, G.K. | 4,377 | 4,377 | |
| DIS Tech Philippines, LLC | 697 | 697 | |
| DIS Tech Taiwan, LLC | 47,116 | 47,116 | |
| Device Interface Solutions Technology (Shanghai), Co. Ltd | 553 | 553 | |
| Total | 243,519 | 177,966 |
Total equity goes from Euro 1,250,207 thousand as of December 31, 2024 to Euro 1,248,567 thousand as of December 31, 2025 mainly due to the recognition of the profit for the year, equal to Euro 49,494 thousand and to the purchase of treasury shares for a total value of Euro 60,000 thousand.
The following table sets forth a reconciliation of shareholders' equity and net profit for the year ended December 31, 2025 of the Group with the same items of the Parent.

ANNUAL FINANCIAL REPORT - TECHNOPROBE SPA DIRECTORS' REPORT ON OPERATIONS
| (In thousands of Euro) | As of December 31, 2025 | |
|---|---|---|
| Net profit | Equity | |
| Net profit and equity of the Parent | 49,494 | 1,248,567 |
| Share of equity and net result of consolidated subsidiaries, net of carryingamount of the related investments | 50,228 | 5,697 |
| Intercompany dividends | - | - |
| Intercompany transactions | (877) | (12,244) |
| Non-controlling interests | (1,183) | (4,680) |
| Consolidated net profit and equity attributable to shareholders of the Parent | 97,662 | 1,237,340 |
8. Management of the risks to which the group is exposed
Operating and technology risks
Risk factors are primarily linked to fierce competition. The trend of recent years towards market consolidation is confirmed, with smaller companies struggling due to their inability to raise the necessary financial resources to keep up with technological development and renewal. The effects on the semiconductor market could be negative if, as a result of duties or import blocks, there is a slowdown in global demand for electronic devices.
However, the partnership established with the leading manufacturers in the market allows the Technoprobe Group to have a privileged perspective of the technological trends, thus allowing it to correctly address the investments in R&D.
The rapid technological development within the sector requires a continual adjustment of production capacity and of the solutions offered to meet customer needs. Any delays in aligning with such developments, as well as potential claims by third parties relating to intellectual and/or industrial property rights, could adversely affect competitiveness and growth prospects.
Financial risks
The main financial risks identified, monitored and, to the extent specified below, actively managed by the Group, are as follows:
- market risk, deriving from fluctuations in exchange rates between the Euro and the other currencies in which the Group operates, especially the US Dollar;
- credit risk, deriving from the possibility of counterparty default;
- liquidity risk, deriving from a lack of financial resources to meet financial commitments.
The Group's aim is to maintain balanced management of its financial exposure over time, ensuring that its liabilities are in balance with the composition of its assets and providing the necessary operational flexibility through the use of the liquidity generated by current operations and bank loans.
The ability to generate liquidity from the core business, together with the indebtedness capacity, allows the Group to adequately satisfy its operating needs, financing operating working capital and investments, as well as compliance with its financial obligations.
The Group's financial policy and the management of related financial risks are centrally directed and monitored. Moreover, credit risk is at present considered negligible for the Group, given the size and creditworthiness of its main customers. Further details are provided in Note 5 of the notes to the Consolidated Financial Statements.
Climate risk
In consideration of its business model, the Group does not believe to be significantly exposed to environmental risks and, in particular, to risks related to the Climate Change.
9. Outlook and significant events after December 31, 2025
Over the next two years, leading companies in the semiconductor sector will face a highly competitive environment characterized by accelerated innovation, growing demand in key segments (most notably Artificial Intelligence and the Internet of Things), and persistent, rapidly evolving geopolitical tensions. Corporate management will be required to adapt with operational flexibility and strategic vision, including any necessary realignment: targeted investments in R&D to accelerate the development of technological solutions and maintain the competitive advantage achieved to date, alongside the adoption of agile operating models capable of responding quickly to changes in demand or in supply‑chain dynamics. This capability also encompasses processes of integration, verticalization and productive reshoring, with increasing emphasis on technological sovereignty aimed at reducing exposure to exogenous and difficult‑to‑control factors.
Momentum for the testing industry is unprecedented, driven by a combination of higher volumes and increased test intensity and complexity. The outlook across the entire supply chain remains positive: major foundries and semiconductor capital equipment players indicate structural investments and order levels above expectations, in line with the accelerated demand signaled by fabless companies. In this context, the testing niche benefits disproportionately, as the complexity of chips and AI workloads tends to increase the amount of testing required per unit produced.
In terms of market segmentation, AI‑related architectures continue to represent the primary growth driver for the entire sector, both in logic and memory. This trend confirms the growing share of volumes generated in 2025, with particular reference to data centers. Following a 2025 dominated by data‑center build‑out, 2026 is viewed as a year of 'selection', during which the market will more clearly assess the financial sustainability of investments and the first signs of monetization.
Consistently, the Advanced Packaging segment is also expected to accelerate over the 2026–2027 period, supported by increasing demand for ultra‑high‑density AI chips and by advanced Automotive applications. Superior thermal and electrical performance can no longer be achieved through traditional packaging, nor can the physical proximity required between logic and memory components.
Partially mitigating these dynamics, the Consumer market (primarily PCs and smartphones) is expected to experience modest growth, which will become truly significant only after the integration of AI into PCs and smartphones, thereby increasing both value and replacement‑cycle volumes.
Finally, the Automotive and Industrial segments although still affected by residual inventory corrections and by reduced demand volumes due to uncertainty arising from trade and tariff tensions show early signs of recovery already in the first part of 2026.
Moreover, two additional factors are expected to play a non‑negligible role: strong competition for talent (in engineering, AI, and advanced materials), with related needs for retention and continuous training; and a strengthening of ESG and transparency practices, increasingly seen as a lever for reputation among global customers and institutions.
10. Group strategy and future organizational model
In responding to the challenges described above, the Group confirms its strategy of mainly internal technological development, aimed at controlling know-how and the supply chain. Growth in automation, lean organization aimed at rapid decision-making, as well as the development and entry into operation of the new plants in Italy and Taiwan during 2026 will help to meet the mix of resilience, innovation and sustainability. During the two-year period 2026-2027, the Group is preparing to double its production capacity through an ambitious investment and hiring plan: success will depend on the ability to adapt quickly to changes in global dynamics, while maintaining a focus on technology, people and ethical governance.
11. Research and development
Research and development activity was also decisive in 2025, integrating the engineering skills of the business operated by the Device Interface Solutions (DIS Tech) division within the value chain of the Technoprobe Group and continuing the developments considered crucial in components dedicated to thermal management.
The Group's research and development activity is confirmed to be focused on the needs of the individual customer in order to (i) understand the specific technological needs of the individual project, (ii) develop innovative solutions and (iii) anticipate technological trends in the market.
In particular, the Group has teams dedicated to: (i) the development of probe cards and their key components; (ii) the development of new industrial and assembly processes (iii) the robotic component and machinery for the production of probe cards and (iv) the aspects of artificial intelligence, with the aim of developing projects and solutions capable of making the production process more efficient and effective.
With regard to innovative solutions in terms of industrial processes, the reorganization that took place at the American plants and the simultaneous expansion both in Italy and Taiwan already started during 2025 have led to the consolidation of key development projects such as FusionLink, Athena, High Power and Thermal Management, HBM Vertical and Silicon Photonics, which will allow to add further technological complexity to the Group's products, favoring new innovative solutions.
12. Information on shares
During the financial year ended December 31, 2024, the Company had a total of no. 6,532,608 outstanding shares for a total value of Euro 46,415,940 in order to (i) acquire a portfolio of own shares to serve stock option plans, stock grants or share incentive plans, and (ii) operate on own shares in an investment perspective for an efficient use of the Company's financial liquidity. As at 30 June 2025, the Company held 5,742,451 treasury shares, reduced during the first half of 2025 following the transaction to repurchase the minority interests in Yee Wei Inc. On December 19, 2025, the new share buyback program, started July 10, was completed with the purchase by Technoprobe S.p.A. of 7,199,071 treasury shares. The total expense amounted to Euro 60 million. Currently, Technoprobe S.p.A. holds a total of 12,941,522 treasury shares in its portfolio equal to 1.981% of share capital.. It should be noted that the Company does not hold, and did not hold during the financial year, even though trust companies or nominees, any shares or interests in parent companies.
13. Other information
Relationships with subsidiaries, associates and parent companies
Pursuant to article 2428 of the Italian Civil Code, note 10 of the explanatory notes to the Consolidated Financial Statements and in note 8 of the explanatory notes to the Financial Statements provide a summary of payables due, and receivables from, as well as costs and revenue with related parties.
Personnel
The Company has identified the significant impacts, risks and opportunities relating to its workforce. During the half‑year, no work‑related fatalities or serious accidents resulting in severe or very severe injuries to personnel occurred. Likewise, no charges were reported in relation to occupational diseases affecting employees or former employees, nor any cases of mobbing for which the Company was held liable.
Information concerning workforce management is reported in the 2024 consolidated annual financial statements, approved by the Shareholders' Meeting on 29 April 2025, in compliance with the European 'Corporate Sustainability Reporting Directive'
Environment
The Company constantly monitors, based on an internal plan, the quality of emissions and discharges produced at each of its production sites in Italy. All values have always been found to comply with the requirements of current permits.
The management of environmental aspects is ensured by an audit plan, using both internal resources and specialized external consultants, aimed at identifying intervention actions and possible opportunities for improvement.
Derogation from the publication of information documents
It should be noted that Technoprobe has adhered, pursuant to articles 70, paragraph 8 and 71, paragraph 1-bis, of Consob Regulation no. 11971/1999 ("Issuers' Regulation"), to the opt-out regime provided for by the aforementioned articles, making use of the right to derogate from the obligations of publication of the information documents provided for in Annex 3B of the Issuers' Regulation in case of: (i) significant mergers, demergers or capital increases through the contribution of assets in kind, and (ii) significant acquisition or disposal transactions.
Branches and local units
The Company's branch offices are listed below:
| Type of location | Address |
|---|---|
| Plant | Via Milano 10 - 23875 Osnago (LC) |
| Office | Zona industriale VIII strada 29 - 95121 Catania (CT) |
| Plant | Via Guglielmo Marconi 8 - 20864 Agrate Brianza (MB) |
| Office | Via Lecco 61 – 20871 Vimercate (MB) |
| Plant | Via delle Meccaniche 4 – 20867 Caponago (MB) |
Management and coordination
At the date of this report, the Company is not subject to management and coordination activities by T-Plus S.p.A., pursuant to art. 2497 et seq. of the Italian Civil Code. The Company believes, in fact, that none of the activities typically entailing management and coordination pursuant to Article 2497 et seq. of the Italian Civil Code exist.
Privacy
The Privacy Document, "Privacy Document - Data Protection Impact Assessment 2019" updated on June 25, 2025 has been prepared pursuant to GDPR 2016/679, Legislative Decree 196/2003 and Legislative Decree 101/2018 taking into account the provisions of the "Italian Privacy Guarantor".
Quality management system
The quality certification has been conferred by IMQ S.p.A. based in Milan, in relation to all our products.


Directors' Report on Operations Part II – Sustainability Statement


Introduction
The 2025 Sustainability Statement provides a structured and comprehensive representation of the Group's material impacts, risks and opportunities ("IROs") as identified through the Double Materiality Assessment. These IROs are linked to the Group's activities, its value chain and its performance, and enable a comparison between the results for the financial year 2025 and those of the previous reporting period.
Governance and responsibilities
Strategic oversight of sustainability‑related matters, including Environmental, Social and Governance ("ESG") topics, is vested in the Board of Directors, which is supported by the relevant board committees, including the Control, Risk and Sustainability Committee. Operational responsibilities for sustainability matters are embedded within the Group's governance framework and integrated into its decision‑making processes.
During the reporting period, the Company further strengthened the integration of sustainability considerations into its business model through the establishment of a dedicated Sustainability Function. In parallel, the internal control system relating to sustainability reporting was enhanced through the progressive consolidation of processes and control mechanisms, involving those Group entities that are most significant for the purposes of the Sustainability Statement.
Double materiality
With reference to the Double Materiality Assessment, the process was updated through an expansion of the stakeholder panel involved and a strengthening of the level of detail, methodological robustness and analytical depth. The results of the assessment, reviewed by the Control, Risk and Sustainability Committee, were approved by the Board of Directors and constitute the methodological basis of the Sustainability Statement and the related information architecture, in line with the requirements of the CSRD and ESRS.
Following the update of the assessment, the environmental topics "Pollution" and "Water and marine resources", which were included in the previous reporting period, were assessed as no longer material for the purposes of the 2025 Sustainability Statement. Conversely, the materiality of social matters was reinforced, with an expansion of the related disclosures, particularly with regard to equal opportunities, diversity, and the well‑being of the workforce.
Specific objectives
Specific ESG objectives were incorporated into the 2025 Remuneration Policy, covering both environmental and social dimensions. With respect to environmental matters, targets were established relating to the reduction of energy consumption and waste generation relative to revenue, as well as to the increase in the share of energy from renewable sources in total energy consumption. All the objectives set for the reporting period were achieved.
With regard to social matters and long‑term ESG objectives, the Group initiated a structured process for engaging with its workforce through an organization‑wide employee engagement and climate survey, aimed at gaining deeper insights into issues related to management practices, employee engagement and overall well‑being. During the reporting period, the Group continued to invest in training and skills development initiatives, the promotion of inclusion, and the protection of health and safety in the workplace.

Value chain
The responsible management of the value chain represents a core element of the Group's business model, which is founded on the quality, reliability and safety of its products. Throughout the reporting period, the Group continued its dialogue and collaboration with customers and suppliers, with the objective of responding to the requirements of an evolving market and ensuring effective oversight of procurement and supply chain processes.
Integrity, ethics and transparency constitute fundamental principles of the Group's governance framework. These principles are safeguarded through a structured system of policies and instruments, including the Code of Business Conduct, the Supplier Code of Conduct, the Anti‑Corruption Policy and the Whistleblowing Policy, which are applied and promoted across the Group and towards its stakeholders.

1. ESRS 2 GENERAL DISCLOSURES
1.1. Basis for preparation
BP-1 – General basis for preparation of sustainability statements
The document represents the Sustainability Statement of Technoprobe S.p.A. (hereinafter "Technoprobe" or the "Parent Company") and its subsidiaries (hereinafter the "Group") prepared in accordance with Legislative Decree 125/2024, issued in implementation of Directive 2022/2464/EU ("Corporate Sustainability Reporting Directive – CSRD"). The Sustainability Statement is prepared in accordance with the European Sustainability Reporting Standards ("ESRS") defined by the European Financial Reporting Advisory Group ("EFRAG") and the requirements of Regulation 2020/852/EU of the European Parliament and of the Council and related delegated regulations.
The scope of the Sustainability Statement coincides with the consolidation perimeter of the Annual Financial Report, to which reference is made for the Group's structure.
The Sustainability Statement includes information on impacts2 , risks and opportunities3 ("IRO") relevant and directly related to the Group, both for its own activities and for commercial relationships, and covers the Group's upstream and downstream value chain. With reference to the value chain, the document includes information on policies and actions related to relevant impacts, risks and opportunities (please refer to the following chapters for more details,) and metrics related to Scope 3 greenhouse gases ("GHG") emissions (please refer to section "E1-6 Gross Scopes 1, 2, 3 and Total GHG emissions" for more details).
The Group has used the option to omit sensitive information of a strategic nature, while ensuring that the overall relevance of the disclosure is not compromised and complies with disclosure obligations by providing other information requested and having made reasonable efforts to ensure that the omission does not affect the completeness and materiality of the disclosure.
The Group did not make use of the exemption from reporting on upcoming developments or matters under negotiation.
In accordance with Delegated Regulation (EU) 2025/141, the Group has also made use, for the year 2025, of the transitional provisions set out in ESRS 1, Chapter 10 'Transitional provisions', including the phase-in provisions provided for in Appendix C 'List of disclosure requirements phased in'. For further details on the application of the phase-in provisions, please refer to the section 'IRO-2 – ESRS disclosure requirements covered by the undertaking's sustainability statement'
For the actions indicated in each chapter, the Group has defined as "significant" the amounts of operating and capital expenses that exceed the threshold of 500,000 euros.
The qualitative and quantitative information included in this Sustainability Reporting is subject to limited assurance by the audit firm PricewaterhouseCoopers S.p.A.
2 The term "impacts" refers to positive and negative sustainability-related impacts that are connected with the undertaking's business, as identified through an impact materiality assessment, and refers to both actual and potential future impacts (Annex 1 - ESRS 1 "General requirements" of Commission Delegated Regulation (EU) 2023/2772 of 31 July 2023 supplementing Directive 2013/34/EU of the European Parliament and of the Council with regard to concerns sustainability reporting standards).
3 The term "risks and opportunities" refers to the undertaking's sustainability-related financial risks and opportunities, including those deriving from dependencies on natural, human and social resources, as identified through a financial materiality assessment (Annex 1 - ESRS 1 "General requirements" of Commission Delegated Regulation EU 2023/2772 of 31 July 2023 supplementing Directive 2013/34/EU of the European Parliament and of the Council with regard to concerns sustainability reporting standards).

BP-2 – Disclosures in relation to specific circumstances
The Group has adopted the definition of "time horizons" as required by ESRS 1 Chapter 6.4 "Definition of short-, medium- and long-term for reporting purposes". The time horizons have been defined as follows:
- short-term: one year (i.e., the period adopted by the Group as the reporting period in its financial statements);
- medium-term: from one to five years;
- long-term: over five years.
In preparing the disclosure, the Group made use of estimates regarding the performance of the value chain, with reference to the calculation of Scope 3 emissions (more detailed in the reference section).
Where estimates have been made in the quantification of data, appropriate indication of the methodology adopted is given at the bottom of the relevant figure included in the relevant section. In any case, it should be noted that the estimates made for the purposes of this reporting are not, on the whole, characterized by a significant level of uncertainty, with the exception of Scope 3 emissions, which report a medium level of uncertainty4 for the categories related to emissions from downstream logistics, business travel, and employee commuting, and a low level of uncertainty for the remaining categories. More details can be found in ESRS E1-6.
The Sustainability Statement is prepared in accordance with the requirements of Regulation 2020/852/EU of the European Parliament and of the Council and related delegated regulations.
The Group has not incorporated information by reference to other documents.
Any changes in the preparation and presentation of sustainability information compared to the previous reporting period are appropriately disclosed in the explanatory notes to each indicator, together with the revised comparative figures, in order to ensure comparability.
1.2. Governance
GOV-1 – The role of the administrative, management and supervisory bodies
Technoprobe's Corporate Governance is based on the principles of correct and transparent management of business activities, to which the information flows between the corporate control bodies and the internal control and risk management system also contribute. The main corporate bodies are:
- the Shareholders' Meeting;
- the Board of Directors ("BoD"), with its internal board committees;
- the Board of Statutory Auditors.
The statutory audit of Technoprobe's financial statements, and of the Group's consolidated financial statements, is entrusted to the independent auditors PricewaterhouseCoopers S.p.A..
The Board of Directors plays a central role within the Governance System, as it is assigned the functions and responsibility of determining strategic and organisational guidelines and ensuring that the Group operates in compliance with laws and regulations The Board of Directors of Technoprobe in office as of December 31, 2024 was appointed by resolution of the Shareholders' Meeting of April 24, 2024, and will
4 Uncertainty analysis was performed by applying a calculation algorithm that takes into account the uncertainty estimated for the source of both the activity data and the emission factor, based on the following scale:
- high, in the case of poor data availability or rough estimation and/or factors that are not representative and/or obsolete;
- medium, in the case of data from specific technical literature and/or factors that are representative of the sector but not of the specific activity;
- low, in the case of primary data and/or factors representative of the specific activity that are recent.

remain in office until the date of approval of the financial statements for the year ended December 31, 2026.
During the 2025 financial year, the composition of Technoprobe's Board of Directors changed compared to that established by the resolution of 24 April 2024. In particular, on 29 April 2025 the Shareholders' Meeting appointed a new director to replace a resigning member. Subsequently, on 10 July 2025, the same Shareholders' Meeting appointed an additional director, thereby increasing the number of members of the Board of Directors from 9 to 10.
The Board of Directors consists of 10 members, of whom 3 have executive (the Chairman, the Vice-Chairman, the Chief Executive Officer and six Directors) and 7 6 non-executive positions. Of these, 5 members are independent.
Technoprobe has adopted a Policy on the diversity of management and control bodies, aimed at defining the principles and guidelines adopted regarding the diversity of corporate bodies, with reference to age, seniority, gender, skills and independence. Diversity in terms of gender, age, educational and managerial profiles guarantee the critical sense that feeds a collaborative discussion among members, thus improving the management of Technoprobe's organization and activities. For the 2025 financial year, the composition of the Board of Directors includes a female representation equal to 20% of the total (women number two compared to eight men, representing a 25% ratio).

The members of the Board of Directors are highly qualified and have academic skills in the technicalscientific fields (with doctorates in electrical engineering), economics and finance and risk managemen). Some of these have consolidated specific experience in the semiconductor market, a key sector for the Group, and in the development of processes, products and international patents. Others have gained in-depth knowledge in the field of legal and corporate affairs, compliance and sustainability, within leading manufacturing companies in the electrotechnical/electronic sector. In addition, the executive members of the Board of Directors have developed local and international management skills within the Group companies and have a deep knowledge of the geographical areas of reference.
The Board of Directors of Technoprobe does not include members representing employees or other workers.
The supervision of impacts, risks and opportunities is mainly entrusted to the Board of Directors of Technoprobe, which plays a central role in the strategic and operational management of the Group. The Board of Directors is assisted by three internal Board committees: the Control, Risk and Sustainability Committee, the Nomination and Remuneration Committee and the Related-Parties Committee. Each Committee has specific responsibilities and is responsible for monitoring and managing impacts, risks and opportunities, at a strategic and operational level.
Responsibilities for the management of impacts, risks and opportunities are integrated into the mandates of the Board of Directors and the terms of reference of the Board committees. The Board is responsible for overall oversight, while the committees focus on specific risks and opportunities, including those related to the economic, environmental and social spheres. The company's governance and control choices include risk management and sustainability and are regularly updated to align with current regulations and corporate objectives.
The Board of Directors has delegated the operational management of impacts, risks and opportunities to Technoprobe's Top Management5 which is responsible for monitoring sustainability issues related to its area of expertise. The reporting lines are structured so that the committees receive regular updates from the company management on the management of impacts and risks, and the Board has direct access to information relating to risks and opportunities, both from the committees and from the direct management reports.
Technoprobe applies specific controls and procedures to manage impacts, risks and opportunities on environmental, social and governance issues; these controls are an integral part of the risk management system and are aligned with other internal functions, such as financial control and operational management. Risk management choices are monitored and adapted according to the evolution of risks and opportunities.
The BoD oversees the definition of strategic objectives and the monitoring of impacts, risks and opportunities. The objectives are defined jointly by the Sustainability function and the functions responsible for sustainability-related impacts, risks and opportunities, and are presented to the board committees, in particular to the Control, Risk and Sustainability Committee, which supports the formulation of strategies to address material risks and opportunities. Progress is regularly monitored by the Sustainability function through periodic reports, which are submitted to the Control, Risk and Sustainability Committee in order to ensure that sustainability objectives and risk management goals are effectively achieved. The members of the Board of Directors, the Board of Statutory Auditors and the members of the Top Management, as a whole, possess diversified skills, which include knowledge and experience that are reflected in aspects related to sustainability and directly related to significant impacts, risks and opportunities, including governance, environmental and social issues (including, the impact of production operations on climate change, social risks related to working conditions and supply chain management, and the opportunities arising from responsible and innovative management
5 Technoprobe's Top Management includes the Chief Executive Officer (CEO), the Chief Commercial Officer (CCO), the Chief Technical Officer (CTO), the Chief Financial Officer (CFO), the Human Resources Director, the Corporate Manufacturing Director and the Chief Supply Chain & Procurement Officer (CSPO).

of business processes), which are essential for the Group's strategic orientation. These skills are developed through continuous training activities and discussion with external experts.
G1 - GOV-1 – The role of the administrative, management and supervisory bodies
In defining and supervising the Group's strategic direction, Technoprobe's Board of Directors is committed to promoting a corporate culture based on ethics and sustainability values, ensuring that the Group's strategies and objectives are aligned with the values and principles defined in the Code of Business Conduct on which the Board of Statutory Auditors carries out supervisory activities. Aware of this responsibility, the members of the Board of Directors and the Board of Statutory Auditors possess adequate skills in the field of business conduct, which are essential to ensure the proper management of the Group's activities. In particular, most of the members of the Control, Risk and Sustainability Committee have gained significant experience in governance, compliance and sustainability, and have deepened internal control and risk management issues.
GOV-2 – Information provided to and sustainability matters addressed by the undertaking's administrative, management and supervisory bodies
The Board of Directors and the Board of Statutory Auditors of Technoprobe receive regular updates on issues related to impacts, risks and opportunities relevant to the Group. The information is provided by the competent Departments, which are responsible for collecting and analysing the needs related to the Group's activities, any actions taken or to be taken, and the related results. For particularly critical topics, extraordinary sessions or dedicated workshops can be organized to ensure adequate in-depth study.
Relevant impacts, risks and opportunities are integrated into strategic planning processes and key decisions, and Technoprobe's Board of Directors takes these aspects into account when evaluating relevant transactions, such as acquisitions, investments or significant strategic changes.
For a list of material impacts, risks and opportunities addressed by the administrative, management and control bodies during 2025, please refer to "ESRS 2 General Information", section "SBM 3 Material impacts, risks and opportunities and their interaction with strategy and business model".
GOV-3 – Integration of sustainability-related performance in incentive schemes
Technoprobe has implemented a remuneration system that includes a variable component of remuneration linked to the achievement of objectives consistent with sustainability issues. The incentive is aimed at ensuring coherence, in terms of actions and results, also in this area.
Key incentive include:
- annual performance-related bonuses, both individual and corporate, including Environmental, Social and Governance ("ESG") performance;
- long-term incentive plans ("LTI"), which may include financial instruments, intended to strengthen management's involvement in sustainability strategies.
Sustainability-related performance metrics are included in the Remuneration Policy as a specific objective, with a weighting of 10% both in the 2025 annual variable component (STI) and in the 2025– 2027 Performance Share Plan (LTI).
The ESG objective within the 2025 annual variable component is articulated as follows:
- 5% reduction in the volume of waste collected (expressed in tonnes) relative to revenue for the 2025 financial year compared to the 2024 value at Group level;
- 2% reduction in energy consumption (expressed in MWh) relative to revenue for the 2025 financial year compared to the 2024 value at Group level;
- 1% increase in energy consumption from renewable sources (expressed in MWh) in the 2025 financial year compared to 2024 at Group level.

The ESG objective within the 2025–2027 Performance Share Plan is defined as follows:
- Completion of the first People Probe Survey, to be conducted during 2027.
The terms of the incentive systems are approved by the BoD, following a favourable opinion from Nomination and Remuneration Committee. The Remuneration Policy is updated and aligned with regulatory developments and the Group's strategic priorities, taking into account market best practices in the field of sustainability. In 2025, the ESG objective was achieved across all three of its components.
E1 - GOV-3 – Integrazione delle prestazioni in termini di sostenibilità nei sistemi di incentivazione
Technoprobe has implemented a remuneration system that includes a variable component linked to the achievement of climate-related objectives. In particular, the ESG objective includes the following two elements:
- 2% reduction in energy consumption intensity (expressed in MWh per revenue) compared with the 2024 Group-level value;
- 1% increase in energy consumption from renewable sources (expressed in MWh) compared with the 2024 Group-level value.
In 2025, both elements that make up the ESG objective related to climate change targets were achieved
E1 - GOV-3 – Integration of sustainability-related performance in incentive schemes
Technoprobe has implemented a remuneration system that includes a variable component linked to the achievement of objectives related to climate change. In particular, the ESG objective includes the following two elements:
- 2% reduction in energy consumption (expressed in MWh) relative to revenue for the 2025 financial year compared to the 2024 value at Group level;
- 1% increase in energy consumption from renewable sources (expressed in MWh) in the 2025 financial year compared to 2024 at Group level.
In 2025, both elements that make up the ESG objective related to climate change targets were achieved.
GOV-4 – Statement on due diligence
In order to provide an overview of the due diligence practices implemented by Technoprobe, a mapping is provided below that illustrates in which sections of the Sustainability Statement the application of the main aspects and phases of the due diligence process is treated. The information in the table below helps to outline a framework for the management of the impacts that the Group causes or could cause in the environmental, social and governance fields, and based on which to prepare a more articulated strategy in the future.
| Core elements of duediligence | Paragraphs in the Sustainability Statement |
|---|---|
| a) Embedding duediligence in governance,strategy and businessmodel | ESRS 2 – General information GOV-1 – The role of the administrative, management andsupervisory bodiesESRS 2 – General information GOV-2 – Information provided to and sustainability mattersaddressed by the undertaking's administrative, management and supervisory bodies |
| ESRS 2 – General information SBM-1 – Strategy, business model and value chain | |
| (b) Engaging withaffected stakeholders inall key steps of the duediligence | ESRS 2 – General information SBM-2 – Interests and views of stakeholdersESRS 2 – General information IRO-1 - Description of the processes to identify and assessmaterial impacts, risks and opportunitiesESRS S1 – Own workforce Processes for engaging with own workers and workers'representatives about impacts |
A structured process and a formal policy on the subject will be structured subsequently.

| Core elements of duediligence | Paragraphs in the Sustainability Statement |
|---|---|
| ESRS S2 – Workers in the value chain Processes for engaging with value chain workers aboutimpacts | |
| ESRS S3 – Affected communities Processes for engaging with affected communities aboutimpactsESRS S4 – Consumers and end users Processes for engaging with consumers and end-users | |
| about impacts | |
| c) Identifying andassessing adverseimpacts | ESRS 2 – General information SBM-3 - Material impacts, risks and opportunities and theirinteraction with strategy and business modelESRS 2 – General information IRO-1 - Description of the processes to identify and assess |
| material impacts, risks and opportunities | |
| ESRS E1 – Actions and resources in relation to climate change policies | |
| ESRS E5 – Actions and resources related to resource use and circular economy | |
| ESRS S1 – Taking action on material impacts on own workforce, and approaches to mitigatingmaterial risks and pursuing material opportunities related to own workforce, and effectivenessof those actions | |
| d) Taking actions toaddress those adverseimpacts | ESRS S2 – Taking action on material impacts on value chain workers, and approaches tomanaging material risks and pursuing material opportunities related to value chain workers,and effectiveness of those action |
| ESRS S3 – Taking action on material impacts on affected communities, and approaches tomanaging material risks and pursuing material opportunities related to affected communities,and effectiveness of those actions | |
| ESRS S4 – Taking action on material impacts on consumers and end-users, and approaches tomanaging material risks and pursuing material opportunities related to consumers and endusers, and effectiveness of those actions | |
| ESRS E1 – Targets related to climate change mitigation and adaptation | |
| ESRS E5 – Targets related to resource use and circular economy | |
| e) Tracking theeffectiveness of theseefforts andcommunicating | ESRS S1 – Targets related to managing material negative impacts, advancing positive impacts,and managing material risks and opportunities |
| ESRS S2 – Targets related to managing material negative impacts, advancing positive impacts,and managing material risks and opportunities | |
| ESRS S3 – Targets related to managing material negative impacts, advancing positive impacts,and managing material risks and opportunitie | |
| ESRS S4 – Targets related to managing material negative impacts, advancing positive impacts,and managing material risks and opportunities |
GOV-5 - Risk management and internal controls over sustainability reporting
During 2025, Technoprobe continued the process of defining and progressively implementing the Internal Control System for Sustainability Reporting (the so‑called Internal Control of Sustainability Reporting – "ICSR"), which had already been initiated in 2024, with the aim of ensuring the reliability and accuracy of the information disclosed and its compliance with reporting standards.
This model was developed in line with the requirements of the ESRS and represents the set of procedures and tools adopted to enable the achievement of the Group's objectives in terms of reliability, accuracy, completeness, and timeliness of information, as well as the correct application of the standards, for the purposes of consolidated Sustainability Reporting.
During 2025, the Group, through the Dirigente Preposto (Group Chief Financial Officer) and through the introduction of the Sustainability Manager role and a dedicated function, further strengthened its Internal Control System over Sustainability Reporting by carrying out the activities described below:
- Update of the methodology for determining the relevant Disclosure Requirements ("DRs") for the purposes of the internal control system, through the integration of a contribution analysis ("scoping") aimed at identifying the most significant Group companies with reference to certain key financial and sustainability metrics of the Group;
- Extension of the activities aimed at formalising controls related to the Sustainability Reporting preparation process and to the process of collecting and processing the DRs identified as relevant through the scoping exercise. In addition, the process of extending the formalisation of the control system related to the collection and processing of DRs was initiated for the most relevant foreign subsidiaries, also identified through the scoping exercise;
- Performance of monitoring activities on the operating effectiveness of controls related to the preparation of Sustainability Reporting and to the collection and processing of Technoprobe's DRs.
The system is therefore composed of:
- a procedure dedicated to the Sustainability Reporting preparation process, through which the Group formalised the roles and responsibilities of the parties involved in the process;
- a process dedicated to the identification of the main risks related to Sustainability Reporting and to the definition of control safeguards through the formalisation of specific matrices ("Risk and Control Matrix");
- matrices that, for Technoprobe and for each DR relevant for the purposes of the internal control system over the sustainability reporting process, describe ESG misreporting risks and the related control activities, as well as a process for monitoring the adequacy and effective application of corporate procedures through the assessment of the design and operating effectiveness of key controls for Technoprobe;
- matrices for one of the subsidiaries that describe, for each DR relevant for the purposes of the internal control system over the sustainability reporting process, ESG misreporting risks and the related control activities;
- an internal attestation process requiring the delegated administrative bodies to submit statements to the Dirigente Preposto regarding the completeness and reliability of the relevant information flows and the proper functioning of the internal control system;
- an external attestation process carried out by the Dirigente Preposto pursuant to Article 154‑bis, paragraph 5‑ter of Legislative Decree No. 58/1998.
This control model was initially implemented at the Parent Company level and is currently in the process of being extended to the subsidiaries identified as the most significant.6
The control system underlying Sustainability Reporting will be subject to a continuous update and maintenance process, in order to ensure that the risks and controls identified and formalised in relation to sustainability reporting activities remain adequate, also in light of possible process and organisational changes.
In 2025, Technoprobe updated the activity aimed at identifying the main risks related to the Sustainability Reporting process, which had already been initiated in 2024. In particular, the control system is based on an assessment of the risk of misstatement in reporting, developed using both qualitative and quantitative criteria. Starting from the material sustainability topics identified through the Double Materiality Assessment, materiality thresholds were defined in order to determine the priority level for mapping the control system underlying the Disclosure Requirements ("DRs"). In addition, in prioritising the information subject to reporting for the purposes of the related internal control system, further qualitative criteria were considered:
6 During the 2025 financial year, the activities involved the subsidiary Technoprobe Taiwan.

- focus areas identified in the 2024 Sustainability Reporting;
- the presence of data and/or information disclosed externally by the company for which there is an organisational commitment (e.g. rating agencies);
- additional qualitative assessments based on management's professional judgement.
The main reporting risks identified by Technoprobe mainly relate to the lack of accuracy and completeness of data, due to potential errors during the data collection and aggregation phase, discrepancies with supporting documentation, as well as the risk of non-compliance with the assertions and principles governing sustainability reporting (for example: neutrality, comparability, relevance).
To mitigate the identified risks, specific control activities—mainly manual—were identified and documented in Risk and Control Matrices. During 2025, a plan was initiated to progressively extend these control activities to the foreign companies included in the reporting perimeter.
Starting from 2024, the Group has also envisaged the performance of periodic reviews of the design of controls over the Sustainability Reporting preparation process, in order to assess the robustness of the control model supporting the sustainability reporting attestation and to verify the adequacy of the related risk mitigation strategies. In this context, and in line with the evolutionary path undertaken, during 2025 Technoprobe defined an annual monitoring plan for assessing the operating effectiveness of the designed controls, providing for their progressive extension to the companies included in the reporting perimeter.
In order to implement the necessary corrective actions and ensure the mitigation of the underlying risks, any critical issues identified during control and monitoring activities are subject to communication processes with the relevant corporate functions. The Dirigente Preposto, supported by the Sustainability Manager, collaborates with the governing bodies to ensure the updating and implementation of the Internal Control System over Sustainability Reporting. Furthermore, the Dirigente Preposto informs the Board of Directors and the Control, Risk and Sustainability Committee at least annually, in the presence of the Board of Statutory Auditors, of the results of the monitoring activities and provides evidence of any critical issues or areas for improvement identified during the reference period, proposing remedial actions and initiatives in coordination with the Group CEO.
1.3. Strategy
SBM-1 – Strategy, Business Model and Value Chain
The Group, founded in 1996 from the entrepreneurial vision of Giuseppe Crippa, specializes in the design and manufacture of electro-mechanical interfaces known as Probe Cards, used for semiconductor testing. The company operates globally and is present through its subsidiaries in 10 countries.
| FRONT-END | BACK-END | |||
|---|---|---|---|---|
| Wafer Production | WaferTest | Die singulation | Assembly | FinalTest |
| Manufacturing of theintegrated circuits(dies) that make up thewafer | The functionality of theindividual dies istested using the probecard. Technoprobespecializes in theproduction of VerticalMEMS. | Assembly of theindividual dies andpreparation for thefinal testing phase | Final testing using atest socket |
Probe Cards are fully customized devices that enable the testing of chip functionality during the manufacturing process; they therefore consist of technological designs and solutions that ensure the proper functioning and reliability of devices that play a crucial role, among others, in the computer, smartphone, Internet of Things, home automation and automotive industries. Probe Cards are interfaces customized based on the design of customers' devices; therefore, an in-depth understanding of customers' needs represents the starting point for product development and for maintaining the Group's competitive advantage. The dialogue and relationship with customers take place both in contexts related to the development of the specific product—through the understanding of technical specifications and the proposal of the most suitable solution—and on a broader level, through the alignment of technological roadmaps with those of customers, as well as through the creation of post-
Since 2007, the Group has specialized in the design and production of Probe Cards for non-memory chips at the first testing stage of the manufacturing process (wafer testing), achieving leadership in its proprietary Vertical MEMS technology. The company introduced the first vertical MEMS probe card in 2007 and developed the proprietary TPEG™ MEMS technology, setting new industry standards and accelerating its growth to become one of the world's leading probe card manufacturers. In 2024, following the acquisition of Device Interface Board (DIS), the Group entered the final testing segment through the design of specific Interface Boards for chip testing in the final stage of the manufacturing process. During 2025, it further expanded its product portfolio in wafer-level testing through the development of Probe Cards for memory chips.
sales service infrastructures aligned with the localization strategies pursued by customers.
As of December 31, 2025, the Group had 3,238 employees, of which 1,782 in Europe, 156 in the United States and 1,390 in Asia.
As of December 31, 2025, the Group's total revenues stood at 628 million. Please refer to section Group's results of operations "6.1 Group's results of operations" of the Annual Financial Report for more details.
Sustainability Strategy
In recent years, the Group has developed an increasing awareness of its role within the Italian and international context and of the positive contribution it generates towards sustainable development. In this regard, with the aim of ensuring that this contribution is effective and long-lasting, the Parent Company has undertaken a path aimed at identifying the sustainability areas and topics that are most relevant, in compliance with the specific characteristics, traditions and culture of the territories in which it operates and the expectations of its stakeholders. Particular attention is devoted to these stakeholders, with whom the Group engages with great interest and promotes active listening, in order to effectively guide its strategy as well as its investments and governance mechanisms.
For this reason, the Technoprobe Group is committed to developing and implementing a sustainability strategy aimed at promoting an ethical corporate culture, generating positive impacts for employees, collaborators and the wider community, limiting and mitigating the environmental effects of its activities, and adopting a structured approach to the management of impacts, risks and opportunities along the entire value chain.
Based on the update of the Double Materiality Assessment, the Group has confirmed the relevant topics and areas.


Environment
Reduce and mitigate the environmental impacts generated by our business activities.
Workforce and Communities
Contribute to the well-being and protection of workers' health and safety, fostering their personal and professional development, supporting the continuous attraction of talent, and contributing to the development of local communities.

Governance
Promote an ethical corporate culture among our stakeholders.

Value Chain
Ensure a responsible supply chain and sustainable sourcing, placing product quality and customer satisfaction at the center.

Value chain
The Group's value chain is divided into three main phases:
UPSTREAM → OWN OPERATIONS → DOWNSTREAM
At this stage, the actors that make up the Group's supply chain are involved, carrying out all activities related to the procurement and management of raw materials, components, finished products and services. The Group's supply chain extends globally.

Raw Materials Extraction
The extraction of raw materials is carried out by Technoprobe's indirect suppliers, mainly through mining processes. Aware of the critical issues related to the sourcing of conflict minerals, the Group engages with suppliers to determine the origin of the minerals.

Supply
Technoprobe directly procures raw materials7 , components/finished products8 , indirect/auxiliary9 products, machinery and equipment necessary for the production process. In addition, Technoprobe procures services10 and other supplies11 (not directly related to the Group's core activities) and makes use of outsourced12 processing activities.

Inbound Transportation
Inbound transportation is mainly managed by Technoprobe, but carried out with the support of third-party couriers.
7 These mainly include metal alloys, silicon, process solutions for chemical surface treatments, chemicals, pastes, resins, solder wires and technical gases.
8 These mainly include printed circuit boards, electronic or mechanical components, screws and packaging materials.
9 These are products necessary for the production process but that do not remain in the final product. They mainly include gases and chemical products (for example, cooling liquids used for equipment).
10 "These include, for example, consulting and professional services, product qualification services, maintenance, design services, software licenses, temporary staffing agencies, canteen services, transport providers and waste disposal services, as well as workplace cleaning services.
11 These include, for example, equipment required for the operation of offices.
12 Mainly related to material preparation, chemical or surface treatments, manufacturing services (including electronic component assembly and mechanical processing), and repair services.
UPSTREAM → OWN OPERATIONS → DOWNSTREAM
This stage concerns the internal activities carried out by the Group's companies to develop new products and manage production in an efficient and innovative manner, and is crucial to ensure that final products meet market needs while reflecting the required standards of quality, sustainability and competitiveness. From a geographical perspective, the Group's operations are concentrated in Italy, France, the United States, Taiwan, Korea, the Philippines and Singapore. In addition, the Group also conducts commercial activities in Germany, China and Japan.


Management activities
These also include personnel management, the management of workers' health and safety and environmental protection, communication, administration and finance, investor relations, sustainability, procurement management, corporate affairs, internal audit and legal activities, risk management, and Information Security and Technology services.

This stage includes the activities following production, which concern distribution, sales, product use and, finally, waste management. Technoprobe Group's customers are distributed globally.

Outbound transportation
Outbound transportation is mainly managed by the customer, with the support of thirdparty couriers, and only to a limited extent by the Group13 .
Chip manufacturers and users
Chip manufacturers: Chip manufacturers use probe cards to test chips. Chip end-users: The main users of chips are companies operating in the Digital Data and 5G, IoT, Data Center, Automotive and self-driving cars, Telecommunications and Media, Industrial and Aerospace, and Consumer Electronics sectors.

End of Life
The end-of-life phase of probe cards is managed directly by the customer. Probe cards are considered consumables, as their lifecycle is linked to a specific chip and no part of the probe card can be reused.
For the purpose of mapping the Group's value chain, a context analysis—both internal and external was carried out with the aim of identifying the main actors involved along the entire supply chain, as well as any potential hot spots or dependencies. The process also involved the Top Management of the Group's main functions, in order to gather internal know-how on the main flows, as well as operational knowledge and experience.The information collected was subsequently consolidated into a single representation of the Group's value chain, taking into account the specific characteristics of each individual company and enhancing the synergies among the different entities within the Group.
SBM-2 – Interests and views of Stakeholders14
The Parent Company has identified its stakeholders and defined the methods and purposes of their engagement. Internal stakeholders include employees and collaborators, while external stakeholders include customers, suppliers, investors, and entities operating within the local community, including schools and non-profit organizations.

With reference to the workforce, engagement takes place through internal communication channels (e.g. the intranet platform), reporting channels (e.g. whistleblowing), and the organisation of initiatives and events, including training activities, feedback sessions, and focus groups. In addition, in 2025 a company climate survey was conducted at Group level. 15 Ongoing engagement with the workforce is aimed at maintaining employee and collaborator satisfaction, also improving retention, and at creating and supporting a fair and inclusive working environment that values diversity, ensures equal opportunities, and places meritocracy at the core of organisational practices.
13 For example, in the case of outsourced processing.
14 This paragraph also includes references to: "S1 - SBM-2 – Interests and views of stakeholders", "S2 - SBM-2 – Interests and views of stakeholders", "S3 - SBM-2 – Interests and views of stakeholders", "S4 - SBM-2 – Interests and views of stakeholders".
15 For further information on workforce engagement methods, reference is made to the section "Processes for the engagement of own workers and workers' representatives with regard to impacts".

Clients
The Group maintains an ongoing and structured dialogue with its customers through a model of continuous collaboration and key account engagement, integrating operational, technical, and cooperative interactions. This approach is based on periodic meetings dedicated to commercial, technical, and quality aspects, including regular technical reviews, engineering alignment meetings, planning sessions, project reviews, and defined escalation channels for the most significant programmes. This is complemented by participation in international events and conferences, which further contributes to strengthening relationships.16
This model enables continuous dialogue, the anticipation of customer needs, and the development of shared solutions for the continuous improvement of products, services, and processes.

For suppliers, as provided for in the Supplier Code of Conduct, a dedicated channel ("Whistleblowing Channel") is available to collect any reports. At the same time, Technoprobe is committed to building solid relationships and developing long‑term strategic partnerships with key suppliers that are essential for the continuity of its core activities.
The objective of supplier engagement is to establish relationships with partners that integrate ESG factors into their operating models, thereby jointly contributing to the promotion of sustainable development along the value chain.

Financial stakeholders
The Investor Relations function ensures continuous dialogue with the financial community (shareholders, investors, analysts, and rating agencies) by providing timely and ongoing access to corporate information and documentation through the Company's website and through dedicated engagement opportunities (roadshows and participation in industry conferences). The objective is to maintain an open and transparent dialogue with the financial community, keeping it informed about the Group's strategy, financial performance, and developments related to the relevant market and regulatory context, while demonstrating the integration of ESG factors into the corporate strategy and strengthening the Group's positioning.
During the 2025 financial year, engagement and communication activities with shareholders, institutional investors, and financial analysts continued at a significant level, ensuring complete, transparent, and timely disclosure on strategic objectives and business performance. Through the Investor Relations function, the Company met on an ongoing basis throughout the year with approximately 300 analysts and investors, participating in financial conferences and roadshows in major European and North American financial centres, with the aim of increasing awareness of the Group and the market in which it operates.
On 29 April 2025, the Company also hosted its first Capital Market Day, aimed at presenting to the financial market its medium‑term growth drivers, the evolution of its product portfolio, and its competitive positioning in the semiconductor testing segment.
16 For further details on how customers are engaged, please refer to the section "Processes for the engagement of consumers and end users with regard to impacts".

Schools and Universities
Engagement with schools and universities is regular and intensive, through development programmes and project‑based collaborations, orientation activities, training initiatives, as well as site visits and dedicated hiring days for students at the end of their secondary or academic education. The objective is to identify opportunities for improvement for younger generations, strengthen dialogue with the education sector, and understand the expectations of new generations, in order to enhance the Company's attractiveness for future talent and thereby secure an additional competitive advantage.

Local communities
Within local communities, Technoprobe maintains ongoing engagement with non‑profit organisations, including through support for social initiatives by means of donations and sponsorships. The objective is to promote and contribute to the development of local communities in the areas where the Group operates, fostering relationships based on listening, collaboration, and the creation of shared value.
Technoprobe takes into account any requests and specific needs received, addressing them through the most appropriate channels. In 2025, Technoprobe involved a number of executives and a sample of external stakeholders in the Double Materiality Assessment process, including customers, suppliers, representatives of the financial community (investors and analysts), non‑profit organisations, and academic and technical institutions. The insights gathered will be taken into consideration in the decision‑making process and will influence the sustainability policies, objectives, and initiatives promoted by the Company. Technoprobe is also assessing the development of specific tools aimed at structuring these engagement activities.
The main topics emerging from the stakeholder engagement process are periodically reported to the members of the Board of Directors during dedicated meetings, with the aim of supporting strategic decision‑making and risk management activities.
SBM-3 - Material impacts, risks and opportunities and their interaction with strategy and business model
The table below presents the impacts identified as a result of the Double Materiality Assessment. Each impact is associated with an assessment in terms of probability (actual or potential), positive or negative effect, time horizon—short (■□□), medium (□■□) or long term (□□■)—and the phase of the value chain in which it occurs: upstream (U), own operations (O), or downstream (D).
| ESRS Topic | Impacts | Description | Evaluation |
|---|---|---|---|
| ESRS E1ClimateChange | Generation ofindirect GHGemissions (Scope3) | Negative environmental impact associated with the generation ofgreenhouse gas emissions across the value chain, arising fromactivities such as the production and transport of materials,transportation of the final product, business travel by Groupemployees, and home‑to‑work commuting. | Probability: actualEffect: negativeHorzon: ■■■Value Chain: U, O, D. |
| Generation ofdirect andindirect GHGemissions (Scope1 and 2) | Negative environmental impact related to the generation of direct andindirect greenhouse gas emissions associated with the activitiescarried out at the Group's sites and facilities. | Probability: actualEffect: negativeHorizon: ■■■Value Chain: O. | |
| Energyconsumption | Negative environmental impact and depletion of available energyresources related to the use of energy from renewable andnon-renewable sources. | Probability: actualEffect: negativeHorizon: ■■■Value Chain : U, O, D. | |
| ESRS E5Resource Use | Depletion ofnatural resources | Negative impact on the availability of resources (including, inparticular, metals) related to their use in certain industrial activities. | Probability: actualEffect: negativeHorizon: ■■■Value Chain : U, O, D. |
| and CircularEconomy | Generation ofwaste | Negative environmental impact associated with the generation ofhazardous and non‑hazardous waste. | Probability: actualEffect: negativeHorizon: ■■■Value Chain : U, O, D. |
| Creation of abusiness ethicsculture | Positive contribution to the promotion and dissemination of a culturebased on ethics, fairness, inclusion, and respect for human rightsamong management, the Group's workforce, and actors along thevalue chain. | Probability: actualEffect: positiveHorizon: □■■Value Chain : O. | |
| Incidents ofcorruption andanti‑competitivepractices | Potential negative impacts on individuals and economic systemsarising from unethical conduct by the Group's management andemployees, as well as by actors along the value chain. | Probability: potentialEffect: negativeHorizon: ■■■Value Chain : U, O, D. | |
| ESRS G1BusinessConduct | Contribution tothe improvementof suppliers' ESGperformance | Potential positive social and environmental impacts in the areas wherethe Group's suppliers operate, supported by processes for assessingtheir ESG performance. | Probability: potentialEffect: positivoHorizon: □■■Value Chain : O. |
| Inadequatemanagement ofsupplierrelationshipsregardingsustainabilityissues | Potential negative social and environmental impacts in the areas wherethe Group's suppliers operate, resulting from the Group's managementof supplier relationships that does not adequately take sustainabilityaspects into account. | Probability: potentialEffect: negativeHorizon: ■■■Value Chain: O. | |
| ESRS S1Own workforce | Development andenhancement ofworkers' skillsthrough trainingactivities | Positive contribution to the skills of the Group's workforce throughtraining and professional development initiatives, activities aimed atindividual growth and tailored performance assessment, includingcareer development plans. | Probability: actualEffect: positiveHorizon: □■■Value Chain: O. |
| Respect foremployees'expectations interms of wellbeing | Positive contribution to the well‑being and satisfaction of the Group'sworkforce through the implementation of dedicated initiatives alignedwith their expectations. | Probability: actualEffect: positiveHorizon: ■□□Value Chain: O. | |
| Respect foremployees'expectations in | Potential negative impacts on the Group's workforce arising from theorganisational transformation process, including the possible need tocope with a temporary increase in workload, difficulties in managing | Probability: potentialEffect: negativeHorizon: ■■■Value Chain: O. |

| ESRS Topic | Impacts | Description | Evaluation |
|---|---|---|---|
| terms of wellbeing | stress related to integration into new roles and teams, anduncertainties regarding job stability. | ||
| Respect foremployees'expectations interms of wellbeing | Potential negative impacts on the well‑being of the Group'smanagement and employees linked to the characteristics of theproduction environment, which involves periods of intense operationalactivity to manage production peaks. | Probability: potentialEffect: negativeHorizon: ■■■Value Chain: O. | |
| Equal treatmentand equalopportunities forall | Potential negative impacts in terms of equality and equal opportunitiesresulting from a polarised gender distribution among management andemployees, with a predominance of males in engineering andmanagerial positions, typical of high‑tech manufacturing contexts. | Probability: potentialEffect: negativeHorizon: ■■■Value Chain: O. | |
| Violation and lossof workforce data | Potential negative impacts on the privacy of the Group's employeesrelated to inadequate management of information security and thefailure to adopt appropriate data protection procedures. | Probability: potentialEffect: negativeHorizon: ■■■Value Chain : O. | |
| Work-relatedinjuries | Negative consequences for the health of the Group's workers andexternal collaborators arising from workplace injuries or otheroccupational accidents. | Probability: actualEffect: negativeHorizon: ■■■Value Chain : O. | |
| Lack of diversitywithingoverningbodies and acrossthe workforce | Potential negative impact on the promotion of equality (for example interms of gender, origin, background, and possible disabilities) relatedto a lack of diversity in top management and across the workforce. | Probability: potentialEffect: negativeHorizon: □□■Value Chain: O. | |
| Violation and lossof workforce data | Potential negative impact on the Group's workforce resulting fromnon‑compliance with wage agreements or from unmet expectationsrelated to inadequate remuneration. | Probability: potentialEffect: negativeHorizon: ■■□Value Chain : O. | |
| Failure to meetstaff growthexpectations | Potential negative impact on the Group's workforce arising from failureto meet expectations regarding employee growth and development. | Probability: potentialEffect: negativeHorizon: □■■Value Chain : O. | |
| Incidents ofworkplacediscriminationagainst theGroup'sworkforce | Potential negative impacts on the professional development andremuneration of the Group's employees related to discriminatorypractices based on gender, age, or ethnicity. | Probability: potentialEffect: negativeHorizon: □□■Value Chain : O. | |
| Deterioration ofrelations withtrade unions andassociations | Potential negative impacts on working conditions, freedom ofassociation of the Group's workforce, and the ability to engage incollective bargaining, caused by insufficient relations with socialpartners and a lack of dialogue between trade unions andmanagement. | Probability: potentialEffetto: negativeHorizon: □□■Catena del valore: O. | |
| Strengtheningrelationships withkey partners | Strengthening relationships with key partners and industry playersacross the sector and the value chain through listening initiatives andactions aimed at addressing their needs. | Probability: potentialEffect: positiveHorizon: □■■Value Chain : O. | |
| ESRS S2Workers in thevalue chain | Incidents ofhuman rightsviolations againstworkers along thevalue chain | Potential negative impacts on workers in the value chain relating tohuman rights, including instances of child labour, forced orcompulsory labour, collective bargaining, freedom of association, andsocial dialogue. | Probability: potentialEffect: negativeHorizon: ■■■Value Chain: U, D. |
| Inadequateworkingconditions in thevalue chain | Potential negative impacts on the well‑being of workers along the valuechain linked to the characteristics of the production context, whichinvolves periods of intense operational activity to manage productionpeaks. | Probability: potentialEffect: negativeHorizon: ■■■Value Chain: U, D. | |
| ESRS S3Affectedcommunities | Creation of jobsand contributionto youthemployment | Positive impact on the local community in which the Group operatesthrough the creation of youth employment. | Probability: actualEffetto: positiveHorizon: ■■■Catena del valore: O. |
| ESRS S4Consumersand End-Users | Offering safe,high-quality, anddurable products | Positive impact related to the development of products that meetquality and safety criteria and are aligned with industry best practices. | Probability: potentialEffect: positiveHorizon: ■■■Value Chain: O. |

| ESRS Topic | Impacts | Description | Evaluation |
|---|---|---|---|
| Failure to meetcustomersatisfaction andexpectations | Potential negative impacts on customer satisfaction related to thequality of the product and/or services provided by the Group, includingcases of non‑delivery or delays. | Probability: potentialEffect: negativeHorizon: ■■■Value Chain: O. | |
| Violation and lossof customer data | Potential negative impacts on the privacy of the Group's customersrelated to inadequate management of information security and thefailure to adopt appropriate data protection procedures. | Probability: potentialEffect: negativeHorizon: ■■■Value Chain: O. |
In the tables below, for each risk and opportunity, the related dependencies—namely social (S) or natural (N) 17 resources—are indicated, together with the time horizon, classified as short (■□□), medium (□■□) or long term (□□■), as well as the phase of the value chain in which they occur: upstream (U), own operations (O), or downstream (D).
| Risk | Description | Evaluation |
|---|---|---|
| Climatetransition risks | Technological, regulatory, market, and reputational transition risksrelated to climate change, with potential impacts on operating costsand asset values. These risks include more stringent reportingobligations, investments required for the adoption of low‑emissiontechnologies, and exposure to sanctions or litigation related to newcompliance standards, with possible effects on demand and margins. | Dependencies: (S)Regulatory bodies;Customers and consumers.Horizon: □□■Value Chain: O. |
| Unethicalbehavior | Legal and reputational risks associated with a rapid and complex growthand international expansion process, which may entail challenges inensuring compliance with local regulations and aligning employees withthe Group's values and expected behaviours. | Dependencies: (S) Humanresources.Horizon: ■■■Value Chain: O. |
| Unethicalbehavior | Strategic and reputational risks arising from misalignment between theGroup's purpose, vision, mission, and values and the behaviour orperceptions of employees, with potential repercussions on the trust ofinternal and external stakeholders. | Dependencies: (S) Humanresources.Horizon: ■■■Value Chain: O. |
| Unethicalbehavior | Risks in terms of significant sanctions and/or restrictions, as well asreputational risks, resulting from inappropriate commercial conduct notaligned with regulatory requirements by the Group's employees andmanagement or by actors along the value chain. | Dependencies: (S) Humanresources; BusinessPartner.Horizon: ■■■Value Chain: U, O, D. |
| Corruptioncases | Reputational, legal, and sanction‑related risks—including fines andadministrative or criminal measures—arising from incidents ofcorruption or other unlawful acts committed, including for personalgain, by the Group's workforce. | Dependencies: (S) Humanresources.Horizon: ■■■Value Chain: U, O. |
| Inadequateworkingconditions | Risks related to productivity, business continuity, as well as legal andreputational risks, arising from inadequate working conditions for theGroup's employees—such as unfair remuneration or excessive workinghours—which may lead to increased turnover and the consequent lossof key professional profiles. | Dependencies: (S) Humanresources.Horizon: □■■Value Chain: O. |
| Product nonconformities | Risks related to the marketing of products of insufficient quality or notcompliant with defined standards, which fail to meet customer needs,including health and safety requirements. | Dependencies: (S) Humanresources; Regulatorybodies;Customers and consumers.Horizon: ■■■Value Chain: O. |
| Loss ofcustomer data | Risks, including reputational risks, related to incidents—or the potentialoccurrence—of customer data breaches, with associated costs resultingfrom the necessary remedial actions. | Dependencies: (S) Humanresources; Data security.Horizon: ■■■Value Chain: O. |
17 Dependencies may relate to natural and social resources and may represent sources of financial risks and opportunities. Dependencies may affect the undertaking's ability to continue to use or obtain the resources necessary for its business activities, their quality and prices, and may also impact the undertaking's ability to rely on the relationships required for its business activities under acceptable conditions (Annex I – ESRS 1 "General requirements" of Commission Delegated Regulation (EU) 2023/2772 of 31 July 2023 supplementing Directive 2013/34/EU of the European Parliament and of the Council as regards sustainability reporting standards).

| Opportunity | Description | Evaluation |
|---|---|---|
| Staff training | Opportunities arising from the enhancement ofthe Group's workforce skills through periodictraining plans aligned with the evolving needsof the market. | Dependencies: (S) Human resources;Customers and consumers .Horizon: □□■Value Chain: O. |
| Customer servicemanagement | Reputational and economic opportunitiesarising from effective and timely managementof customer service and complaints, capableof strengthening customer trust andsatisfaction. | Dependencies: (S) Human resources.Horizon: ■■■Value Chain: O. |
Following the update of the Double Materiality Assessment carried out for the purposes of this Sustainability Reporting, certain changes compared to the previous financial year have been identified. In particular, based on new considerations regarding the Group's impacts and risk profile, the following changes are highlighted below:
Pollution
(IRO) Use of substances of concern and substances of very high concern (SVHCs)
Following a refinement of the Double Materiality Assessment, which also included an update of benchmarking activities with peers and competitors, and based on data collected in previous financial years, the sub-topics "Substances of concern" and "Substances of very high concern" are no longer considered material for the purposes of this reporting and, consequently, the topic "Pollution" is also deemed not material. The Group operates in the assembly of micro-components and precision mechanics, activities that do not involve high chemical-intensity industrial processes, as also evidenced by the quantities of substances of concern and substances of very high concern used.
For further details, please refer to the 2024 Annual Financial Report.
Water and marine resources
(IRO) Water consumption; risks related to water scarcity and related mitigation costs in operations
Following a refinement of the Double Materiality Assessment, which also included an update of benchmarking activities with peers and competitors, and based on data collected in previous financial years, the sub‑topic "Water" and the related sub‑sub‑topics are no longer considered material for the purposes of this reporting.
The Group's core business does not involve water‑intensive production processes; there are no industrial washing activities, chemical treatments, or cooling processes, and water resources are mainly used for civil services, as also evidenced by the quantities of water resources consumed.
For further details, please refer to the 2024 Annual Financial Report..
Circular economy
(IRO) Recycling and reuse of waste and industrial symbiosis activities
The sub‑topic "Outflows of resources related to products and services" is not considered material for the purposes of this reporting. Specifically, the Group has deemed this topic not material as industrial symbiosis activities at Technoprobe are marginal compared to overall resource outflows.
(IRO) Waste management
The sub-topic "Waste" is not considered material from a financial materiality perspective, but remains material from an impact materiality perspective.

Own workforce
(IRO) Lack of qualified personnel
Although the risk emerged as not material, the sub-sub-topic "Training and skills development" remains material from an impact materiality perspective.
Workers in the value chain
(IRO) Lack of diversity among workers in the value chain; incidents of workplace discrimination affecting workers in the value chain
The sub‑sub‑topics "Measures against violence and harassment in the workplace" and "Diversity" are not considered material for the purposes of this reporting. Specifically, the Group has deemed this topic not material as Technoprobe's value chain mainly consists of highly specialised industrial suppliers that do not fall within labour‑intensive contexts with homogeneous working environments.
(IRO) Breach and loss of data relating to workers in the value chain
The sub-sub-topic "Privacy" is not considered material for the purposes of this reporting. Specifically, Technoprobe's business model does not involve the direct, systematic, or large-scale processing of personal data relating to workers in the value chain. The B2B structure, the high level of controlled digitalisation, and the presence of formalised and regulated industrial partners structurally reduce exposure to extensive processing of sensitive data.
Affected communities
(IRO) Financial support to associations within the local community
Although the risk emerged as not material, the sub-topic "Economic, social, and cultural rights of communities" remains material from an impact materiality perspective.
Business conduct
(IRO) Improper commercial conduct
Although the risk emerged as not material, the sub-topic "Corporate culture" remains material from an impact materiality perspective.
(RO) Key relationships with suppliers
The sub-topic "Supplier relationship management" is not considered material from a financial materiality perspective, but remains material from an impact materiality perspective.
Additionally, the following impacts, risks, and opportunities were identified as material:
Own workforce
Equal treatment and equal opportunities for all; Lack of diversity within governing bodies and across the workforce; Incidents of workplace discrimination against the Group's workforce
The sub-sub-topics "Employment and inclusion of persons with disabilities", "Measures against violence and harassment in the workplace", and "Diversity" are considered material for the purposes of this reporting.
Meeting employees' expectations in terms of well-being (1); Meeting employees' expectations in terms of well-being (2)
Although the impacts emerged as material, the sub-topic "Working conditions" was already material from an impact materiality perspective.

Inadequate working conditions (2)
The sub‑topic "Working conditions"and the related sub‑sub‑topics "Adequate wages"and "Working hours" are considered material from a financial materiality perspective..
Workers in the value chain
Strengthening relationships with key partners
Although the impact emerged as not material, the sub-topic "Working conditions" was already material from an impact materiality perspective.
Business conduct
Unethical behaviour (2); Unethical behaviour (3)
Although the impact emerged as not material, the sub-topic "Working conditions" was already material from a financial materiality perspective.
Incidents of corruption and anti‑competitive practices
The sub-topic "Active and passive corruption" and the related sub-sub-topics are also considered material from an impact materiality perspective.
Contribution to the improvement of suppliers' ESG performance
Although the impact emerged as not material, the sub-topic "Supplier relationship management" was already material from an impact materiality perspective.
The Group has not identified any material impacts, risks, or opportunities that fall outside the disclosure requirements set out by the ESRS and, consequently, does not need to make use of entity-specific disclosures.
To date, the Group has not identified any current financial effects related to the sustainability-related risks and opportunities assessed as material.
For the current reporting year, the Group has decided to apply the transitional phase-in provisions with regard to the expected financial effects of the undertaking's material risks and opportunities on its financial position, financial performance, and cash flows, as provided for by the ESRS and further extended by the "Quick-Fix" measure within the European Commission's Omnibus package, adopted in the context of Directive (EU) 2022/2464 and Commission Delegated Regulation (EU) 2023/2772.
In line with its commitment to an increasingly structured approach to sustainability matters, Technoprobe undertakes to periodically further develop its analyses of material impacts, risks, and opportunities. To date, a quantitative analysis of the resilience of the strategy and business model with respect to the undertaking's ability to address material impacts and risks and to seize material opportunities has not yet been formalised.
1.4. Impact, risk and opportunity management
IRO-1 – Description of the processes to identify and assess material impacts, risks and opportunities
Technoprobe carried out a Double Materiality Assessment to identify and assess impacts, risks, and opportunities (IROs) and, consequently, the sustainability matters relevant to the Group's business model and corporate strategy. The assessment was conducted in accordance with the Corporate Sustainability Reporting Directive (CSRD), the ESRS, and the Implementation Guidance published by EFRAG. This approach combines impact materiality analysis—namely the assessment of the impacts generated by the Group on people and the environment—and financial materiality analysis, i.e. the

assessment of sustainability‑related risks and opportunities that could affect the Group's economic and financial performance in the short, medium, and long term.
The activity was carried out in four phases, taking into account the guidance provided by EFRAG in IG 1: Materiality Assessment Implementation Guidance. A summary of the analysis phases is provided below:

1. Understanding the context
In this phase, an internal and external context analysis was carried out, enabling a deeper understanding of the relevant operational, regulatory, and market aspects, with particular focus on sustainability matters. The analysis was extended to the Group's value chain. At the same time, the list of the Group's internal and external stakeholders was updated.
2. Identification of Impacts, Risks and Opportunities (IROs)
In this phase, a long list of impacts, risks, and opportunities potentially relevant to the Group was defined, taking into account the sustainability matters addressed in the ESRS topical standards and structured according to the level of granularity of the regulatory requirements set out in "ESRS 1 – General requirements". The identification of the long list also considered the outcomes of the previous materiality assessment, while leveraging newly available information within the Group, taking into account the characteristics of the reference sector and the specific features of Technoprobe and its subsidiaries, for example in terms of activities and geographical areas.
3. Assessment of Impact, Risks and Opportunities (IROs)
In this phase, the impacts, risks and opportunities previously identified were assessed. The long list of impacts was subject to assessment by selected Technoprobe executives and a sample of stakeholders, through interview sessions and the distribution of a dedicated assessment questionnaire. The long list of risks and opportunities was assessed by Technoprobe's Finance function and subsequently validated by the owners of the relevant risks and opportunities.

4. Data consolidation
In this phase, the assessments of impact materiality and financial materiality were consolidated, leading to the identification of the Group's material sustainability matters. The results of the Double Materiality process were presented to the Risk Control and Sustainability Committee for a preliminary discussion and were subsequently submitted to the Board of Directors for validation and formal approval.

Deep dive: Impact materiality
The actual and potential impacts generated by the Group were identified and assessed taking into account the specific operating context of the Group companies, in terms of activities, business relationships and the relevant socio‑geographical context. Impacts were also identified and assessed considering the entire Group value chain and by identifying the type of contribution associated with each impact. The resulting aggregation provides an accurate representation of the relevance of impacts for the Group, as the assessment took into account any specific characteristics of individual companies and/or actors within the value chain.
The impact assessment was carried out by selected Technoprobe executives, who identified the relevant time horizons and assessed the severity/benefit criteria (i.e. scale, scope and, where negative, irremediability) and the likelihood (where potential) of each impact, without considering any mitigation actions (i.e. on an inherent basis).
The criteria were assessed by assigning a score on a scale from 1 to 5 (as outlined below). Subsequently, for each impact, the overall impact materiality was calculated as the product of the severity/benefit criteria (calculated as the average of scale, scope and, where negative, irremediability) and likelihood
| 1 | 2 | 3 | 4 | 5 | |
|---|---|---|---|---|---|
| Negligible | Moderate | Medium | Relevant | Extremelyrelevant | |
| Severity/benefit | Individualelements of anecosystem /Individualemployees /Individualmembers of thecommunity | Part of the localecosystem /Specific groups ofemployees /Specific groupswithin thecommunity | Local ecosystem/ Multiple groupsof employees /Multiple groupswithin thecommunity | Multipleecosystems / Allemployees / Theentire localcommunity | Global level / Allemployees /Contractors andbusiness partners |
| Irremediability | Easily remediable | Remediable | Remediable witheffort | Difficult toremediate | Irremediable |
| Probability | Rare | Unprobable | Possible | Probable | Almost certain |
Finally, all impacts were subject to a further assessment by stakeholders, in particular customers, suppliers, representatives of the financial community (investors and analysts), non-profit organisations, and academic and technical institutions. Stakeholder engagement was carried out through dedicated interviews and the administration of a questionnaire and focused solely on the assessment of the severity/benefit criterion (with the assessment performed by executives being used as a proxy for the likelihood criterion).
With regard to the impact materiality threshold, where a difference emerged between the relevance identified internally by executives and that identified externally by stakeholders, the Group prioritised the assessment provided by external stakeholders.
This assessment led to the inclusion of the following impacts:
- Incidents of discrimination in the workplace affecting the Group's workforce;
- Inadequate remuneration;
- Failure to meet employees' career development expectations;
- Incidents of human rights violations affecting workers along the value chain;
- Inadequate working conditions within the value chain;
- Customer data breaches and data loss;
- Contribution to the improvement of suppliers' ESG performance;
- Incidents of corruption and anti-competitive practices;
- Inadequate management of supplier relationships with regard to sustainability issues.

In this context, an exception is represented by the impact "Financial support to associations within the local community", which was identified as material by stakeholders, but for which no specific actions by the Group were identified.
Furthermore, following additional considerations regarding the characteristics of the Group companies and the nature of relationships with the workforce, the impact "Deterioration of relations with trade unions and associations" was included among the material impacts.

Deep dive: Financial materiality
Sustainability‑related risks and opportunities were identified using an approach that systematically considers the interconnections between impacts, dependencies, risks and opportunities across the entire value chain. Technoprobe assessed whether its impacts – positive/negative, actual/potential – could give rise to risks (such as potential operational, reputational and financial damage) and/or opportunities (such as improvements in operational performance and strengthened relationships with stakeholders). This process was based on an in‑depth analysis of the interactions between operational activities, business relationships and the socio‑geographical context in which the Group companies operate.
The assessment of risks and opportunities was carried out by Technoprobe's Finance function. Subsequently, the assessments were validated by the respective owners of the relevant risks and opportunities. The assessment was performed against magnitude and likelihood criteria, initially on an inherent basis, over the short, medium and long term. Subsequently, the mitigation measures implemented by the Group were mapped and the assessment was performed on a residual basis, over the short, medium and long term.
Risk magnitude was assessed by assigning a score on a scale from 1 to 5 (as outlined below) and based on four reference drivers: economic/financial, operational, reputational and compliance. Each assessment considered the four drivers equally, where applicable
| Magnitude | Economic/Financia | Operational | Reputational | Compliance | |
|---|---|---|---|---|---|
| 1. Marginal | Potential damagecaused by the eventless than 0.5% ofEBITDA | Slight interruptionof some non-keyprocesses | No impact on reputation;Complaints from customers;Local media news with shortterm media exposure | No penalties | |
| 2. Low | Potential damagecaused by the eventbetween 0.5% and1.5% of EBITDA | Brief interruption ofsome keyprocesses | Minimal impact on reputation;Complaints and complaintsfrom customers;Local media news withmedium-term media exposure | Minoradministrative/criminalpenalties | |
| 3. Medium | Potential damagecaused by the eventbetween 1.5% and 5%of EBITDA | Modest disruptionof some keyprocesses | Appreciable impact onReputation; Abandonment ofone or more customers;National media news withshort-term media exposure | Small administrative /criminal penalties | |
| 4. High | Potential damagecaused by the eventbetween 5% and 15%of EBITDA | Long interruption ofsome keyprocesses | Short-term deterioration ofreputation; Abandonment of asignificant number ofcustomers;National media news withmedium-term media exposure | Mediumadministrative/criminalpenalties | |
| 5. Critical | Potential damagecaused by the eventgreater than 15% ofEBITDA | Impairment ofbusinesscontinuity;Long interruption ofkey processes | Significant deterioration ofreputation in the medium tolong term period; Lawsuitsfrom customers;News on the main massmedia | High administrative /criminal sanctions.Receivership of thecompany and/ordisqualificationsanctions that affectbusiness continuity |
The likelihood of risks was assessed by assigning a score on a five‑level scale from 1 to 5, based on a historical and/or predictive component, as outlined below. Each individual assessment considered the two components equally, where applicable.

| Probability | Historical component | Predictive component |
|---|---|---|
| 1. Remote | The risk event never occurred | The risk event may not occur during the fiscal year(probability <5%) |
| 2. Unlikely | The risk event has occurred once or twicein the past 5 years | The risk event could occur during the fiscal year(probability <10%) |
| 3. Moderate | The risk event has occurred once or twicein the past year | The risk event could occur during the fiscal year(probability between 10 and 50%) |
| 4. Likely | The risk event has occurred 3 times ormore in the past year | The risk event could occur with high probability duringthe fiscal year (probability between 50% and 80%) |
| 5. Very likely | The risk event has occurred 5 times ormore in the past year | It is almost certain that the risk event will occur duringthe fiscal year (probability >80%) |
The magnitude of opportunities was assessed by assigning a score from 1 to 5 based on two reference drivers: economic/financial and reputational. Each individual assessment considered the two drivers equally, where applicable
| Magnitude | Economic/Financial | Reputational |
|---|---|---|
| 1. Marginal | Potential benefit from the event of less than0.5% of EBITDA | No impact on reputation;No interest from customers;Local media news with short-term media exposure |
| 2. Low | Potential benefit from the event of between0.5% and 1.5% of EBITDA | Minimal impact on reputation;Minimal interest from customers;Local media news with medium-term media exposure |
| 3. Medium | Potential benefit from the event of between1.5% and 5% of EBITDA | Appreciable impact on reputation;Interest of one or more customers;National media news with short-term media exposure |
| 4. High | Potential benefit from the event of between5% and 15% of EBITDA | Short-term reputation improvement;Average interest of a significant number of customers;National media news with medium-term mediaexposure |
| 5. Critical | Potential benefit from the event exceeding15% of EBITDA | Significant improvement in reputation in the medium tolong term;Significant interest from customers;News on the main mass media |
The probability of opportunities was evaluated by assigning a score from 1 to 5, according to a predictive component, as follows:
| Probability | Predictive component |
|---|---|
| 1. Remote | The opportunity may not occur during the fiscal year (probability <5%) |
| 2. Unlikely | The opportunity may occur during the fiscal year (probability <10%) |
| 3. Moderate | The opportunity may occur during the fiscal year (probability between 10 and 50%) |
| 4. Likely | The opportunity could occur with high probability during the fiscal year (probability between 50%and 80%) |
| 5. Very likely | It is almost certain that the opportunity will occur during the fiscal year (probability >80%) |

For each risk and opportunity, the overall relevance was calculated as the product of magnitude and likelihood, based on the maximum assessment across the three time horizons, on an inherent basis. The combination of magnitude and likelihood for each risk enabled the positioning of risks within an inherent risk heat map (a 5×5 matrix of magnitude and likelihood).

The Double Materiality process is carried out in accordance with the provisions set out in the Group's procedure "Preparation and Approval of the Sustainability Reporting", updated in 2024 to incorporate regulatory developments and to define the key activities and responsibilities of the parties involved in the process. The process is conducted annually in line with the requirements of the CSRD and the Implementation Guidances published by EFRAG, and it is coordinated by the Sustainability Manager and the Finance Function.
The results of the Double Materiality analysis are submitted to the Manager in charge of Financial Reporting (Dirigente Preposto), who verifies their completeness, accuracy, and consistency with the requirements of the applicable standards. Subsequently, the Control, Risk and Sustainability Committee reviews the Double Materiality process in order to assess its methodological robustness and the relevance of its outcomes, expressing a technical opinion. At this stage, the Manager in charge of Financial Reporting submits the results to the Board of Directors for final evaluation and approval.
In the absence of a structured Enterprise Risk Management ("ERM") process, the analysis of impacts, risks, and opportunities related to sustainability matters was conducted within the scope of the Double Materiality activities. However, the Group has a Risk Register that incorporates the analysis of ESG risks. Looking ahead, the risk and opportunity analysis process and the Group Risk Assessment will be conducted simultaneously in order to ensure maximum consistency between the activities.
The input parameters used in the process of identifying and assessing impacts, risks, and opportunities associated with sustainability are based on a multi-level approach. In the context understanding phase, the Group used data from public documentary sources and industry standards supported by internal analyses. In the phase dedicated to identifying IROs, a variety of parameters were integrated to capture the complexity of the Group's business, including the geographic and sectoral diversity of its operations. In the IRO assessment phase, the process focused on minimizing the use of estimates, preferring the use of reliable data and shared assumptions consistent with the methodological definitions of the EFRAG Guidelines. Specific methodologies were defined to assess the materiality of impacts (impact materiality) and of risks and opportunities (financial materiality), the thresholds of which were described in the previous paragraphs.
The Double Materiality analysis described above was modified compared to the previous year with reference to the Impact Materiality analysis. In particular, within the Executive engagement activities, the assessment of the severity/benefit parameter included separate evaluations for the criteria of scale, scope, and irremediability (in the case of negative impact). Furthermore, within the stakeholder engagement activities, dedicated interviews were conducted.
The next review of the process is scheduled for 2026.
Below, for further detail, is a description of the processes for identifying and assessing IROs for the individual disclosure areas included in this Sustainability Report.
E1 - IRO-1 – Description of the processes to identify and assess material climate-related impacts, risks and opportunities
In order to identify impacts related to climate change, the Group analyzed its own activities and the activities carried out by the main actors along the value chain, with the aim of identifying the main GHG emission sources. The subsequent assessment took into account the specific characteristics of the individual Group companies and of the value chain.
With regard to climate-related risks and opportunities, the Group has not yet formalized a comprehensive and granular analysis that includes specific scenario analyses in the short, medium, and long term. Nevertheless, as part of its path towards a structured sustainability approach, the Group is committed to gradually deepening its analyses on this matter in the coming reporting periods.
Within the Double Materiality assessment activities, the Group analyzed its exposure to physical and transition climate risks, as well as the potential to pursue climate-related opportunities. In particular, in chain.

E2 -IRO-1 – Description of the processes to identify and assess material pollution-related impacts, risks and opportunities
In order to identify impacts, risks and opportunities related to pollution, the Group analyzed its own activities and the activities carried out by the main actors along the value chain. The subsequent assessment took into account the specific characteristics of the individual companies of the Technoprobe Group and of the value chain. As part of the Double Materiality process, a sample of local community stakeholders was involved through a questionnaire to assess their perspective on the long list of impacts generated by the Group. This consultation was conducted in order to foster dialogue between the Group and its local community.
Following this process, the topic related to Pollution was assessed by the Group as not material. Specifically, the Group considered this topic not material as Technoprobe operates in the assembly of microcomponents and precision mechanics, where no highly chemical-intensive industrial processes are involved. Furthermore, the Group is not subject to the obligations set out in Regulation (EC) No. 166/2006 (European Pollutant Release and Transfer Register, E-PRTR) regarding pollutants released into air, water and soil.
E3 - IRO-1 – Description of the processes to identify and assess material water and marine resources-related impacts, risks and opportunities
In order to identify impacts, risks and opportunities related to water and marine resources, the Group analyzed its own activities and the activities carried out by the main actors along the value chain. The subsequent assessment took into account the specific characteristics of the individual Group companies and of the value chain.As part of the Double Materiality process, a sample of local community stakeholders was involved through a questionnaire to assess their perspective on the long list of impacts generated by the Group. This consultation was conducted in order to foster dialogue between the Group and its local community.
Following this process, the Topic emerged as not material for the Group. Specifically, Technoprobe considered this topic not material as its core business does not involve water-intensive production processes. In particular, there are no industrial washing processes, chemical treatments, or cooling processes, and water is mainly used for civil services.
E4 - IRO-1 – Description of processes for identifying and assessing impacts, risks, and relevant opportunities related to biodiversity and ecosystems
The topic related to biodiversity and ecosystems was assessed by the Group as not material, as the sites are not located in, or near, areas sensitive to biodiversity, in accordance with Directive 2009/147/EC, Directive 92/43/EEC, and the Italian list of Protected Areas recognized by the Italian State.
Consequently, the Group has not identified any current or potential material impacts, risks, or opportunities related to biodiversity and ecosystems at its sites or along its value chain, both upstream and downstream.
At present, the Group has not initiated specific consultations with affected communities to identify impacts, risks, and opportunities related to biodiversity and ecosystems. Finally, with regard to biodiversity-related risks and opportunities, the Group has not yet formalized a comprehensive and granular analysis that includes specific scenario analyses.E5 - IRO-1 – Description of the processes to identify and assess material resource use and circular economy-related impacts, risks and opportunities

G1 - IRO-1 – Description of the process to identify and assess material risks and opportunities
In order to identify impacts, risks and opportunities related to business conduct, the Group carried out cross-cutting and granular analyses, the representation of which is described in the Double Materiality assessment process presented in the previous paragraphs.

The table below lists the ESRS disclosure requirements that guided the preparation of the Technoprobe Group's 2024 Sustainability Reporting.
| ESRS Topic | ESRS Disclosure Requirement | Riference in the Sustainability Statement |
|---|---|---|
| BP-1 –General basis for preparation of sustainability statements | ESRS 2 General Disclosures –1.1Basis for preparation | |
| BP-2 –Disclosures in relation to specific circumstances | ESRS 2 General Disclosures –1.1Basis for preparation | |
| GOV-1 –The role of the administrative, management and supervisory bodies | ESRS 2 General Disclosures –1.2 Governance | |
| GOV-2 –Information provided to and sustainability matters addressed by theundertaking's administrative, management and supervisory bodies | ESRS 2 General Disclosures –1.2 Governance | |
| GOV-3 -Integration of sustainability-related performance in incentive schemes | ESRS 2 General Disclosures –1.2 Governance | |
| GOV-4 -Statement on due diligence | ESRS 2 General Disclosures –1.2 Governance | |
| GOV-5 -Risk management and internal controls over sustainability reporting | ESRS 2 General Disclosures –1.2 Governance | |
| SBM-1 –Strategy, business model and value chain | ESRS 2 General Disclosures –1.3 Strategy | |
| SBM-2 –Interests and views of stakeholders | ESRS 2 General Disclosures –1.3 Strategy | |
| ESRS 2 –GeneralDisclosures | SBM-3 -Material impacts, risks and opportunities and their interaction with strategy andbusiness model | ESRS 2 General Disclosures –1.3 Strategy |
| IRO-1 -Description of the processes to identify and assess material impacts, risks andopportunities | ESRS 2 General Disclosures –1.4 Impact, risk andopportunity management | |
| IRO-2 –Disclosure requirements in ESRS covered by the undertaking's sustainabilitystatement | ESRS 2 General Disclosures –1.4 Impact, risk andopportunity management | |
| MDR-P –Policies adopted to manage material sustainability matters | Please refer to MDR-P given in each Topical Standardbelow. | |
| MDR-A –Actions and resources in relation to material sustainability matters | Please refer to MDR-A given in each Topical Standardbelow. | |
| MDR-M –Metrics in relation to material sustainability matters | Please refer to MDR-M given in each Topical Standardbelow. | |
| MDR-T –Tracking effectiveness of policies and actions through targets | Please refer to MDR-T given in each Topical Standardbelow. | |
| European Taxonomy | Disclosures pursuant to Article 8 of Regulation (EU) 2020/852 (Taxonomy Regulation) | Environmental information -2.1 EU taxonomy |
| GOV-3 Integration of sustainability-related performance in incentive schemes | ESRS 2 General Disclosures –1.1Basis for preparation |

| ESRS Topic | ESRS Disclosure Requirement | Riference in the Sustainability Statement |
|---|---|---|
| SBM-3 –Material impacts, risks and opportunities and their interaction with strategy andbusiness model | ESRS 2 General Disclosures –1.3Strategy | |
| IRO-1 –Description of the processes to identify and assess material climate-relatedimpacts, risks and opportunities | ESRS 2 General Disclosures –1.4 Impact, risk andopportunity management | |
| E1-1 –Transition plan for climate change mitigation | E1 Climate change –2.2.1 Strategy | |
| E1-2, MDR-P Policies related to climate change mitigation and adaptation | E1 Climate change –2.2.2 Impact, risk and opportunitymanagement | |
| ESRS E1 -Climate | E1-3, MDR-A Actions and resources in relation to climate change policies | E1 Climate change –2.2.2 Impact, risk and opportunitymanagement |
| Change | E1-4, MDR-T Targets related to climate change mitigation and adaptation | E1 Climate change –2.2.3 Metrics and targets |
| E1-5 –Energy consumption and mix | E1 Climate change –2.2.3 Metrics and targets | |
| E1-6 –Gross Scopes 1, 2, 3 and Total GHG emissions | E1 Climate change –2.2.3 Metrics and targets | |
| E1-7 –GHG removals and GHG mitigation projects financed through carbon credits | E1 Climate change –2.2.3 Metrics and targets | |
| E1-8 –Internal carbon pricing | E1 Climate change –2.2.3 Metrics and targets | |
| E1-9 –Anticipated financial effects from material physical and transition risks andpotential climate-related opportunities | Being subject to a transitional provision, Technoprobehas decided to use the phase-in provided for theinformation prescribed by this DR | |
| ESRS E5 –Resource Useand Circular Economy | IRO-1 –Description of the processes to identify and assess material resource use andcircular economy-related impacts, risks and opportunities | ESRS 2 General Disclosures –1.4Impact, risk andopportunity management |
| E5-1, MDR-P Policies related to resource use and circular economy | E5 Resource use and circular economy –2.3.1 Impact,risk and opportunity management | |
| E5-2, MDR-A Actions and resources related to resource use and circular economy | E5 Resource use and circular economy –2.3.1 Impact,risk and opportunity management | |
| E5-3, MDR-T Targets related to resource use and circular economy | E5 Resource Use and circular economy –2.3.2 Metricsand targets | |
| E5-4 –Resource inflows | E5 Resource Use and circular economy –2.3.2 Metricsand targets | |
| E5-5 –Resource outflows | E5 Resource Use and circular economy –2.3.2 Metricsand targets |
| SUSTAINABILITY STATEMEI | |||||||
|---|---|---|---|---|---|---|---|
| ESRS Topic | ESRS Disclosure Requirement | Riference in the Sustainability Statement |
|---|---|---|
| E5-6 –Anticipated financial effects from resource use and circular economy-relatedimpacts, risks and opportunities | Being subject to a transitional provision, Technoprobehas decided to use the phase-in provided for theinformation prescribed by this DR. | |
| SBM-2 –Interests and views of stakeholders | ESRS 2 General Disclosures –1.3 Strategy | |
| SBM-3 –Material impacts, risks and opportunities and their interaction with strategy andbusiness model | ESRS 2 General Disclosures –1.3 Strategy | |
| S1-1, MDR-P Policies related to own workforce | S1 Own workforce –3.1.2 Impact, risk and opportunitymanagement | |
| S1-2 –Processes for engaging with own workers and workers' representatives aboutimpacts | S1 Own workforce –3.1.2 Impact, risk and opportunitymanagement | |
| S1-3 –Processes to remediate negative impacts and channels for own workers to raiseconcerns | S1 Own workforce –3.1.2 Impact, risk and opportunitymanagement | |
| ESRS S1 -OwnWorkforce | S1-4, MDR-A Taking action on material impacts on own workforce, and approaches tomitigating material risks and pursuing material opportunities related to own workforce,and effectiveness of those actions | S1 Own workforce –3.1.2 Impact, risk and opportunitymanagement |
| S1-5, MDR-T Targets related to managing material negative impacts, advancing positiveimpacts, and managing material risks and opportunities | S1 Own workforce –3.1.3 Metrics and targets | |
| S1-6 –Characteristics of the undertaking's employees | S1 Own workforce –3.1.3 Metrics and targets | |
| S1-7 –Characteristics of non-employee workers in the undertaking's own workforce | Being subject to a transitional provision, Technoprobehas decided to use the phase-in provided for theinformation prescribed by this DR. | |
| S1-8 –Collective bargaining coverage and social dialogue | S1 Own workforce –3.1.3 Metrics and targets | |
| S1-9 Diversity metrics | S1 Own workforce –3.1.3 Metrics and targets | |
| S1-10 –Adequate wages | S1 Own workforce –3.1.3 Metrics and targets | |
| S1-11 –Social protection | S1 Own workforce –3.1.3 Metrics and targets | |
| S1-12 Persons with disability | S1 Own workforce –3.1.3 Metrics and targets | |
| S1-13 –Training and skills development metrics | Being subject to a transitional provision, Technoprobehas decided to use the phase-in provided for theinformation prescribed by this DR. | |
| S1-14 –Health and safety metrics | S1 Own workforce –3.1.3 Metrics and targets |
| SUSTAINABILITY STATEMEN | ||
|---|---|---|
| ESRS Topic | ESRS Disclosure Requirement | Riference in the Sustainability Statement |
|---|---|---|
| S1-15 –Work-life balance metrics | S1 Own workforce –3.1.3 Metrics and targets | |
| S1-16 –Compensation metrics (pay gap and total compensation) | S1 Own workforce –3.1.3 Metrics and targets | |
| S1-17 –Incidents, complaints and severe human rights impacts | S1 Own workforce –3.1.3 Metrics and targets | |
| ESRS 2 SBM-2 Interests and views of stakeholders | ESRS 2 General Disclosures –1.3 Strategy | |
| SBM-3 Material impacts, risks and opportunities and their interaction with strategy andbusiness model | ESRS 2 General Disclosures –1.3 Strategy | |
| S2-1, MDR-P Policies related to value chain workers | S2 Workers in the value chain –3.2.2 Impact, risk andopportunity management | |
| ESRS S2 -Workers in the | S2-2 –Processes for engaging with value chain workers about impacts | S2 Workers in the value chain –3.2.2 Impact, risk andopportunity management |
| value chain | S2-3 –Processes to remediate negative impacts and channels for value chain workers toraise concerns | S2 Workers in the value chain –3.2.2 Impact, risk andopportunity management |
| S2-4, MDR-A Taking action on material impacts on value chain workers, and approachesto managing material risks and pursuing material opportunities related to value chainworkers, and effectiveness of those action | S2 Workers in the value chain –3.2.2 Impact, risk andopportunity management | |
| S2-5, MDR-T Targets related to managing material negative impacts, advancing positiveimpacts, and managing material risks and opportunities | S2 Workers in the value chain –3.2.3 Metrics and targets | |
| ESRS S3 –Affectedcommunities | SBM-2 –Interests and views of stakeholders | ESRS 2 General Disclosures –1.3 Strategy |
| SBM-3 -Material impacts, risks and opportunities and their interaction with strategy andbusiness model | ESRS 2 General Disclosures –1.3 Strategy | |
| S3-1, MDR-P Policies related to affected communities | S3 Affected communities –3.3.2 Impact, risk andopportunity management | |
| S3-2 –Processes for engaging with affected communities about impacts | S3 Affected communities –3.3.2 Impact, risk andopportunity management | |
| S3-3 –Processes to remediate negative impacts and channels for affected communitiesto raise concerns | S3 Affected communities –3.3.2 Impact, risk andopportunity management | |
| S3-4, MDR-A Taking action on material impacts on affected communities, and approachesto managing material risks and pursuing material opportunities related to affectedcommunities, and effectiveness of those actions | S3 Affected communities –3.3.2 Impact, risk andopportunity management | |
| S3-5, MDR-T Targets related to managing material negative impacts, advancing positiveimpacts, and managing material risks and opportunities | S3 Affected communities –3.3.3 Metrics and targets |

| ESRS Topic | ESRS Disclosure Requirement | Riference in the Sustainability Statement |
|---|---|---|
| SBM-2 –Interests and views of stakeholders | ESRS 2 General Disclosures –1.3 Strategy | |
| SBM-3 –Material impacts, risks and opportunities and their interaction with strategy andbusiness mode | ESRS 2 General Disclosures –1.3 Strategy | |
| S4-1, MDR-P Policies related to consumers and end-users | S4 Consumers and end-users –3.4.2 Impact, risk andopportunity management | |
| ESRS S4 -Consumersand end-users | S4-2 –Processes for engaging with consumers and end-users about impacts | S4 Consumers and end-users –3.4.2 Impact, risk andopportunity management |
| S4-3 –Processes to remediate negative impacts and channels for consumers and endusers to raise concerns | S4 Consumers and end-users –3.4.2 Impact, risk andopportunity management | |
| S4-4, MDR-A Taking action on material impacts on consumers and end-users, andapproaches to managing material risks and pursuing material opportunities related toconsumers and end-users, and effectiveness of those actions | S4 Consumers and end-users –3.4.2 Impact, risk andopportunity management | |
| S4-5, MDR-T Targets related to managing material negative impacts, advancing positiveimpacts, and managing material risks and opportunities | S4 Consumers and end-users –3.4.3 Metrics and targets | |
| ESRS G1 -Businessconduct | GOV-1 –The role of the administrative, supervisory and management bodies | ESRS 2 General Disclosures –1.2 Governance |
| IRO-1 –Description of the processes to identify and assess material impacts, risks andopportunities | ESRS 2 General Disclosures –1.4 Impact, risk andopportunity management | |
| G1-1, MDR-P Business conduct policies and corporate culture | G1 Business conduct –4.1.1 Impact, risk andopportunity management | |
| G1-2 –Management of relationships with suppliers | G1 Business conduct –4.1.1 Impact, risk andopportunity management | |
| G1-3 –Prevention and detection of corruption and bribery | G1 Business conduct –4.1.1 Impact, risk andopportunity management | |
| G1-4 –Confirmed incidents of corruption or bribery | G1 Business conduct –4.1.2 Metrics and targets |
The following table lists the information elements deriving from other European Union legislative acts that are reported within this Sustainability Statement, as indicated in Appendix B of ESRS 2 (List of datapoints in cross-cutting and topical standards that derive from other EU legislation).
| Disclosure requirement and related datapoint | SFDR Reference | Pillar3 Reference | Benchmark RegulationReference | EU Climate LawReference | Reference in theSustainabilityStatement |
|---|---|---|---|---|---|
| ESRS 2 GOV-1Board's gender diversity paragraph 21 (d) | Indicator number 13 ofTable #1 of Annex 1 | CommissionDelegated Regulation(EU) 2020/1816, AnnexII | Page 26 | ||
| ESRS 2 GOV-1Percentage of board members who areindependent paragraph 21 (e) | Delegated Regulation(EU) 2020/1816, AnnexII | Page 26 | |||
| ESRS 2 GOV-4Statement on due diligence paragraph 30 | Indicator number 10Table #3 of Annex 1 | Page 29-30 | |||
| ESRS 2 SBM-1Involvement in activities related to fossil fuelactivities paragraph 40 (d) i | Indicators number 4Table #1 of Annex 1 | Article 449a Regulation (EU)No 575/2013;Commission ImplementingRegulation (EU) 2022/2453Table 1: Qualitativeinformation on Environmentalrisk and Table 2: Qualitativeinformation on Social risk | Delegated Regulation(EU) 2020/1816, AnnexII | NOT RELEVANT | |
| ESRS 2 SBM-1Involvement in activities related to chemicalproduction paragraph 40 (d) ii | Indicator number 9Table #2 of Annex 1 | Delegated Regulation(EU) 2020/1816, AnnexII | NOT RELEVANT | ||
| ESRS 2 SBM-1Involvement in activities related to controversialweapons paragraph 40 (d) iii | Indicator number 14Table #1 of Annex 1 | Delegated Regulation(EU) 2020/1818,Article 12(1) DelegatedRegulation (EU)2020/1816, Annex II | NOT RELEVANT | ||
| ESRS 2 SBM-1Involvement in activities related to cultivationand production of tobacco paragraph 40 (d) iv | Delegated Regulation(EU) 2020/1818,Article 12(1) Delegated | NOT RELEVANT |

| Disclosure requirement and related datapoint | SFDR Reference | Pillar3 Reference | Benchmark RegulationReference | EU Climate LawReference | Reference in theSustainabilityStatement |
|---|---|---|---|---|---|
| Regulation (EU)2020/1816, Annex II | |||||
| ESRS E1-1Transition plan to reach climate neutrality by2050 paragraph 14 | Regulation (EU)2021/1119, Article2(1) | Page 68 | |||
| ESRS E1-1Undertakings excluded from Paris-alignedBenchmarks paragraph 16 (g) | Article 449aRegulation (EU) No 575/2013;Commission ImplementingRegulation (EU) 2022/2453Template 1: Banking bookClimate Change transitionrisk: Credit quality ofexposures by sector,emissions and residualmaturity | Delegated Regulation(EU) 2020/1818,Article12.1 (d) to (g),and Article 12.2 | NOT RELEVANT | ||
| ESRS E1-4GHG emission reduction targets paragraph 34 | Indicator number 4Table #2 of Annex 1 | Article 449aRegulation (EU) No 575/2013;Commission ImplementingRegulation (EU) 2022/2453Template 3: Banking book –Climate change transitionrisk: alignment metrics | Delegated Regulation(EU) 2020/1818,Article 6 | Page 69 | |
| ESRS E1-5Energy consumption from fossil sourcesdisaggregated by sources (only high climateimpact sectors) paragraph 38 | Indicator number 5Table #1 and Indicatorn. 5 Table #2 of Annex1 | Page 69 | |||
| ESRS E1-5 Energy consumption and mixparagraph 37 | Indicator number 5Table #1 of Annex 1 | Page 69 | |||
| ESRS E1-5Energy intensity associated with activities inhigh climate impact sectors paragraphs 40 to 43 | Indicator number 6Table #1 of Annex 1 | Page 70 |

| Disclosure requirement and related datapoint | SFDR Reference | Pillar3 Reference | Benchmark RegulationReference | EU Climate LawReference | Reference in theSustainabilityStatement |
|---|---|---|---|---|---|
| ESRS E1-6Gross Scope 1, 2, 3 and Total GHG emissionsparagraph 44 | Indicators number 1and 2 Table #1 ofAnnex 1 | Article 449a; Regulation (EU)No 575/2013; CommissionImplementing Regulation (EU)2022/2453 Template 1:Banking book –Climatechange transition risk: Creditquality of exposures by sector,emissions and residualmaturity | Delegated Regulation(EU) 2020/1818,Article 5(1), 6 and 8(1) | Page 71 | |
| ESRS E1-6Gross GHG emissions intensity paragraphs 53 to55 | Indicators number 3Table #1 of Annex 1 | Article 449a Regulation (EU)No 575/2013; CommissionImplementing Regulation (EU)2022/2453 Template 3:Banking book –Climatechange transition risk:alignment metrics | Delegated Regulation(EU) 2020/1818,Article 8(1) | Page 72 | |
| ESRS E1-7GHG removals and carbon credits paragraph 56 | Regulation (EU)2021/1119, Article2(1) | Page 74 | |||
| ESRS E1-9Exposure of the benchmark portfolio to climaterelated physical risks paragraph 66 | Delegated Regulation(EU) 2020/1818, AnnexII DelegatedRegulation (EU)2020/1816, Annex II | Page 49 | |||
| ESRS E1-9Disaggregation of monetary amounts by acuteand chronic physical risk paragraph 66 (a)ESRS E1-9Location of significant assets at materialphysical risk paragraph 66 (c). | Article 449a Regulation (EU)No 575/2013; CommissionImplementing Regulation (EU)2022/2453 paragraphs 46 and47; Template 5: Banking book-Climate change physicalrisk: Exposures subject tophysical risk. | Page 49 | |||
| ESRS E1-9 Breakdown of the carrying value of itsreal estate assets by energy-efficiency classesparagraph 67 (c). | Article 449a Regulation (EU)No 575/2013; CommissionImplementing Regulation (EU) | Page 49 |

| Disclosure requirement and related datapoint | SFDR Reference | Pillar3 Reference | Benchmark RegulationReference | EU Climate LawReference | Reference in theSustainabilityStatement |
|---|---|---|---|---|---|
| 2022/2453 paragraph 34;Template 2:Banking book -Climate change transitionrisk: Loans collateralised byimmovable property -Energyefficiency of the collateral | |||||
| ESRS E1-9Degree of exposure of the portfolio to climaterelated opportunities paragraph 69 | Delegated Regulation(EU) 2020/1818, AnnexII | Page 49 | |||
| ESRS E2-4Amount of each pollutant listed in Annex II of theE-PRTR Regulation (European Pollutant Releaseand Transfer Register) emitted to air, water andsoil, paragraph 28 | Indicator number 8Table #1 of Annex 1Indicator number 2Table #2 of Annex 1Indicator number 1Table #2 of Annex 1Indicator number 3Table #2 of Annex 1 | NOT RELEVANT | |||
| ESRS E3-1Water and marine resources paragraph 9 | Indicator number 7Table #2 of Annex 1 | Page 77 | |||
| ESRS E3-1Dedicated policy paragraph 13 | Indicator number 8Table 2 of Annex 1 | Page 77 | |||
| ESRS E3-1Sustainable oceans and seas paragraph 14 | Indicator number 12Table #2 of Annex 1 | NOT RELEVANT | |||
| ESRS E3-4Total water recycled and reused paragraph 28 (c) | Indicator number 6.2Table #2 of Annex 1 | Page 78 | |||
| ESRS E3-4Total water consumption in m3 per net revenueon own operations paragraph 29 | Indicator number 6.1Table #2 of Annex 1 | Page 78 |

| Disclosure requirement and related datapoint | SFDR Reference | Pillar3 Reference | Benchmark RegulationReference | EU Climate LawReference | Reference in theSustainabilityStatement |
|---|---|---|---|---|---|
| ESRS 2-IRO 1 -E4 paragraph 16 (a) i | Indicator number 7Table #1 of Annex 1 | Page 46 | |||
| ESRS 2-IRO 1 -E4 paragraph 16 (b) | Indicator number 10Table #2 of Annex 1 | Page 46 | |||
| ESRS 2-IRO 1 -E4 paragraph 16 (c) | Indicator number 14Table #2 of Annex 1 | Page 46 | |||
| ESRS E4-2Sustainable land / agriculture practices orpolicies paragraph 24 (b) | Indicator number 11Table #2 of Annex 1 | NOT RELEVANT | |||
| ESRS E4-2Sustainable oceans / seas practices or policiesparagraph 24 (c) | Indicator number 12Table #2 of Annex 1 | NOT RELEVANT | |||
| ESRS E4-2Policies to address deforestation paragraph 24(d) | Indicator number 15Table #2 of Annex 1 | NOT RELEVANT | |||
| ESRS E5-5Non-recycled waste paragraph 37 (d) | Indicator number 13Table #2 of Annex 1 | Page 79-80 | |||
| ESRS E5-5Hazardous waste and radioactive wasteparagraph 39 | Indicator number 9Table #1 of Annex 1 | Page 80 | |||
| ESRS 2-SBM3 -S1Risk of incidents of forced labour paragraph 14(f) | Indicator number 13Table #3 of Annex I | Page 82 | |||
| ESRS 2-SBM3 -S1Risk of incidents of child labour paragraph 14 (g) | Indicator number 12Table #3 of Annex I | Page 82 | |||
| ESRS S1-1Human rights policy commitments paragraph 20 | Indicator number 9Table #3 and Indicator | Page 82-83 |

| Disclosure requirement and related datapoint | SFDR Reference | Pillar3 Reference | Benchmark RegulationReference | EU Climate LawReference | Reference in theSustainabilityStatement |
|---|---|---|---|---|---|
| number 11 Table #1 ofAnnex I | |||||
| ESRS S1-1Due diligence policies on issues addressed bythe fundamental International LaborOrganisation Conventions 1 to 8, paragraph 21 | Delegated Regulation(EU) 2020/1816, AnnexII | Page 82-83 | |||
| ESRS S1-1processes and measures for preventingtrafficking in human beings paragraph 22 | Indicator number 11Table #3 of Annex I | NOT RELEVANT | |||
| ESRS S1-1workplace accident prevention policy ormanagement system paragraph 23 | Indicator number 1Table #3 of Annex I | Page 84 | |||
| ESRS S1-3grievance/complaints handling mechanismsparagraph 32 (c) | Indicator number 5Table #3 of Annex I | Page 84 | |||
| ESRS S1-14Number of fatalities and number and rate ofwork-related accidents paragraph 88 (b) and (c) | Indicator number 2Table #3 of Annex I | Delegated Regulation(EU) 2020/1816, AnnexII | Page 87 | ||
| ESRS S1-14Number of days lost to injuries, accidents,fatalities or illness paragraph 88 (e) | Indicator number 3Table #3 of Annex I | Page 50 | |||
| ESRS S1-16Unadjusted gender pay gap paragraph 97 (a) | Indicator number 12Table #1 of Annex I | Delegated Regulation(EU) 2020/1816, AnnexII | Page 87 | ||
| ESRS S1-16Excessive CEO pay ratio paragraph 97 (b) | Indicator number 8Table #3 of Annex I | Page 87 | |||
| ESRS S1-17Incidents of discrimination paragraph 103 (a) | Indicator number 7Table #3 of Annex I | Page 87 |

| Disclosure requirement and related datapoint | SFDR Reference | Pillar3 Reference | Benchmark RegulationReference | EU Climate LawReference | Reference in theSustainabilityStatement |
|---|---|---|---|---|---|
| ESRS S1-17 Non-respect of UNGPs on Businessand Human Rights and OECD paragraph 104 (a) | Indicator number 10Table #1 and Indicatorn. 14 Table #3 of AnnexI | Delegated Regulation(EU) 2020/1816, AnnexII DelegatedRegulation (EU)2020/1818 Art 12 (1) | Page 87 | ||
| ESRS 2-SBM3 –S2Significant risk of child labour or forced labour inthe value chain paragraph 11 (b) | Indicators number 12and n. 13 Table #3 ofAnnex I | Page 88-89 | |||
| ESRS S2-1Human rights policy commitments paragraph 17 | Indicator number 9Table #3 and Indicatorn. 11 Table #1 of Annex1 | Page 88 | |||
| ESRS S2-1 Policies related to value chainworkers paragraph 18 | Indicator number 11and n. 4 Table #3 ofAnnex 1 | Page 88 | |||
| ESRS S2-1 Non-respect of UNGPs on Businessand Human Rights principles and OECDguidelines paragraph 19 | Indicator number 10Table #1 of Annex 1 | Delegated Regulation(EU) 2020/1816, AnnexII DelegatedRegulation (EU)2020/1818, Art 12 (1) | Page 88-89 | ||
| ESRS S2-1Due diligence policies on issues addressed bythe fundamental International LaborOrganisation Conventions 1 to 8, paragraph 19 | Delegated Regulation(EU) 2020/1816, AnnexII | Page 88-89 | |||
| ESRS S2-4Human rights issues and incidents connected toits upstream and downstream value chainparagraph 36 | Indicator number 14Table #3 of Annex 1 | Page 89 | |||
| ESRS S3-1Human rights policy commitments paragraph 16 | Indicator number 9Table #3 of Annex 1and Indicator number11 Table #1 of Annex 1 | Page 90 |

| Disclosure requirement and related datapoint | SFDR Reference | Pillar3 Reference | Benchmark RegulationReference | EU Climate LawReference | Reference in theSustainabilityStatement |
|---|---|---|---|---|---|
| ESRS S3-1non-respect of UNGPs on Business and HumanRights, ILO principles or and OECD guidelinesparagraph 17 | Indicator number 10Table #1 Annex 1 | Delegated Regulation(EU) 2020/1816, AnnexII DelegatedRegulation (EU)2020/1818, Art 12 (1) | Page 90 | ||
| ESRS S3-4Human rights issues and incidents paragraph 36 | Indicator number 14Table #3 of Annex 1 | Page 91 | |||
| ESRS S4-1 Policies related to consumers andend-users paragraph 16 | Indicator number 9Table #3 and Indicatornumber 11 Table #1 ofAnnex 1 | Page 92 | |||
| ESRS S4-1Non-respect of UNGPs on Business and HumanRights and OECD guidelines paragraph 17 | Indicator number 10Table #1 of Annex 1 | Delegated Regulation(EU) 2020/1816, AnnexII DelegatedRegulation (EU)2020/1818, Art 12 (1) | Page 92 | ||
| ESRS S4-4Human rights issues and incidents paragraph 35 | Indicator number 14Table #3 of Annex 1 | Page 93 | |||
| ESRS G1-1United Nations Convention against Corruptionparagraph 10 (b) | Indicator number 15Table #3 of Annex 1 | Page 96 | |||
| ESRS G1-1Protection of whistle-blowers paragraph 10 (d) | Indicator number 6Table #3 of Annex 1 | Page 95-96 | |||
| ESRS G1-4Fines for violation of anti-corruption and antibribery laws paragraph 24 (a) | Indicator number 17Table #3 of Annex 1 | Delegated Regulation(EU) 2020/1816, AnnexII) | Page 97 | ||
| ESRS G1-4Standards of anti-corruption and anti-briberyparagraph 24 (b) | Indicator number 16Table #3 of Annex 1 | Page 97 |
Determination of material information to be disclosed
The materiality of impacts, risks and opportunities was determined based on the assessments expressed by Technoprobe Executives and stakeholders. The materiality threshold for risks and opportunities was identified based on their positioning on the heat map, at a materiality level equal to or greater than 10, and was found to be consistent with the considerations that emerged regarding risks and opportunities.
The materiality threshold for impacts was identified based on the impact score (calculated as the multiplication of severity/benefit and likelihood) assessed by the Executives, and aligned with the materiality threshold for risks and opportunities (equal to 10). This threshold was found to be consistent with the considerations that emerged regarding impacts.
2. Environmental information
2.1. EU Taxonomy
The European Taxonomy was introduced by Regulation (EU) 2020/852 (hereinafter also referred to as the "Regulation" or the "Taxonomy") as a key component of the European Commission's Action Plan to redirect capital flows towards a more sustainable economy. It represents a fundamental tool within the framework of the European Green Deal to achieve the environmental and climate objectives set out therein, in particular the goal of decarbonisation by 2050. The Regulation provides clear guidance on environmentally sustainable economic activities, aiming to promote transparency for investors and to combat the phenomenon of "greenwashing".
In July 2021, Regulation (EU) 2021/2178 further supplemented the disclosure obligations under the Taxonomy, clarifying the methods for calculating and presenting the information to be reported. Subsequently, with Delegated Regulation (EU) 2021/2139 ("Taxonomy Climate Delegated Act"), approved by the Council of the European Union on 9 December 2021 and entering into force on 1 January 2022, the European Commission identified the list of eligible economic activities and established the related technical screening criteria with reference to the first two environmental objectives, namely climate change mitigation and climate change adaptation.
The scope of application of the framework was subsequently extended through Delegated Regulation (EU) 2023/2486 ("Taxonomy Environmental Delegated Act"), which defined the eligible activities and the alignment criteria relating to the additional four environmental objectives provided for by the Taxonomy. In addition, Delegated Regulation (EU) 2023/2485 introduced further economic activities classified as eligible with reference to the climate objectives.
On 4 July 2025, the European Commission adopted Delegated Regulation (EU) 2026/73, published in the Official Journal of the European Union on 8 January 2026, which amends Delegated Regulation (EU) 2021/2178 with regard to simplifying the content and presentation of information related to environmentally sustainable activities, as well as Delegated Regulations (EU) 2021/2139 and (EU) 2023/2486 with respect to the simplification of certain technical screening criteria. These amendments apply to sustainability reports published after 1 January 2026, without prejudice to the possibility for companies subject to reporting obligations to prepare the disclosure for the 2025 financial year in accordance with the previous version of the regulation. In this regard, it should be noted that the Group has made use of this option and has therefore prepared the Taxonomy disclosure for the 2025 financial year in continuity with the criteria and presentation methods adopted in the previous year.
The Taxonomy Regulation defines six environmental objectives to which economic activities may potentially contribute as eligible activities:
- Climate Change Mitigation (CCM)
- Climate Change Adaptation (CCA)
- Sustainable use of marine resources (WTR)
- Transition to a circular economy (CE)
- Pollution prevention and control (PPC)
- Protection and restoration of biodiversity and ecosystems (BIO)
In order to be classified as aligned activities and therefore environmentally sustainable under the Taxonomy, activities must meet all of the following criteria:
• Make a substantial contribution to the achievement of one or more of the six environmental objectives;

- Do no significant harm to any of the environmental objectives (Do No Significant Harm principle – DNSH);
- Comply with minimum safeguards (procedures implemented by a company carrying out an economic activity to ensure alignment with the OECD Guidelines for Multinational Enterprises and the United Nations Guiding Principles on Business and Human Rights);
- Comply with the technical screening criteria adopted by the European Commission, which provide detailed specifications of the general principles outlined in the Delegated Regulation on disclosure regarding the substantial contribution of an economic activity to environmental objectives without causing significant harm to them.
Taxonomy approach
To comply with the indications contained in Regulation (EU) 2020/852 and in the additional Delegated Regulations (EU) 2021/2178, (EU) 2021/2139, ("Climate Regulation"), (EU) 2022/1214, (EU) 2023/2486 ("Environment Regulation"), (EU) 2023/2485 ("Climate Supplemental Act"), a three-phase process has been developed:
-
- The first phase involved screening activities against the six environmental objectives, assessing their potential applicability (or eligibility).
-
- The second involved an alignment analysis, carried out in accordance with the requirements of the Regulation.
-
- The third phase involved the calculation of the economic indicators required by the Regulation associated with economic activities considered eco-sustainable. For further details, please refer to paragraph "Results and reporting criteria".
Eligibility anlysis
An economic activity is considered eligible under the European Taxonomy if there is a corresponding description in the Delegated Acts, regardless of whether that activity meets the technical screening criteria set out therein.
This analysis is based on the Group's economic data with the following assumptions:
- Turnover To be understood as the percentage of net revenues deriving from products or services associated with economic activities eligible for the Taxonomy in terms of total turnover, calculated as the part of the net revenues obtained from products and services, associated with economic activities eligible for the taxonomy (numerator) divided by the total net revenues (denominator): these are revenues deriving from the sale of probe cards and/or similar parts.
- CapEx To be understood as the percentage of investments in fixed assets related to sustainable economic activities, defined as investments eligible for the Taxonomy (numerator) divided by total investments (denominator): for capital expenditures, both those closely related to activities related to the production of probe cards were considered and/or similar parts, and those relating to the Group's most significant investments.
- OpEx Da To be understood as the percentage of operating expenses related to the maintenance and updating of assets or processes related to activities eligible for the Taxonomy, defined as eligible costs (numerator) divided by the total costs (denominator). Total OpEx consists of direct non-capitalised costs

To determine which activities can be traced back to those published and identified by the Taxonomy, the main business activities were mapped and analysed, with particular attention to Turnover, CapEx and OpEx deriving from the sale of probe cards and/or similar products and the Group's most significant investments.
Below is a summary of the economic activities identified as eligible under the Taxonomy Regulation18, with their description and objective:
| Actitivity | Description | Objective | KPIs |
|---|---|---|---|
| 1.2 Manufacture of electricaland electronic equipment | Manufacturing of electrical and electronic equipment forindustrial, professional and consumer use.This activity includes manufacturing of rechargeableand non-rechargeable portable batteries. The activitydoes not include manufacturing of other batterycategories. | CE | TurnoverCapExOpEx |
| 7.6. Installation, maintenanceand repair of renewableenergy technologies | Installation, maintenance and repair of renewableenergy technologies, on-site. | CCM | CapExOpEx |
Allignment analysis
The selected activities were examined through technical screening criteria for their contribution to climate change mitigation and adaptation objectives.
Substantial contribution and DNSH
To be considered Taxonomy-aligned, an economic activity must contribute substantially to one or more environmental objectives, while avoiding significant harm to other environmental objectives.
Climate Change Mitigation
Below is the list of activities eligible for the European Taxonomy, which have been examined through the technical screening criteria for their contribution to the climate change mitigation objective.
7.6 Installation, maintenance and repair of renewable energy technologies
The activities do not comply with the DNSH relating to Adaptation to Climate Change, as Technoprobe has not currently carried out assessments of exposure to physical climate risks as required by Appendix A contained in that specific DNSH.
Transition to circular economy
Below is the list of activities eligible for the European Taxonomy, which have been examined through the technical screening criteria for their contribution to the goal of transition to the circular economy.
18 The activity 7.3 Installation, maintenance and repair of energy efficiency devices is not applicable in 2025, as there are no CapEx and OpEx values related to this activity. Furthermore, during 2025, an in-depth review of the methodology for analyzing CapEx eligibility was carried out for the Italian perimeter and Yee Wei.

Again, the activity does not comply with the DNSH relating to Adaptation to Climate Change, as Technoprobe has not currently carried out assessments of exposure to physical climate risks as required by Appendix A contained in that specific DNSH.
In light of the substantial contribution and DNSH analyses, it is concluded that the Group, not having a formalized analysis of its exposure to physical climate risks, does not report activities aligned with the Taxonomy, but only eligible activities.
In any case, Technoprobe has laid the groundwork for the definition of an analytical framework that will be further developed and refined in the future, also involving an increasing number of business partners. This framework will support the consideration of the stringent criteria established by the Regulation in future investment decisions and help prepare the Group and its stakeholders for the process of aligning with the environmental objectives.
In order to meet the requirements of the Regulation, the Group has nevertheless carried out an analysis to verify compliance with the Minimum Safeguards, also with a view to future reporting periods.
Respect of the minimum safeguards
In accordance with Article 18 of the Taxonomy Regulation, Minimum Safeguards (MSS) are procedures implemented by an enterprise engaged in an economic activity to ensure alignment with the OECD Guidelines for Multinational Enterprises, the United Nations Principles on Business and Human Rights (UNGPs), including the principles and rights defined in the eight core conventions set out in the Declaration of the International Organization for Multinational Enterprises. Work on fundamental principles and rights at work, and the International Bill of Human Rights.
The Minimum Safeguards span four main safeguard themes, which include:
- human rights (including workers' and consumers' rights);
- corruption and bribery;
- taxation;
- fair competition
In the absence of further indications from the European Commission, Technoprobe has oriented the assessment of the Minimum Safeguards with reference to the Final Report on Minimum Safeguards, published by the Platform on Sustainable Finance (PSF) in October 2022.
The Group has incorporated the principle of respect for human rights into its Code of Business Conduct, revised in December 2022, which states the following: "Human rights express the dignity of the human being as well as the appropriate way to treat every human being. Every Technoprobe employee, without exception, is required to respect and promote human rights, based on international laws and regulations, including the United Nations Declaration of Human Rights, the conventions established by the International Labour Organization and the United Nations Global Compact. Any deviation is promptly pursued."
The Group also ensures that materials are sourced in accordance with the Organisation for Economic Co-operation and Development ("OECD") "Guide for a Responsible Supply Chain for Minerals from Conflict-Affected and High-Risk Areas" and works closely with suppliers to establish the origin of the minerals in their products.

The same Supplier Code of Conduct, updated in March 2023, states that all Suppliers from whom it procures promote and adopt ethically and socially sustainable business models, which guarantee [...] the protection of the dignity and fundamental human rights of all workers.
In addition to its Code of Business Conduct, Supplier Code of Conduct and Organization, Management and Control Model, to prevent and combat episodes of corruption and bribery, Technoprobe uses a Global Anti-Corruption Compliance Policy, revised in December 2022, through which it does not allow any type of corruption or bribery, either directly or through third parties. Recipients may not give or offer any benefit (including gifts, hospitality, or representation) to anyone for the purpose of obtaining or maintaining a commercial advantage in an unlawful manner. Likewise, the Recipients may not solicit or accept such illicit payments.
To combat and prevent unfair competition, the Code of Business Conduct and the Supplier Code of Conduct are reintroduced; both report that all recipients/suppliers of the Code of Conduct/Supplier Code of Conduct "are required to comply with the strictest applicable antitrust rules, including the prohibition of price determination and the waiver of any type of agreement that may negatively affect competition itself."
Finally, the Group applies a tax policy oriented towards compliance with the regulations in force and has a proactive and efficient taxation system. The Group, in fact, has constantly maintained a transparent approach with the tax authorities, adopting a transfer pricing policy between its affiliated companies to ensure taxation consistent with the commercial activities and economic substance of the transactions.
Finally, following the application of the procedural dimension, it is reported that the Parent Company and its subsidiaries have not received court convictions relating to issues related to human rights, corruption, bribery, taxation or fair competition. In addition, she has not been the subject of cases handled by an OECD National Contact Point (NCP), nor has she been subjected to questioning by the Business and Human Rights Resource Center (BHRRC).
Results and reporting criteria
For the current reporting period, the KPIs (Key Performance Indicators) below relate to the activities that were eligible for the Taxonomy, in line with the provisions of the Delegated Acts. The analysis carried out19 , in fact, did not lead to the alignment of any activity considered. .
Turnover In accordance with Article 8 of Regulation (EU) 2020/852, the share of Taxonomy-eligible economic activities, in terms of total turnover, was determined as the portion of net turnover derived from products and services associated with Taxonomy-eligible economic activities (numerator) divided by total consolidated net turnover (denominator). The latter corresponds to the sum of the financial statement items related to revenue from sales and other operating income. Total Turnover can be reconciled with the consolidated financial statements; further details are available in the 2025 Consolidated Notes to the Financial Statements.
Technoprobe records Taxonomy-eligible Turnover related to the activity "1.2 Manufacture of electrical and electronic equipment", falling under the objective of Transition to a circular economy. As indicated in the Template in Annex
19 The data is processed by aggregating and consolidating the values from the respective accounting records of the companies within the consolidation perimeter. The values are received in the form of reports compliant with the Parent Company's accounting principles, which subsequently verifies the accuracy and completeness of the data for the purpose of preparing the financial reporting.
"Turnover Table", all Group revenues deriving from the sale of probe cards — the Group's core business — have been included within this activity.
CapEx With regard to this indicator, the percentage of economic activities aligned with the EU Taxonomy in terms of capital expenditure is defined as Taxonomyaligned CapEx (numerator) divided by total CapEx (denominator). Total capital expenditure consists of additions to fixed assets during the financial year, before depreciation and any remeasurement, including those arising from revaluations and impairments, and excluding changes in fair value. It includes acquisitions of property, plant and equipment, right-of-use assets and investment property. Additions arising from business combinations are also included. Goodwill is not included in CapEx, as it is not defined as an intangible asset under IAS 38. Total CapEx can be reconciled with the consolidated financial statements; for further details, reference is made to the 2025 Consolidated Notes to the Financial Statements.
OpEx The proportion of Taxonomy-eligible economic activities in terms of operating expenditure is defined as eligible costs (numerator) divided by total OpEx (denominator). Total OpEx consists of direct, non-capitalised costs related to research and development, building renovation measures, short-term leases, and all forms of maintenance and repair.Technoprobe records Taxonomyeligible OpEx related to the activity "1.2 Manufacture of electrical and electronic equipment", which falls under the Transition to a Circular Economy environmental objective. As indicated in the Template in the Annex "OpEx Table", the calculation includes the Group's operating expenses deriving from the sale of probe cards — the Group's core business — in accordance with the "narrow list" required by the EU Taxonomy.

TABLE - PROPORTION OF TURNOVER FROM PRODUCTS OR SERVICES ASSOCIATED WITH TAXONOMY-ALIGNED ECONOMIC ACTIVITIES – DISCLOSURE COVERING YEAR 2025
The amounts reported are expressed in €/000
| Financial year 2025 | Year | Substantial contribution criteria | DNSH criteria ('Does NotSignificantly Harm') | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Economic activities | Code | Turnover | ProportionofTurnover,year2025 | mate ChangeMitigationCli | mate ChangeAdaptationCli | Water | Pollution | Circular Economy | Biodiversity | mate ChangeMitigationCli | mate ChangeAdaptationCli | Water | Pollution | Circular Economy | Biodiversity | m SafeguardsmuMini | Proportion ofTaxonomyaligned (A.1.)or -eligible(A.2.) turnover,year2024 | Categoryenablingactivity | Categorytransitional activity |
| Eurothousand | % | Y; N;N/ EL | Y; N;N/ EL | Y; N;N/ EL | Y; N;N/ EL | Y; N;N/ EL | Y; N;N/ EL | Y/N | Y/N | Y/N | Y/N | Y/N | Y/N | Y/N | % | E | T | ||
| A. TAXONOMY-ELIGIBLE ACTIVITIES | |||||||||||||||||||
| A.1. Environmentally sustainable activities (Taxonomy-aligned) | |||||||||||||||||||
| Turnover of environmentally sustainable activities (Taxonomyaligned) (A.1) | 0 | 0% | N/ EL | N/ EL | N/ EL | N/ EL | N/ EL | N/ EL | N | N | N | N | N | N | N | 0% | |||
| Of which enabling | 0 | 0% | N/ EL | N/ EL | N/ EL | N/ EL | N/ EL | N/ EL | N | N | N | N | N | N | N | 0% | E | ||
| Of which transitional | 0 | 0% | N/ EL | N | N | N | N | N | N | N | 0% | T | |||||||
| A.2. Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) | |||||||||||||||||||
| EL;N/ EL | EL;N/ EL | EL;N/ EL | EL;N/ EL | EL;N/ EL | EL;N/ EL | ||||||||||||||
| Manufacture of electrical and electronic equipment | CE1.2 | 628.380 | 100.00% | N/ EL | N/ EL | N/ EL | N/ EL | EL | N/ EL | 100% | |||||||||
| Turnover of Taxonomy-eligible but not environmentally sustainableactivities (not Taxonomy-aligned activities) (A.2) | 628.380 | 100.00% | 0 % | 0 % | 0 % | 0 % | 100% | 0 % | 100% | ||||||||||
| A. Turnover of Taxonomy- eligible activities (A.1+A.2) | 628.380 | 100.00% | 0 % | 0 % | 0 % | 0 % | 100% | 0 % | 100% | ||||||||||
| B. TAXONOMY-NON-ELIGIBLE ACTIVITIES | |||||||||||||||||||
| Turnover of Taxonomy-non- eligible activities | 0 | 0% | |||||||||||||||||
| TOTAL | 628.380 | 100.00% |
TABLE - PROPORTION OF CAPEX FROM PRODUCTS OR SERVICES ASSOCIATED WITH TAXONOMY-ALIGNED ECONOMIC ACTIVITIES – DISCLOSURE COVERING YEAR 2025
The amounts reported are expressed in €/000
| Financial year 2025 | YearSubstantial contribution criteriaDNSH criteria ('Does Not Significantly Harm') | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Economic activities | Code | CapEx | Proportion ofCapEx, year 2025 | Climate ChangeMitigation | Climate ChangeAdaptation | Water | Pollution | Circular Economy | Biodiversity | Climate ChangeMitigation | Climate ChangeAdaptation | Water | Pollution | Circular Economy | Biodiversity | Minimum Safeguards | Proportion ofTaxonomyaligned (A.1.)or eligible(A.2.) CapEx,year 2024 | Categoryenablingactivity | Categorytransitionalactivity |
| Eurothousand | % | Y; N;N/ EL | Y; N;N/ EL | Y; N;N/ EL | Y; N;N/ EL | Y; N;N/ EL | Y; N;N/ EL | Y/N | Y/N | Y/N | Y/N | Y/N | Y/N | Y/N | % | E | T | ||
| A. TAXONOMY-ELIGIBLE ACTIVITIES | |||||||||||||||||||
| A.1. Environmentally sustainable activities (Taxonomy-aligned) | |||||||||||||||||||
| CapEx of environmentally sustainableactivities (Taxonomy-aligned) (A.1) | 0 | 0% | N/AM | N/AM | N/AM | N/AM | N/AM | N/AM | No | No | No | No | No | No | No | 0% | |||
| Of which enabling | 0 | 0% | N/AM | N/AM | N/AM | N/AM | N/AM | N/AM | No | No | No | No | No | No | No | 0% | A | ||
| Of which transitional | 0 | 0% | N/AM | No | No | No | No | No | No | No | 0% | T | |||||||
| A.2. Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) | |||||||||||||||||||
| AM;N/AM | AM;N/AM | AM;N/AM | AM;N/AM | AM;N/AM | AM;N/AM | ||||||||||||||
| Manufacture of electricaland electronic equipment | CE1.2 | 82.788 | 88,42% | N/AM | N/AM | N/AM | N/AM | AM | N/AM | 99,46% | |||||||||
| Installation, maintenanceand repair of energyefficiency equipment | CCM7.6 | 122 | 0,13% | AM | N/AM | N/AM | N/AM | N/AM | N/AM | 0,01% | |||||||||
| CapEx of taxonomy-eligible but notenvironmentally sustainable activities(taxonomy non-aligned activities) (A.2) | 82.909 | 88,55% | 0,13% | 0% | 0% | 0% | 88,42% | 0% | 99,47% | ||||||||||
| A. CapEx of taxonomy-eligibleactivities (A.1 + A.2) | 82.909 | 88,55% | 0,13% | 0% | 0% | 0% | 88,42% | 0% | 99,47% | ||||||||||
| B. TAXONOMY-NON-ELIGIBLE ACTIVITIES | |||||||||||||||||||
| CapEx of taxonomy non-eligibleactivities | 10.724 | 11,45% | |||||||||||||||||
| TOTAL | 93.633 | 100,00% |

TABLE - PROPORTION OF OPEX FROM PRODUCTS OR SERVICES ASSOCIATED WITH TAXONOMY-ALIGNED ECONOMIC ACTIVITIES – DISCLOSURE COVERING YEAR 2025
The amounts reported are expressed in €/000
| Financial year2025 | Year | Substantial contribution criteria | DNSH criteria ('Does NotSignificantly Harm') | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Economic activities | Code | CapEx | Proportionof CapEx,year2025 | mate Change MitigationCli | mate ChangeAdaptationCli | Water | Pollution | Circular Economy | Biodiversity | mate Change MitigationCli | mate ChangeAdaptationCli | Water | Pollution | Circular Economy | Biodiversity | m SafeguardsmuMini | Proportion ofTaxonomyaligned (A.1.)or eligible(A.2.) CapEx,year 2024 | Categoryenablingactivity | Categorytransitionalactivity |
| Eurothousand | % | Sì; No;N/AM | Sì;No;N/AM | Sì;No;N/AM | Sì;No;N/AM | Sì; No;N/AM | Sì;No;N/AM | Sì/No | Sì/No | Sì/No | Sì/No | Sì/No | Sì/No | Sì/No | % | A | T | ||
| A. TAXONOMY-ELIGIBLE ACTIVITIES | |||||||||||||||||||
| A.1. Environmentally sustainable activities (Taxonomy-aligned) | |||||||||||||||||||
| CapEx of environmentallysustainable activities (Taxonomyaligned) (A.1) | 0 | 0% | N/AM | N/AM | N/AM | N/AM | N/AM | N/AM | No | No | No | No | No | No | No | 0% | |||
| Of which enabling | 0 | 0% | N/AM | N/AM | N/AM | N/AM | N/AM | N/AM | No | No | No | No | No | No | No | 0% | A | ||
| Of which transitional | 0 | 0% | N/AM | No | No | No | No | No | No | No | 0% | T | |||||||
| A.2. Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) | |||||||||||||||||||
| AM;N/AM | AM;N/AM | AM;N/AM | AM;N/AM | AM;N/AM | AM;N/AM | ||||||||||||||
| Manufacture of electricaland electronicequipment | CE1.2 | 125.179 | 87,66% | N/AM | N/AM | N/AM | N/AM | AM | N/AM | 82,87% | |||||||||
| Installation,maintenance and repairof renewable energytechnologies | CCM7.6 | - | 0,% | AM | N/AM | N/AM | N/AM | N/AM | N/AM | 0,01% | |||||||||
| OpEx of Taxonomy-eligible but notenvironmentally sustainableactivities (not Taxonomy-alignedactivities) (A.2) | 125.179 | 82,88% | 0,01% | 0% | 0% | 0% | 82,87% | 0% | 82,88% | ||||||||||
| A. OpEx of Taxonomy eligibleactivities (A.1+A.2) | 125.179 | 87,66% | - | 0% | 0% | 0% | 87,66% | 0% | 82,88% |

| SUSTAINABILITY STATEMEN | |||||
|---|---|---|---|---|---|
| Financial year2025 | Year | Substantial contribution criteria | DNSH criteria ('Does NotSignificantly Harm') | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| B. TAXONOMY-NON-ELIGIBLE ACTIVITIES | ||||||||||||||||
| OpEx of Taxonomy-non-eligibleactivities | 17.621 | 12,34% | ||||||||||||||
| TOTAL | 142.800 | 100,00% |
Table - Percentage of Turnover from products or services associated with taxonomy-aligned economic activities
Proportion of turnover/Total turnover
| Taxonomy-aligned per objective | Taxonomy-eligible per objective | |
|---|---|---|
| CCM | 0 % | 0 % |
| CCA | 0 % | 0 % |
| WTR | 0 % | 0 % |
| CE | 0 % | 100 % |
| PPC | 0 % | 0 % |
| BIO | 0 % | 0 % |
Table - Percentage of CapEx from products or services associated with taxonomy-aligned economic activities
Proportion of CapEx/Total CapEx
| Taxonomy-aligned per objective | Taxonomy-eligible per objective | |
|---|---|---|
| CCM | 0 % | 0,01 % |
| CCA | 0 % | 0 % |
| WTR | 0 % | 0 % |
| CE | 0 % | 88,42 % |
| PPC | 0 % | 0 % |
| BIO | 0 % | 0 % |
Table -Percentage of OpEx from products or services associated with taxonomy-aligned economic activities
Proportion of OpEx/ Total OpEx
| Taxonomy-aligned per objective | Taxonomy-eligible per objective | |
|---|---|---|
| CCM | 0 % | 0,01 % |
| CCA | 0 % | 0 % |
| WTR | 0 % | 0 % |
| CE | 0 % | 82,87 % |
| PPC | 0 % | 0 % |
| BIO | 0 % | 0 % |
With reference to the disclosure pursuant to Article 8, paragraphs 6 and 7, of Delegated Regulation (EU) 2021/2178, which requires the use of the templates provided in Annex XII for the reporting of activities related to nuclear energy and fossil gas, the "Template 1 – Activities related to nuclear energy and fossil gas" is presented below. The additional templates have been omitted as they are not applicable to the activities of the Technoprobe Group.
MODEL 1 – NUCLEAR AND FOSSIL GAS ACTIVITIES
| Item | Nuclear energy related activities | Yes/No |
|---|---|---|
| 1 | The undertaking carries out, funds or has exposures to research, development, demonstration anddeployment of innovative electricity generation facilities that produce energy from nuclear processeswith minimal waste from the fuel cycle. | No |
| 2 | The undertaking carries out, funds or has exposures to construction and safe operation of new nuclearinstallations to produce electricity or process heat, including for the purposes of district heating orindustrial processes such as hydrogen production, as well as their safety upgrades, using best availabletechnologies. | No |
| 3 | The undertaking carries out, funds or has exposures to safe operation of existing nuclear installationsthat produce electricity or process heat, including for the purposes of district heating or industrialprocesses such as hydrogen production from nuclear energy, as well as their safety upgrades. | No |
| Item | Fossil gas related activities | Yes/No |
| 4 | The undertaking carries out, funds or has exposures to construction or operation of electricitygeneration facilities that produce electricity using fossil gaseous fuels. | No |
| 5 | The undertaking carries out, funds or has exposures to construction, refurbishment, and operation ofcombined heat/cool and power generation facilities using fossil gaseous fuels. | No |
| 6 | The undertaking carries out, funds or has exposures to construction, refurbishment and operation ofheat generation facilities that produce heat/cool using fossil gaseous fuels | No |

2.2. E1 Climate Change
2.2.1. Strategy
E1-1 – Transition plan for climate change mitigation
The Group recognises the crucial role of companies in the fight against climate change and, although it has not currently defined a transition plan for climate change mitigation, the definition of a first decarbonisation plan is being assessed in the medium term.
ESRS 2 SBM-3 – Material impacts, risks and opportunities and their interaction with the strategy and business model
Climate change represents a global challenge with significant impacts also within the operational context of companies. The Group recognizes the importance of understanding and managing the related risks and opportunities, integrating these considerations into its corporate strategy and business model in order to ensure long-term resilience and contribute to the transition towards a low-carbon economy.
With reference to climate change mitigation activities aimed at limiting the increase in global average temperature to within 1.5°C compared to pre-industrial levels, during the Double Materiality assessment a transition risk particularly relevant to the Group's activities was identified, arising from the regulatory, technological and market environment increasingly oriented towards a low-carbon economy.
This risk may materialize through:
- the introduction of more stringent emission reporting requirements, which could lead to an impairment or reduction in the value of the Group's assets if these were not aligned with decarbonisation objectives;
- technological transition costs, which may require significant investments in new equipment, processes and infrastructure. These transition costs represent a financial risk, especially if not managed proactively;
- increased operating costs, fines or unfavorable rulings due to potential exposure to litigation arising from higher compliance standards, with a consequent potential reduction in demand for our products and services.
At present, Technoprobe has not yet formalized an analysis of the resilience of its strategy and business model with respect to climate change. However, as part of its journey towards a structured sustainability approach, the Double Materiality assessment has represented the starting point for the launch of a structured pathway aimed at implementing an analysis of climate-related risks, both physical and transition-related, and the subsequent definition of a resilience plan designed to ensure sustainable and proactive management of future challenges.
E1-2 – Policies related to climate change mitigation and adaptation
The Group has not adopted specific formalized policies regarding climate change mitigation and adaptation, as the definition of a Group decarbonization plan is currently under evaluation. This plan is expected to include specific actions related to the IROs associated with climate change topics. The Group operates in compliance with applicable local regulations, works to obtain and maintain all required environmental authorizations, and proactively implements actions to control its processes, aligning them with the best internationally recognized standards.
E1-3 – Actions and resources in relation to climate change policies
Below is a summary of the main initiatives related to climate change mitigation implemented by the Group during the year, divided by decarbonisation levers.
The Group operates renewable energy generation plants installed at its Italian sites in Cernusco Lombardone and Osnago, as well as in San Jose, California. At the same time, within the framework of sustainable mobility, Technoprobe encourages its workforce to use local public transport by providing financial support to employees who request it through reimbursement of annual railway transport passes and by making shuttle services available for travel between railway stations and production facilities.
Furthermore, during 2025, in order to gain a broader understanding of the various energy drivers, the Group strengthened the monitoring and control of energy consumption of its foreign legal entities through semi-annual analyses and on-site visits. This process will help lay the foundations for identifying the most energy-intensive drivers.
The total investment in 2025 is below the predefined threshold reported in the ESRS 2, BP-1 section.
2.2.2. Metrics and targets
E1-4 – Targets related to climate change mitigation and adaptation
At present, the Technoprobe Group has not yet implemented a climate strategy for climate change mitigation. However, as reported in the Remuneration Policies, during 2025 the Group identified certain objectives relating to relevant areas such as energy efficiency and the transition towards renewable energy sources. These objectives were defined within the STI plan and include: a 2% reduction in the Group's energy intensity (MWh/revenue) compared to 2024, and a 1% increase in the share of energy from renewable sources at Group level compared to 2024.
E1-5 – Energy consumption and mix
Within the Group, energy consumption is mainly attributable to operational activities and the management of company facilities. In particular, electricity is used to power production machinery, for lighting, and for the operation of air-conditioning systems in the workplace.
The buildings in which the Group operates, most of which are recently constructed, are already equipped with the best available technologies in terms of energy efficiency, helping to contain overall energy demand. The consumption of natural gas, diesel and oil is instead mainly related to the heating of company premises and transportation activities, respectively. To a limited extent, refrigerant gases are also used in refrigeration and air-conditioning systems, as well as process gases within specific production equipment.
During 2025, the Group recorded a 4% increase in energy consumption from fossil sources20 and an 18% increase in energy production from photovoltaic sources compared to the previous year.
The increase in consumption from fossil sources is mainly attributable to the growth in electricity consumption and in fuels derived from crude oil and petroleum products. These increases were primarily driven by the extension of the consolidation time scope of DIS, which entered the Group during 2024 and was therefore included for the entire 2025 financial year, the expansion of certain production
20Amendment in the preparation of sustainability information: the 2024 data have been restated following a more detailed analysis of energy consumption and subsequent additional checks, also in line with the evolution of the internal control system over sustainability data. The restated Group-level figure for total energy consumption from fossil sources in 2024 amounts to 44,844 MWh (compared to 49,583 MWh reported prior to the restatement). All related data (Scope 2 indirect emissions – location-based, Scope 2 indirect emissions – market-based, energy intensity of high climate-impact activities, and total energy intensity indicators, location-based and market-based) have consequently been updated respectively from 27,883 tCO₂e to 22,976 tCO₂e, from 29,094 tCO₂e to 24,188 tCO₂e, from 0.11 MWh/€ million to 0.10 MWh/€ million, from 0.21 tCO₂e/€ thousand to 0.20 tCO₂e/€ thousand, and from 0.21 tCO₂e/€ thousand to 0.20 tCO₂e/€ thousand.
activities in Taiwan — which also led to the opening of a new facility — and a greater use of company vehicles for internal operational activities, such as inter-company transport and deliveries.
The increase in energy production from photovoltaic sources is influenced by the installation of new dedicated infrastructures and by the different levels of solar irradiation recorded during the year, a factor that affects the performance of the plants and the share of self-produced energy.
The following tables show the Group's total energy consumption in 2025, also broken down by type, the percentage of consumption from fossil or renewable sources, and the energy mix21 .
Group's energy consumption and mix
| Type of energy consumption (MWh) | 2024 | 2025 |
|---|---|---|
| Total energy consumpttion | 45.595 | 47.344 |
| Total energy consumption from fossil sources | 44.844 | 46.461 |
| Total energy consumption from nuclear sources | - | - |
| Total energy consumption from renewable sources | 751 | 883 |
| % of fossil fuels on total energy consumption (%) | 98,4 | 98,1 |
| % of renewables on total energy consumption (%) | 1,6 | 1,9 |
Consumption of energy from fossil sources
| Type of energy consumption (MWh) | 2024 | 2025 |
|---|---|---|
| Total energy consumotion from fossil sources | 44.844 | 46.461 |
| Fuel consumption from coal and coal products | - | - |
| Fuel consumption from crude oil and petroleum products | 602 | 828 |
| Natural Gas Fuel Consumption | 6.328 | 6.203 |
| Fuel consumption from other fossil sources | - | - |
| Consumption of electricity, heat, steam, or cooling purchased oracquired from fossil sources | 37.914 | 39.430 |
Consumption of energy from renewable sources
| Type of energy consumption (MWh) | 2024 | 2025 |
|---|---|---|
| Total energy consumption from renewables sources | 751 | 883 |
| Consumption of fuels for renewable sources, including biomass (alsoincludes industrial and municipal waste of biological origin, biogas,renewable hydrogen, etc.) | - | - |
| Consumption of electricity, heat, steam and cooling from renewablesources, purchased or acquired | - | - |
| Consumption of self-generated renewable energy without the use offuels | 751 | 883 |
The table shows the breakdown of the Group's self-produced energy in 2024, divided between renewable and non-renewable sources.
21 In applying the prudential approach referred to in ESRS E1 AR32(j), the Company considers such consumption as "derived from renewable sources" only when the origin of the purchased energy is clearly defined in contractual agreements with suppliers (e.g., Guarantees of Origin). Consequently, for the share not covered by such instruments, the Company does not disaggregate purchased electricity, steam, heat or cooling by generation source for the purposes of ESRS E1-5 and therefore does not attribute renewable or nuclear components to such consumption, treating it as non-renewable.

Self-produced energy
| Self-produced energy (MWh) | 2024 | 2025 |
|---|---|---|
| Energy production from non-renewable sources | - | - |
| Energy production from renewable sources | 751 | 883 |
The table shows energy intensity in 2025, associated with activities in high climate impact sectors (which include the activities of companies in the Manufacturing sector).
| Energy intensity | 2024 | 2025 |
|---|---|---|
| Energy intensity of activities in high climate impact sectors(MWh/€ thousands) | 0,10 | 0,09 |
| Total energy consumption from activities in high climate impact sectors(MWh) | 43.046 | 45.574 |
| Net revenues from activities in high climate impact sectors 22 (€ mln) | 442 | 524 |
In order to quantify energy consumption as required by the standard, the Group used the following conversion factors to calculate MWh:
| Conversion factors (Mhw/litro) | Factor 202423 | Factor 202524 |
|---|---|---|
| Diesel fuel consumption | 0,10 | 0,09 |
| Petrol fuel consumption | 43.046 | 45.574 |
| LPG fuel consumption | 442 | 524 |
Furthermore, in order to obtain an overall figure, the Group estimated the electricity consumption attributable to remote workers at the DIS Japan, Singapore and United States sites. Specifically, an average per capita consumption was estimated based on DIS sites that have direct meter readings (DIS Hefei, DIS Shanghai and DIS Philippines). The resulting average annual per capita consumption was then applied proportionally to the number of remote employees in order to estimate the related electricity consumption25 .
E1-6 – Gross Scopes 1, 2, 3 and Total GHG emissions
In order to determine the carbon footprint of the activities carried out by the Group, an analysis of Scope 1, Scope 2 and Scope 3 GHG emissions was conducted.
During 2025, the Group recorded an increase in total GHG emissions according to both the locationbased and market-based methodologies, by 18% and 19% respectively compared to the previous financial year. These variations are proportional to the increase in the Group's Net Revenues in 2025 (+16% compared to 2024).
The following tables show the Group's total direct and total direct GHG emissions26 in 2024, broken down by Scope 1, Scope 2 and Scope 3.
22 For more details, please refer to section " 6.1 Group's results of operations of the Annual Financial Report. In this context, the net revenues of the Group's commercial companies are excluded.
23 Source: DESNZ 2024.
24 Source: DESNZ 2025.
25 The reference consumption index used for the year 2025 is equal to 1.4 MWh per employee.
26Scope 1 and Scope 2 emissions are reported only for Technoprobe S.p.A. and its subsidiaries, as Technoprobe does not exercise operational control over other entities, over which there is no financial control.
Direct emissions Scope 1
| Scope 1 total emissions (tCO2e) | 2024 | 2025 | Trend |
|---|---|---|---|
| Direct emissions Scope 1 | 1.378 | 1.583 | +15% |
| Share of Scope 1 emissions from regulated emissiontrading systems | - | - | - |
Indirect emissions Scope 2
| Scope 2 total emissions 27 (tCO2e) | 2024 | 2025 | Trend |
|---|---|---|---|
| Indirect emissions Scope 2 (Location-based) | 22.976 | 20.809 | -9% |
| Indirect emissions Scope 2 (Market based-based) | 24.188 | 23.853 | -1% |
Indirect emissions Scope 3
| Scope 3 total emissions 3 (tCO2e) | 202428 | 2025 | Trend |
|---|---|---|---|
| Indirect emissions Scope 3 | 82.475 | 103.379 | +25% |
| Cat 1 – Indirect emissions from purchased goods andservices | 30.774 | 47.777 | +55% |
| Cat 2 – Indirect emissions from capital goods | 32.200 | 34.978 | +9% |
| Cat 3 – Indirect emissions from fuel and energy relatedactivities (not included in scope 1 or scope 2) | 4.206 | 4.630 | -10% |
| Cat 4 – Indirect emissions from upstream transportationand distribution | 6.820 | 6.241 | -8% |
| Cat 5 – Indirect emissions from waste generated inoperations | 990 | 860 | -13% |
| Cat 6 – Indirect emissions from business travel | 3.630 | 4.637 | +28% |
| Cat 7 – Indirect emissions from Employee commuting | 2.851 | 2.927 | +3% |
| Cat 9 - Indirect emissions from downstreamtransportation and distribution | 1.004 | 1.329 | +32% |
Group's total emissions
| Total emissions (tCO2e) | 2024 | 2025 | Trend |
|---|---|---|---|
| Direct and Indirect emissions (with scope 2 - Locationbased) | 106.829 | 125.771 | +18% |
| Direct and Indirect emissions (with scope 2 – marketbased) | 108.041 | 128.815 | +19% |
27 Associated with electricity.
28 Amendment in the preparation of sustainability information: the methodology for quantifying Scope 3 GHG emissions has been updated to improve the accuracy of data related to the categories listed below. Consequently, in order to ensure better comparability, the 2024 data have been recalculated. Scope 3 GHG emissions – Category 1 "Purchased goods and services": the value of 31,272 tCO₂eq reported in the sustainability reporting as at 31 December 2024 has been recalculated to 30,774 tCO₂eq. Scope 3 GHG emissions – Category 3 "Fuel- and energy-related activities": the value of 4,863 tCO₂eq reported in the sustainability reporting as at 31 December 2024 has been recalculated to 4,206 tCO₂eq. Scope 3 GHG emissions – Category 5 "Waste generated in operations": the value of 975 tCO₂eq reported in the sustainability reporting as at 31 December 2024 has been recalculated to 990 tCO₂eq. In light of the above, and with reference to the updates to the calculation methodology for Scope 2 and Scope 3 GHG emissions described in the previous notes, the total GHG emissions figures reported in the sustainability reporting as at 31 December 2024—amounting to 112,877 tCO₂eq (including Scope 2, location-based) and 114,088 tCO₂eq (including Scope 2, market-based)—have therefore been recalculated to 106,829 tCO₂eq and 108,041 tCO₂eq, respectively.
Emission intensity
| Emission intensity | 2024 | 2025 | Trend |
|---|---|---|---|
| Emission intensity (Location based) (tCO2e/€th) | 0,20 | 0,20 | - |
| Emission intensity (Market based) (tCO2e/€th) | 0,20 | 0,20 | - |
| Total GHG emissions (Location based) (tCO2e) | 106.829 | 125.771 | +18% |
| Total GHG emissions Market based) (tCO2e) | 108.041 | 128.815 | +19% |
| NET REVENUE (€ mln)29 | 543 | 628 | +16% |
For the purpose of calculating Scope 1 emissions, refrigerant gas consumption occurring in 2024 was recorded. Accordingly, the quantities and emission factors used for the related calculations are reported, as well as the emission factors associated with the consumption of natural gas, gasoline, diesel and LPG.
| Source | Type oif energy | Use | Unit | EF (tCO2eq/u.m.) |
|---|---|---|---|---|
| DESNZ 2024 | Natural gas | Heating | MWh | 0,18 |
| DESNZ 2024 | Petrol | Company cars | MWh | 0,22 |
| DESNZ 2024 | Diesel | Company cars | MWh | 0,24 |
| DESNZ 2024 | GPL | Company cars | MWh | 0,21 |
| DESNZ 2025 | Natural gas | Heating | MWh | 0,18 |
| DESNZ 2025 | Petrol | Company cars | MWh | 0,24 |
| DEFRA 2025 | Diesel | Company cars | MWh | 0,24 |
| DEFRA 2025 | GPL | Company cars | MWh | 0,21 |
| F-Gas | u.m. | 2024 | 2025 | unità | 2024 | 2025 |
|---|---|---|---|---|---|---|
| Total Scope 1Emissions F-Gas | Kg | 40,8 | 92,9 | tCO2 | 79,7 | 246,6 |
| HFC-32 | Kg | 5,0 | 0,4 | tCO2 | 3,4 | 0,24 |
| CF4 | Kg | 1,6 | 12,8 | tCO2 | 10,9 | 84,5 |
| R410A | Kg | 32,9 | 77,4 | tCO2 | 63,3 | 148,9 |
| R22 | Kg | 1,2 | 2,0 | tCO2 | 2,1 | 3,5 |
| SF6 | KG | - | 0,40 | tCO2 | - | 9,40 |
| F-Gas | Source | Unit | EF (tCO2eq /unit) |
|---|---|---|---|
| HFC-32 | DESNZ 24 | kg | 0,677 |
| CF4 | AR5 IPCC | kg | 6,630 |
| R410A | DESNZ 24 | kg | 1,924 |
| R22 | DESNZ 24 | kg | 1,760 |
| HFC-32 | DESNZ 25 | kg | 0,677 |
| R410A | DESNZ 25 | kg | 1,924 |
| R22 | DESNZ 25 | kg | 1,760 |
| sf6 | DESNZ 25 | kg | 23,5 |
29 For more details, please refer to section " 6.1 Group's results of operations of the Annual Financial Report".
For the purposes of calculating Scope 2 emissions, the emission factors associated with electricity consumption are reported.
| Source: Location based | Use | Unit | EF (tCO2eq /unit) |
|---|---|---|---|
| AIB Supplier Mix 2024 | Italy | MWh | 0,431 |
| AIB Supplier Mix 2024 | France | MWh | 0,034 |
| AIB Supplier Mix 2024 | Germany | MWh | 0,096 |
| IGES 2024 | China | MWh | 1,031 |
| IGES 2024 | Korea | MWh | 0,701 |
| IGES 2024 | Philippines | MWh | 0,636 |
| Terna 2019 | Japan | MWh | 0,478 |
| IGES 2024 | Singapore | MWh | 0,485 |
| IGES 2024 | Taiwan | MWh | 1,031 |
| EPA | USA | MWh | 0,373 |
| AIB Supplier Mix 2025 | Italy | MWh | 0,280 |
| AIB Supplier Mix 2025 | France | MWh | 0,019 |
| AIB Supplier Mix 2025 | Germany | MWh | 0,043 |
| IGES 2025 | China | MWh | 0,850 |
| IGES 2025 | Korea | MWh | 0,625 |
| IGES 2025 | Philippines | MWh | 0,516 |
| Terna 2025 | Japan | MWh | 0,451 |
| IGES 2025 | Singapore | MWh | 0,486 |
| IGES 2025 | Taiwan | MWh | 0,850 |
| EPA | USA | MWh | 0,350 |
| Source: Market based | Use | Unit | EF (tCO2eq /unit) |
|---|---|---|---|
| AIB Residual Mix 2024 | Italy | MWh | 0,500 |
| AIB Residual Mix 2024 | France | MWh | 0,041 |
| AIB Residual Mix 2024 | Germany | MWh | 0,719 |
| IGES 2024 | China | MWh | 1,031 |
| IGES 2024 | Korea | MWh | 0,701 |
| IGES 2024 | Philippines | MWh | 0,636 |
| Terna 2019 | Japan | MWh | 0,478 |
| IGES 2024 | Singapore | MWh | 0,485 |
| IGES 2024 | Taiwan | MWh | 1,031 |
| EPA | USA | MWh | 0,373 |
| AIB Residual Mix 2025 | Italy | MWh | 0,441 |
| AIB Residual Mix 2025 | France | MWh | 0,024 |
| AIB Residual Mix 2025 | Germany | MWh | 0,725 |
| IGES 2025 | China | MWh | 0,850 |
| IGES 2025 | Korea | MWh | 0,625 |
| IGES 2025 | Philippines | MWh | 0,516 |
| Terna 2024 | Japan | MWh | 0,451 |
| IGES 2025 | Singapore | MWh | 0,486 |
| IGES 2025 | Taiwan | MWh | 0,850 |
| EPA | USA | MWh | 0,350 |
For Scope 3, the methodology applied is as follows:
- Category 1 Purchased Goods and Services: this includes all upstream emissions from the purchase of goods or services for the reporting year. Emissions from purchased goods were quantified using the average-data method30 , using emission factors mainly derived from LCA, EPD, and the Ecoinvent database, version 3.9. Emissions from purchased services were calculated using the spend-based method31, here the Group's 2025 expenditure was used as input data. These amounts were then multiplied by specific emission factors32 .
- Category 2 Capital Goods: Emissions were calculated using the spend-based method, analyzing the economic value of capital goods purchased during the year. The Group's capital goods acquisitions were categorized, and the corresponding amounts were multiplied by specific emission factors33 .
- Category 3 Fuel- and Energy-Related Activities (Not Included in Scope 1 or Scope 2): Emissions were quantified using the average-data method, based on fuel and electricity consumption data from Scope 1 and Scope 2. These quantitative inputs were multiplied by specific emission factors34 considering extraction, transportation, distribution, and potential energy carrier network losses.
- Category 4 Upstream Transportation and Distribution: The spend-based method was used, with input data based on the Group's expenditures for inbound transportation and transportation costs borne by the Group for product sales. As a precautionary measure, all expenses for sales-related transportation were attributed to air transport, which is the primary mode for finished products. These amounts were multiplied by specific emission factors35 .
- Category 5 Waste Generated in Operations: This includes emissions from the disposal and treatment of waste generated by the Group's activities during the reporting year. Emissions were quantified using the waste-type specific method, applying specific emission factors36 based on waste type and treatment method.
- Category 6 Business Travel: The spend-based method was applied, using the total expenditure on business travel as input data and applying specific emission factors37 .
- Category 7 Employee Commuting: Emissions from employee commuting were reported using the distance-based method. The calculation considered each employee's mobility within Italy, factoring in their usual workplace, residence, and the number of days worked on-site and remotely, applying appropriate emission factor38. The emissions for the Italian perimeter were then extrapolated based on the total number of employees in the Group.
- Category 8 -Upstream Leased Assets: the category has not been evaluated because it is already included in Scope 1 and Scope 2.
- Category 9 Downstream Transportation and Distribution: Emissions from downstream logistics not covered by the company were reported. These emissions were calculated exclusively for the Italian perimeter using the distance-based method, assigning the appropriate conversion factor to each transport route39 .
30 As defined by the GHG Protocol, this is an emission estimate based on secondary emission factors (e.g., industry averages, scientific literature, etc.).
31 As defined by the GHG Protocol, this is an emission estimate based on economic expenditure and specific emission factors expressed per monetary unit.
32 Environmentally Extended Input Output (EEIO) database, Eurostat
33 Environmentally Extended Input Output (EEIO) database, Eurostat
34 UK Government GHG Conversion Factors for Company Reporting (DESNZ 2024, DESNZ 2025); International Energy Agency (EIA 2024, EIA 2025)
35 Environmentally Extended Input Output (EEIO) database, Eurostat
36 UK Government GHG Conversion Factors for Company Reporting (DESNZ 2024, DESNZ 2025)
37 Environmentally Extended Input Output (EEIO) database, Eurostat
38 UK Government GHG Conversion Factors for Company Reporting (DESNZ 2024, DESNZ 2025)
39 UK Government GHG Conversion Factors for Company Reporting (DESNZ 2024, DESNZ 2025)
It should be noted that the categories excluded from this reporting were deemed not applicable to the organization40 .
It should be noted that for Category 1, the use of primary (specific) data amounts to xx%. With regard to Categories 3 and 5, the calculation was carried out entirely using primary data.For all other Scope 3 categories, the quantification was performed without using primary data.
E1-7 – GHG removals and GHG mitigation projects financed through carbon credits
The Group does not participate in GHG removal and storage activities and does not purchase carbon credits to offset its carbon footprint.
E1-8 – Internal carbon pricing
The Group has not adopted internal carbon pricing systems.
40 Category 10 is not applicable as the Group does not sell intermediate products requiring further processing; Category 11 is not applicable as the Group does not sell products that require energy for their use; Category 12 has been excluded due to the lack of available information and literature data to reliably estimate the end-of-life treatment of the Group's products; Category 13 is not applicable as the Group does not own leased assets at third-party locations whose emissions are not already included in Scope 1 and Scope 2; Category 14 is not applicable as the Group does not operate franchises; Category 15 is not applicable as the Group does not hold investments.
2.3. E5 Resource use and circular economy
2.3.1. Impact, risk and opportunity management
E5-1 – Policies related to resource use and circular economy
Having formalized its environmental commitment within the Code of Business Conduct, the Group has not adopted specific formalized policies on resources and circular economy. However, the Group monitors the volumes of incoming materials and the waste generated, adopting identification and labeling procedures and using appropriate technologies to limit risks to the environment.
E5-2 – Actions and resources related to resource use and circular economy
In the absence of formalized policies on resources and the circular economy, the Group has not adopted specific actions but has promoted initiatives aimed at reducing waste generation and encouraging its recovery and reuse.
With regard to municipal waste generated within the workplace, it is collected separately and, alongside this practice, continuous awareness initiatives are promoted among the workforce to foster greater understanding of individual contributions to environmental protection.
Special waste deriving from production activities is managed using the best available technologies, and wherever possible, material or energy recovery operations are preferred over disposal. Dedicated areas have been set up at production sites for the temporary storage of special waste. These areas have been designed to prevent any form of soil or groundwater contamination. In addition, waste is stored in covered areas protected from weather conditions, with paved surfaces and safeguards in place to prevent potential spills.
Waste generation depends on the specific nature of the Group's business. Sites carrying out design activities, customer support, or repair services do not generate industrial waste. These locations mainly handle non-hazardous municipal waste, such as packaging, paper, or cardboard, and, where possible, implement recycling and reuse processes for materials such as boxes and foam fillers.
Where a full production process is present, a description of the types of waste generated has been provided; industrial waste disposal processes are carried out through authorized third-party companies. The total investment in 2025 is below the predefined threshold reported in the ESRS 2 section.
2.3.2. Targets and metrics
E5-3 – Targets relate to resource use and circular economy
At present, the Technoprobe Group has not yet implemented a strategy to mitigate negative externalities related to resource use and the circular economy. However, with reference to objectives related to resource use and the circular economy, during 2025 the Group set a target to reduce the intensity of waste generated (tonnes/revenue) by 5% compared to 2024.
E5-4 –Resource inflows
In carrying out its activities, the Group primarily purchases the following types of raw materials: printed circuit boards (PCBs), metal alloys, electronic components, silicon, and process solutions for surface chemical treatments.
In the production process, auxiliary materials are also used, such as chemicals, pastes, resins, soldering wires and technical gases. Packaging materials are also used to handle product shipments.
The following table shows the weight of incoming products and materials, and the percentage of biological and secondary materials during 2025 41 .
During 2025, the Group introduced several changes to an internal process related to the processing of a material relevant to its production activities. This operational revision also led to a redefinition of procurement methods, resulting in a reduction in purchased volumes, particularly with reference to specific materials previously used in the aforementioned processes. Following these changes, the overall weight of the materials involved decreased, falling from 933 tonnes in 2024 to 399 tonnes in 2025.
Furthermore, the activities affected by the process modification are mainly located in an area of the Group that, during the same period, underwent an operational reorganization. As part of this reorganization, the closure of a plant that used these materials was also decided. Consequently, part of the inventory purchased in 2024 was not replenished in 2025, and a portion of the remaining materials was disposed of, resulting in their reclassification under indicator E5-5.
Resource inflows
| Resoruce inflows (T) | 2024 | 2025 |
|---|---|---|
| Total weight of products and materials used | 933 | 399 |
| Biological materials (%) | - | - |
| TOTAL WEIGHT OF REUSED OR RECYCLED MATERIALS OR COMPONENTS | 0,23 | 0,42 |
| REUSED OR RECYCLED MATERIALS OR COMPONENTS (%) | - | - |
To determine the weight of incoming products and materials, the Group adopted a methodology based on the analysis of purchase orders related to each material used in the construction of the Probe Card. Where specific weight data were not available, targeted estimates were made using both primary information—such as the number of pieces and the average volume, proportionally adjusted to the quantity of pieces purchased—and historical data referring to the previous reporting period.
E5-5 – Resource ouflows
Products and materials
The Probe Card is a device designed based on the technical specifications of the chip to be tested; these specifications determine its durability, which therefore varies depending on the characteristics of the chip itself. The chip specifications mainly depend on two factors: the reference market segment (including Consumer, Automotive, Industrial and Artificial Intelligence) and the supported technology.
Segments requiring high processing capacity and advanced performance, particularly Artificial Intelligence and Consumer, are also those that require faster and continuous technological development. These intrinsic characteristics make it difficult to identify reference indicators or comparable benchmarks, also considering the absence, at sector level, of shared metrics defining an average durability for this type of product. In order to extend the useful life of its products, the Group is able, upon customer request, to carry out maintenance activities such as the replacement of probe card needles and probes. At the same time, the Group is engaged in internal studies and analyses on the topics of durability, repairability and recyclability of its products.
41 Amendment in the preparation of sustainability information: the 2024 data have been restated following a more detailed analysis of resource inflows. The restated Group-level figure for the total weight of products and technical materials used in 2024 amounts to 933 tonnes (compared to 1,016 tonnes reported prior to the restatement).
Waste
During 2025, the Group generated a total of 2.251 tonnes of waste, of which 688 tonnes were classified as hazardous42. These figures correspond respectively to a 21% decrease and a 22% increase compared to 202443 . The total amount of waste not sent for recycling amounts to 2.180 tonnes (an increase of 2% compared to 2024).
The following table shows the total quantity of waste sent for recovery and disposal during 2025.
| 2025 | |||
|---|---|---|---|
| Destination of waste (T) | Hazardouswaste | Nonhazardouswaste | Total waste |
| Total waste diverted from disposal | 131 | 258 | 389 |
| Preparation for reuse | - | 2 | 2 |
| Recycling | 64 | 6 | 70 |
| Other recovery operations | 67 | 250 | 317 |
| Total waste direct to disposal | 557 | 1.305 | 1.862 |
| Incineration | 32 | 35 | 67 |
| Landfill | 31 | 4 | 35 |
| Other disposal operations | 494 | 1.266 | 1.760 |
| 2024 | |||
|---|---|---|---|
| Destination of waste (T) | Hazardouswaste | Nonhazardouswaste | Total waste |
| Total waste diverted from disposal | 201 | 269 | 470 |
| Preparation for reuse | - | 1 | 1 |
| Recycling | 122 | 8 | 130 |
| Other recovery operations | 79 | 260 | 339 |
| Total waste direct to disposal | 364 | 2.009 | 2.373 |
| Incineration | 33 | 23 | 56 |
| Landfill | 58 | 1 | 59 |
| Other disposal operations | 273 | 1.985 | 2.258 |
Hazardous special waste disposed of in the largest quantities consists of waste made up of galvanic solutions, pickling acids and bases, solvents, empty contaminated packaging, and rags. With regard to non-hazardous special waste, this includes waste consisting of industrial discharges not sent to treatment plants, condensate water or washing water, filter-pressed sludge derived from the treatment of process water, paper and cardboard packaging, ferrous metal shavings, wood, and mixed packaging. With reference to the methodology used to calculate the weight of waste, for all Italian sites the classification of waste takes into account the categories defined by Legislative Decree 152 of 2006, while for foreign sites waste has been classified according to local regulations.
42 The Group has not produced radioactive waste.
43 Amendment in the preparation of sustainability information: the 2024 data have been restated following a more detailed analysis of waste. The restated Group-level figures for total waste generated and total non-hazardous waste in 2024 amount to 2,843 tonnes and 2,278 tonnes, respectively (compared to 2,871 tonnes and 2,306 tonnes reported prior to the restatement). In particular, the related data for non-hazardous waste sent to recycling, other recovery operations, incineration, and landfill disposal have been updated from 7 tonnes to 8 tonnes, from 259 tonnes to 260 tonnes, from 21 tonnes to 23 tonnes, and from 33 tonnes to 1 tonne, respectively.
In particular, for the DIS Tech America facilities (Santa Clara — closed in April 2025 — and Fremont), the data for 2025 were partially estimated based on the ratio between revenue and waste generated in 2024, re-parameterized using 2025 revenue. For Technoprobe Taiwan, the estimates were calculated by proportionally adjusting the quantities of incoming materials or repaired products.

3. Social information
3.1. S1 Own Workforce
3.1.1. Strategy
ESRS 2 SBM-3 – Material impacts, risks and opportunities and their interaction with strategy and business model
As indicated in the chapter "ESRS 2 General information", section "SBM-3 Material impacts, risks and opportunities and their interaction with the strategy and business model", Technoprobe carried out a Double Materiality assessment aimed at identifying the material impacts that the Group could contribute to generating on its own workforce, as well as the material risks and opportunities to which the Group may be exposed. The Double Materiality exercise considered all categories of workers.
Considering the nature of the Group's activities, no significant risks related to incidents of child labour, forced labour or compulsory labour were identified. At the same time, no groups of workers with specific characteristics were identified that may be more exposed to the negative impacts identified, whether current or potential. Nevertheless, the Group's workers may be exposed to potential impacts arising from operations.
The Group recognizes the importance of human capital as a key element for success and continuous innovation. For this reason, it is committed to ensuring adequate working conditions, with particular attention to health and safety matters and to the development of strong relationships with members of its workforce and their representatives. The Group also promotes equality, well-being, professional development and continuity, and safeguards employees' privacy.
Investments in the workforce are central and not only enable the organization to face technological and market challenges, but also help create a stimulating environment in which retention is encouraged, a key element for operational continuity.
Reference should be made to the chapter "ESRS 2 General information", section "SBM-3 Material impacts, risks and opportunities and their interaction with the strategy and business model", for further details on impacts, risks and opportunities relating to the workforce and on their interaction with the Group's strategy and business model.
3.1.2. Impact, risk and opportunity managment
S1-1 – Policies related to own workforce
The Group has adopted specific policies in order to manage the related impacts, risks and opportunities. These include the Code of Business Conduct44, the Health and Safety Management System, and the Information Security Policy. Below are the aspects of the Code of Business Conduct that describe the Group's commitments with reference to its workforce:
Professional development, career continuity and fair treatment Recognizing its employees as the key to success, the Group aims to continuously develop their personal and professional skills and is committed to promoting employee training and active participation at every level of the organization.
44 For further details on the Code of Conduct adopted by the Group, please refer to the section "G1-1 Policies on corporate culture and business conduct".
| Respect for theindividual, diversityand inclusion | The Group respects the personal dignity and rights of every employee,promotes and supports a fair and inclusive working environment, valuesdiversity and ensures equal opportunities, committing to maintaining aworkplace free from discrimination, coercion and harassment. |
|---|---|
| Well-being, healthand safety | The Group is committed to complying with all applicable occupational healthand safety laws and regulations and to ensuring a healthy, safe workingenvironment oriented toward the overall well-being of employees. In additionto physical protection, it adopts measures to promote psychological wellbeing and work-life balance, fostering conditions that reduce stress andsupport workers' quality of life. |
| Protection ofpersonal data | The Group respects the confidentiality of the personal data of its workforceand is committed to ensuring that such data are collected ethically andlegally and used only for purposes permitted by law. The protection of theconfidentiality of this information and compliance with legal and regulatoryrequirements regarding privacy and information security are constantcommitmentswheneverpersonalinformationiscollected,stored,processed, transmitted and shared. |
In line with the protection principles set out in the Code of Business Conduct, Technoprobe has implemented an Occupational Health and Safety Management System (OHSMS) across all Italian sites, which has not been certified by a third-party body. However, the OHSMS is aligned with the provisions of Article 30 of Legislative Decree 81/2008 and subsequent amendments, as well as with the ISO 45001 standard, in compliance with the requirements of Legislative Decree 231/2001.
In addition, Technoprobe Taiwan and Technoprobe Korea have implemented an Occupational Health and Safety Management System certified by a third-party body in accordance with the ISO 45001 standard, while the other Group companies have adopted health and safety management systems implemented in accordance with local standards and regulations.
Consistently with the provisions of the aforementioned standards, the System defines the responsibilities of individual company roles, whether they hold hierarchical positions with reference to obligations under locally applicable legislation, or functional roles related to the implementation of the system within the company.
With regard to the Information Security Policy, applicable to all Group companies and approved by Management in April 2023, Technoprobe is committed to protecting the privacy and confidentiality of its workforce by complying with national and international regulations (including the General Data Protection Regulation) concerning the processing and security of personal data.
Con riferimento alla Politica della sicurezza delle informazioni, applicabile a tutte le società del Gruppo e approvata dalla Direzione nell'aprile 2023, Technoprobe si impegna a tutelare la riservatezza della privacy della propria forza lavoro, conformandosi alle normative nazionali e internazionali (tra le quali, la General Data Protection Regulation) in materia di trattamento dei dai personali e della loro sicurezza.
The policy refers to the engagement of the entire workforce in the implementation and periodic review of the Information Security Management System, as well as in the reporting of any adverse events.
S1-2 – Processes for engaging with own workforce and workers' representatives about impacts
The Group's commitment to its workforce is also reflected in dialogue and listening, with the awareness that these are fundamental elements for ensuring the long-term sustainability of professional relationships. During 2025, the Group adopted a structured process for engaging the workforce regarding impacts, represented by the People Probe Survey, a tool dedicated to dialogue with internal stakeholders on topics related to the Group's personnel management, aimed at analysing the perception of employee engagement.
The areas investigated through this tool include the employee experience, development, confidence in the future, management effectiveness, and innovation. Based on the responses received, the Group initiated dedicated discussion forums closely connected to the main areas highlighted by the survey, committing to implement improvement actions across the organization.
At the same time, the Group maintained other engagement activities, including periodic meetings, informal meetings with management, and internal questionnaires.
With reference to health and safety matters, Technoprobe promotes the election of workers' safety representatives, appointed in accordance with the procedures provided for by applicable legislation. These representatives are responsible for representing all workers operating at a specific site and for actively participating in the risk assessment and prevention system relating to the working environment.
Workers' representatives are consulted regarding planning and the launch of risk assessment activities and receive information concerning hazardous substances and mixtures, machinery and equipment, workplace organization, accidents and occupational diseases, fire prevention and emergency management. They are also involved in identifying, planning and verifying the implementation of preventive measures within the company on an annual basis. Joint workplace inspections and specific sharing sessions are organized to ensure detailed communication of the results of individual risk assessments.
In reaffirming its role as a key actor in industrial relations, Technoprobe has maintained active and ongoing dialogue with workers' representatives, participating in several discussion forums, including the Equal Opportunities Committee. Since 2019, Technoprobe has regularly signed a second-level company collective agreement together with the Social Partners, aimed at supplementing the National Collective Labour Agreement (CCNL) and providing improved conditions compared to those established therein.
S1-3 – Processes to remediate negative impacts and channels for own workers to raise concerns
The Group is committed to assessing and monitoring its impacts on the workforce, as well as ensuring the effective management of any negative impacts that it may directly or indirectly cause to its employees. To this end, the Group has adopted tools aimed at engaging, raising awareness among, and empowering its workforce. These include the Code of Business Conduct, the Organizational Model 231, the Global Whistleblowing Policy and internal reporting systems, the Health and Safety Management System, and the related communication and training activities.
In its ongoing commitment to promoting a corporate culture characterized by ethical behaviour and a Corporate Governance system capable of preventing unlawful conduct, the Group recognizes the importance of specific procedures governing the reporting of misconduct.
In this regard, in compliance with the provisions of Legislative Decree 2023/24 and Directive (EU) 2019/1937, the Group has adopted a Global Whistleblowing Policy.
Technoprobe has established a Whistleblowing reporting channel available to all employees45. In addition, if a member of the workforce believes that the working environment does not reflect the principles described in the Code of Business Conduct, they may also submit a report— including anonymously — to the Human Resources function.
45 For further information, please refer to the section "G1-1 Policies on corporate culture and business conduct."
These channels ensure confidentiality, anonymity and protection for individuals who submit reports, safeguarding them from the risk of retaliation.
S1-4 –Taking action on material impacts on own workforce, and approaches to mitigating material risks and pursuing material opportunities related to own workforce, and effectiveness of those actions
In order to enhance its positive impacts, mitigate negative impacts, and manage risks and opportunities related to its workforce, the Group has implemented a series of initiatives aimed at job creation, promoting appropriate working conditions—including with respect to development, remuneration, diversity and inclusion—supporting employee well-being, and safeguarding the privacy of its employees. The initiatives described below are monitored and assessed by the Group through the activities of the various functions responsible for their implementation.
Talent attraction and employer branding
With the aim of making a concrete contribution to sustainable development in the area of employment and aware of the need to attract qualified profiles, in 2025 the Group continued its recruiting activities consistently and strengthened its relationships with schools, training institutions and research centres. Active participation in events promoted by primary and secondary schools and universities made it possible to identify new talents and present the Group to younger generations, fostering both career orientation and the transfer of technical and professional skills.
During the year, Technoprobe took part in numerous Career Days and Open Days, involving both Human Resources professionals and technical staff. This made it possible to present directly and transparently the variety of professional roles within the Group and the growth and development opportunities available, in line with the technological evolution of the market.
In addition, Technoprobe directly organized its own Hiring Day at the Cernusco Lombardone headquarters, an event dedicated to recent graduates and graduating students in Engineering, Physics and Materials Science. The initiative created an immediate opportunity for interaction between candidates and company professionals, allowing participants to experience an advanced technological environment firsthand, meet Technoprobe teams, take part in interviews and explore available career opportunities.
Thanks to an innovative format, candidates were able to explore open roles in the areas of Design, Process Engineering and Production Engineering, and in some cases, when the meeting proved to be of mutual interest, it was possible to present a job offer at the end of the day.
At the same time, Technoprobe continued to develop dedicated initiatives within the framework of PCTO programmes (Paths for Transversal Skills and Orientation), curricular internships and university theses. Technoprobe provides people, expertise and facilities to offer valuable training experiences, usually lasting a minimum of two weeks. In many cases, at the end of a curricular internship or a thesis carried out directly within the company, participants had the opportunity to access fixed-term employment contracts, thereby creating a concrete and effective bridge between education and the world of work.
Training and employees development
Training represents a key strategic lever for achieving the Group's mission, namely the development of advanced and highly innovative solutions in the chip testing sector.
With a flexible and dynamic approach, the Group is committed to offering tailored design solutions, ensuring distinctive and high-quality products. In this context, Technoprobe's Training Plan is designed to generate tangible results by addressing, in a structured manner, all areas of workforce development. At the same time, it ensures compliance with mandatory training requirements established by applicable regulations and internal safety standards, through courses covering occupational health and
safety (Legislative Decree 81/08), fire safety and first aid, privacy and data protection, ethics and corporate compliance.
Training's goals
| Supportingtechnologicalinnovation | Throughtrainingonkeycompetenciesforchiptesting,aimedatstrengthening the Group's ability to anticipate and respond to the needs of aconstantly evolving market.Technoprobe has invested in advanced technological training programmes,essential to maintaining leadership in the semiconductor sector, which ischaracterized by rapid change and a continuous need for innovation. Amongthe most significant initiatives in 2025 were courses dedicated to design anddevelopment, aimed at creating increasingly competitive and cutting-edgeprobe cards, together with training on specialist software such as Prometeo,Windchill, Cadence and Ansys.Another strategic area concerned theintroduction of Artificial Intelligence and Machine Learning applied to chiptesting, with dedicated programmes that encourage the adoption ofemerging technologies within business processes. |
|---|---|
| Improvingproductivity andprocess quality | Through targeted training programmes related to the implementation of newmanagement tools, including SAP and the SuccessFactors module, andcontinuous updates on new operational techniques supporting efficiencyand excellence in business activities.A cornerstone of the training plan isrepresented by on-the-job training in production areas. This approachenables operators to acquire skills directly in the workplace through thesupport of experienced trainers. The objectives include reducing onboardingtimes for new hires, ensuring the correct application of procedures andquality standards, and enabling the structured transfer of companyknowledge. |
| Promotingcollaboration andleadershipdevelopment | Promoting transversal competencies and soft skills that are fundamental foreffective teamwork, both within teams and in interactions between differentfunctions.Technoprobe has placed significant emphasis on the development of softskills, which are now essential for operating effectively in a dynamic andcomplex global environment. A central element has been the strengtheningof both operational and managerial leadership, through programmesdedicated to team management, conflict management, time and prioritymanagement, and experiential workshops focused on applying problemsolving and change management methodologies to real cases.Particular attention has been given to communication, considered astrategic area: courses on public speaking, effective feedback and criticalthinking are among the most requested and most widely attended.Complementing these initiatives, individual coaching programmes havebeen introduced for high-potential employees, with the aim of supportingtheir professional and personal development in a targeted manner.Given the international nature of the company, language training has alsobeen expanded, with courses at various levels delivered in collaboration withcertified institutions |
Performance management
In order to make performance evaluation activities more structured and consistent across the different Group companies, during 2025 the Parent Company launched the development of a structured performance management system. The initiative involves the introduction of a standardized process including employee self-assessment, manager evaluation, feedback meetings, and the definition of development plans, supported by a dedicated platform. The objective is to ensure transparency, fairness and consistency in the evaluation of employee performance.
The process was launched at Technoprobe in December 2025 and will subsequently be extended across the Group in 2026.
Pay equity
The Group ensures remuneration consistency with local regulatory requirements and collective bargaining agreements (where applicable). With the aim of retaining talent and maintaining market competitiveness, the Group conducts periodic compensation benchmarking analyses and evaluates employees' professional development paths.
With a view to the entry into force of Directive (EU) 2023/970, known as the EU Pay Transparency Directive, during 2025 the Group developed a structured remuneration management project aimed at ensuring fairness and transparency in workforce management, which was subsequently launched in January 2026. The initiative includes the complete mapping of company roles through the identification of standardized role families, the implementation of a job leveling system, and the assignment of unique identification codes. This approach will make it possible to internally verify pay equity across different professional categories, conduct comparative analyses with market benchmarks, and support strategic decisions regarding compensation. The project will be completed in the first half of 2026 with reference to the Italian scope and will subsequently be extended at Group level.
Welfare initiatives
Technoprobe has introduced several services designed to strengthen employees' purchasing power, including platforms for the conversion of the performance bonus, reimbursement of public transport subscriptions, and agreements with professionals in the areas of tax and legal consultancy.
In particular, a digital platform has been made available that allows employees to convert all or part of the performance bonus agreed with the Social Partners into the purchase of numerous services, ranging from education to sports, from supplementary pension schemes to travel. This option allows employees to benefit from full tax exemption on the bonus and from an additional 30% increase provided by Technoprobe on the converted amount. In 2025, 58% of employees opted for full or partial conversion of the bonus.
Furthermore, to support commuting costs, in 2025 more than 500 public transport subscriptions were reimbursed, encouraging forms of mobility with a lower environmental impact. In addition, a daily company shuttle service connects the railway station with Technoprobe's Italian sites, facilitating employees' daily commuting.
Diversity and Inclusion activities
Technoprobe invests in initiatives that promote workplace inclusion and generate a positive impact on the local community, developing practical tools and collaborations within the framework of agreements under Article 14 of Law 68/1999. This model, which involves cooperation between companies subject to hiring obligations and Type B social cooperatives, represents an important instrument for promoting access to employment for people with disabilities or vulnerabilities.
Among the projects launched in recent years and confirmed in 2025, two initiatives stand out thanks to strong local partnerships and qualified training interventions: the Ciclofficina Project and ForMe – A bridge to employment. Both initiatives demonstrate the Group's concrete contribution to the development of pathways toward autonomy and employability for disadvantaged individuals.
The Ciclofficina Project was developed in collaboration with Cooperativa Paso, active since 2005 in the Merate area and committed to promoting inclusion and autonomy for vulnerable individuals. The project takes place within Binario Vivo, located at the Cernusco Lombardone railway station, where since 2023 a space integrating sustainable mobility and social inclusion has been operational. Here, participants involved in the cooperative's programmes have the opportunity to acquire professional skills through activities such as bicycle storage, rental and repair, as well as the refurbishment and sale of used bicycles. The Ciclofficina provides a dynamic and welcoming training environment that enables participants to develop technical, relational and customer service skills, contributing to their journey toward greater personal and professional autonomy.
In parallel, ForMe – A bridge to employment is a Training Island developed in collaboration with Cooperativa Sociale Il Grappolo and the Targeted Placement Service of the Province of Lecco, within the framework of the Dote Impresa Collocamento Mirato programme of the Lombardy Region. ForMe provides a structured environment where trainees, supported by a dedicated tutor, can receive training, engage in practical activities and strengthen their professional identity. The goal is to support people with disabilities through a gradual pathway toward employment, particularly when it is necessary to strengthen transversal or behavioural skills.
In 2025, the initiative involved ten participants, who had access to tools, facilities and training activities oriented toward professional roles currently in high demand—such as warehouse operator and quality control operator—including within Technoprobe itself.
Protection of employees' health and safety
With regard to the protection of employees' health and safety, Technoprobe designs its facilities and processes in order to ensure high standards of occupational health and safety. A preliminary risk assessment is carried out for all risks and is continuously updated in relation to changes in workplaces and production processes, as well as following significant events that highlight the need for review. The Group also prepares an audit plan aimed at verifying the application and effectiveness of the procedures adopted within the Health and Safety Management System.
The results of these activities form the basis of a programme of measures designed to ensure continuous improvement in protection levels. The programme's performance is shared through periodic meetings with the Employer, delegates and managers responsible for occupational health and safety, and is discussed during the annual Management Review. Information and training programmes are implemented to progressively strengthen the corporate safety culture and to encourage workers to play an active role in reporting unsafe conditions and near misses to their supervisors. With the support of the prevention and protection service, the necessary actions are then identified to prevent the recurrence of such conditions.
The company has also defined a specific procedure for the communication and management of adverse events, which are recorded in detail and analysed in order to determine their causes.Training and information activities are an integral part of the measures implemented by Technoprobe to reduce the number of workplace accidents.
In particular, with the aim of strengthening employees' awareness regarding health promotion, improving their self-care capabilities and ensuring compliance with occupational health and safety standards, Technoprobe, Yee Wei (the Group's main production site in Taiwan) and DIS Philippines organize health seminars and corporate well-being campaigns.
Wellbeing
The Group confirms its commitment to supporting the well-being of its people by offering initiatives and services that are free of charge or provided through agreements, designed to address the concrete needs of employees and their families. In particular, recognizing the importance of taking care of its people and protecting their health, the Group provides annual medical subsidies and reimbursements, which can be used to cover eligible healthcare expenses, as well as corporate insurance programmes, as an integral component of the employee benefits package.
| Physical and mentalwell-being,prevention andhealthcare support | In continuity with the initiatives launched in previous years, Technoprobe hasconfirmed the free influenza vaccination service for employees andagreements with local facilities to provide facilitated access to servicesrelated to physical well-being, including gyms, healthcare centres andosteopathic clinics.Technoprobe America Inc. has developed a programme dedicated toemployees'physicalandmentalwell-being,whichincludesfitnessactivities, gym memberships and other services focused on health and wellbeing. The programme also includes confidential individual counsellingsessions, mental health resources and support tools to help manage stressrelated both to work demands and to personal life, with particular attentionto periods of increased workload.In 2025, the Taiwanese site of DIS promoted prevention initiatives for allemployees, including annual physical check-ups and influenza vaccination.In addition, on-site medical services are available, including basicconsultations, health guidance and assistance in managing medicalrequests, including referrals or recommendations for specialist visits whennecessary. Similar medical and healthcare support services are alsoavailable at Yee Wei Inc. in Taiwan. |
|---|---|
| Support forparenthood andfamilies | Among the measures in place at Technoprobe is a €1,000 bonus for newbirths and several initiatives aimed at supporting parents financially. Theseinclude contributions for employees' children to attend summer camps,which provide practical support during school closure periods, and nurseryschool benefits, with discounts calibrated according to attendance,significantly easing oneof the main family expenses.In addition, collaboration with non-profit organizations providing assistanceand support to families with vulnerable members has continued, offeringtargeted support in situations of particular need. At the Group's Asian sites,procedures have been implemented to better reconcile the needs of workingmothers with work requirements. In particular, DIS China provides familysupport through partial reimbursement of preschool education expenses foremployees' children. |
| Socialization andengagementinitiatives | In 2025, the Technoprobe Innovation Makers Club continued to promoteopportunities for socialization and sharing among colleagues by organizing arich programme of charitable, sports and recreational activities, involvingmore than 700 participants. The DIS sites in China and Taiwan alsocontributed to strengthening the sense of internal community throughregular initiatives such as team-building activities, social events, corporatecelebrations and sports programmes organized in collaboration withspecialized centres. |
Employees data confidentiality
With regard to the confidentiality of employee data, the Privacy Team, under the supervision of the Data Protection Officer (DPO), is responsible each year for updating the organizational privacy documentation. At the Parent Company, IT training includes a one-hour in-person induction session at the time of hiring, followed by mandatory refresher training every two years. In addition, to further strengthen awareness, a newsletter focused on cyber topics has been implemented, supported by dedicated communications in break areas through the installation of screens displaying information on topics of particular relevance and interest to Group employees.
In 2025, a Group-wide cybersecurity campaign was carried out, including phishing simulations (in cases of inadequate responses, employees are required to complete corrective training). Furthermore, every six months a training programme consisting of short video courses followed by an assessment test was delivered.
The implementation of a dedicated employee information system, launched in 2025, will help strengthen personnel management processes and the monitoring of some of the initiatives mentioned above, supporting the prevention and mitigation of potential negative impacts on the workforce.
In addition, the People Probe Survey, administered to all Group employees during 2025, made it possible to collect the workforce's perceptions regarding the initiatives promoted. In 2025, the total investment in these initiatives was below the predefined threshold reported in the ESRS 2 – BP 1 section.
3.1.3. Metrics and tagets e obiettivi
S1-5 – Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities
The Group, while recognising the importance of the issue, has not adopted specific formalised targets regarding its own workforce.
S1-6 – Characteristics of the undertaking's employees
As part of certain internal operations launched in 2024 with the aim of making the organizational structure more efficient and simplifying ordinary management processes, at the end of the 2025 financial year the Group's workforce amounted to 3,328 employees. The figure shows a slight decrease of 1% compared to 2024. Consistent with this trend, the share of employees with permanent contracts (equal to 90% of the total) and the share of full-time employees (equal to 99% of the total) also show a slight decrease compared to the previous financial year46 . During 2025, the Group also recorded a turnover rate47 of 21%, corresponding to 699 departures. Compared to the previous financial year, which recorded a turnover rate of 14% (477), the increase in departures is also attributable to the reorganization operations previously mentioned, which particularly affected Technoprobe Asia Pte. Ltd. (Singapore), Technoprobe America Inc., and DIS Tech America Inc.. The table shows the breakdown by countries with significant48 employment and by gender as of 31 december.
46 Changes in the preparation of sustainability information: the 2024 data have been restated following a more detailed analysis of workforce management. The restated figures at Group level for total permanent employees and total fixed-term employees in 2024 amount to 3,113 and 242, respectively (compared to 3,273 and 82 reported prior to the restatement).
47 Turnover is calculated as the ratio between the number of employees who left the Group in 2025 and the total number of employees as of 31 December 2025.
48 Countries where Technoprobe has 50 or more employees representing at least 10% of the total number of employees.
Group's employees 2024
| Country | Male | Female | Other | Not reported | Total |
|---|---|---|---|---|---|
| Total | 2.148 | 1.207 | - | - | 3.355 |
| Italy | 1.171 | 553 | - | - | 1.724 |
| Taiwan | 279 | 210 | - | - | 489 |
| Other countries | 698 | 444 | - | - | 1.142 |
Group's employees 2025
| Country | Male | Female | Other | Not reported | Total |
|---|---|---|---|---|---|
| Total | 2.111 | 1.217 | - | - | 3.328 |
| Italy | 1.177 | 575 | - | - | 1.752 |
| Taiwan | 346 | 249 | - | - | 595 |
| Philippines49 | 213 | 147 | - | - | 360 |
| Other countries | 375 | 246 | - | - | 621 |
Group's employees 2024
| Contract type | Male | Female | Other | Not reported | Total |
|---|---|---|---|---|---|
| Total | 2.148 | 1.207 | - | - | 3.355 |
| Permanent | 2.014 | 1.099 | - | - | 3.113 |
| Temporary | 134 | 108 | - | - | 242 |
| Non-guaranteed | - | - | - | - | - |
Group's employees 2025
| Contract type | Male | Female | Other | Not reported | Total |
|---|---|---|---|---|---|
| Total | 2.111 | 1.217 | - | - | 3.328 |
| Permanent | 1.905 | 1.078 | - | - | 2.983 |
| Temporary | 206 | 138 | - | - | 344 |
| Non-guaranteed | - | 1 | - | - | 1 |
Dipendenti del gruppo nel 2024
| Contract type | Male | Female | Other | Not reported | Total |
|---|---|---|---|---|---|
| Total | 2.148 | 1.207 | - | - | 3.355 |
| Full-time | 2.137 | 1.177 | - | - | 3.314 |
| Part-time | 11 | 30 | - | - | 41 |
Dipendenti del gruppo nel 2025
| Contract type | Male | Female | Other | Not reported | Total |
|---|---|---|---|---|---|
| Total | 2.111 | 1.217 | - | - | 3.328 |
| Full-time | 2.099 | 1.186 | - | - | 3.285 |
| Part-time | 12 | 31 | - | - | 43 |
49 In 2024, the total number of employees in the Philippines exceeded 50; however, since this population represented less than 10% of the Group's total workforce, the related data were included in the "rest of the world" aggregate.
S1-8 – Collective bargaining coverage and social dialogue
At the European Economic Area (EEA) level, the percentage of the Group's employees covered by both collective bargaining agreements and workers' representatives amounts to 99.7%50, in line with what was reported in the previous Sustainability Report. Within the Group, there are no agreements with employees for representation through a European Works Council (EWC), a Works Council of a European Company (SE), or a Works Council of a European Cooperative Society (SCE).
S1-9 – Diversity metrics
As of 31 December 2025, the Group's Top Management51 consists of 7 male members (100%). Within the Group, the most represented professional categories are employees and blue-collar workers, which together account for 94% of the workforce.
With reference to age diversity, the Group's employees are mainly concentrated in two age groups: under 30, which includes 1,127 employees, and between 30 and 50 years old, which includes 1,431 employees.
| Male | Female | Other | Not reported | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Category | <30years | Between30 and50 years | > 50years | <30years | Between30 and50 years | > 50years | <30years | Between30 and50 years | > 50years | <30years | Between30 and50 years | > 50years | Total |
| Total | 860 | 984 | 267 | 447 | 650 | 120 | - | - | - | - | - | - | 3.328 |
| Executive | 0 | 14 | 25 | 0 | 6 | 3 | - | - | - | - | - | - | 48 |
| Manager | 1 | 73 | 44 | 2 | 27 | 9 | - | - | - | - | - | - | 156 |
| Whitecollar | 400 | 519 | 142 | 219 | 290 | 38 | - | - | - | - | - | - | 1.608 |
| Bluecollar | 459 | 378 | 56 | 226 | 327 | 70 | - | - | - | - | - | - | 1.516 |
S1-10 – Adequate wages
In accordance with the Code of Business Conduct or, where applicable, collective bargaining agreements or local regulations, all Group employees receive an adequate salary.
S1-11 – Social protection
100% of the Group's employees are covered by social protection related to illness, workplace accidents and acquired disability. It should also be noted that 97%52 of employees are covered by parental leave, 95%53 are covered by unemployment benefits from the moment the employee begins working for the company, and 94%54 are covered by retirement schemes.
S1-12 – Persons with disability
Within the Group, 2% of the total workforce consists of persons with disabilities55. In particular, the identification of disabilities has been carried out in accordance with national regulations and in
50 It should be noted that employees of Technoprobe Germany GmbH are not covered by collective bargaining agreements or trade union agreements.
51 For Data Requirement S1-9, the comparison with 2024 is provided only for Top Management (for the definition and composition, please refer to section GOV-1). For the other data relating to S1-9 and S1-12—identified as material following the refinement and update of the double materiality assessment—as well as for S1-11 and S1-15, which were not reported in the previous financial year as they were not subject to phase-in provisions, the comparison with 2024 is not presented due to the unavailability of data or the complexity involved in data collection. 52 It should be noted that, under local regulations in Taiwan, foreign employees are excluded from national parental leave. Similarly, in North Carolina, this regulation does not apply to companies with fewer than 50 employees.
53 It should be noted that, under local regulations in Taiwan and Singapore, foreign employees are excluded from national unemployment protection. Similarly, Korean executives, who are not legally classified as employees, are excluded from the applicable national regulations
54 It should be noted that, under local regulations in Taiwan, foreign employees are excluded from retirement schemes. Furthermore, in Singapore, national regulations provide that employees rely on an individual-funded pension scheme.
55 In particular, the share of employees with disabilities amounts to 1.3% among men and 1.9% among women, respectively.
compliance with the privacy requirements applicable in the various countries, considering that in some jurisdictions such information is left to the discretion of the individual.
S1-14 – Health and safety metrics
Within the Group, 71.6% of employees, corresponding to 2,382 people, are covered by a Health and Safety Management System, representing an increase of 8.8% compared to the previous year56 . In particular, Technoprobe, Technoprobe Korea and Technoprobe Taiwan have adopted a Health and Safety Management System compliant with the UNI ISO 45001 standard, covering all employees. The management systems of Technoprobe Korea and Technoprobe Taiwan are also certified by an independent third-party body. Technoprobe Singapore and Technoprobe Philippines, on the other hand, have implemented a Health and Safety Management System aligned with the requirements of the Responsible Business Alliance (RBA).
During 2025, the Group recorded a total of 6 workplace accidents and an injury rate of 1.0057, showing a reduction of 33% (9 accidents) and 40% (injury rate of 1.65) respectively compared to the previous year. This improvement is mainly attributable to the implementation of management systems compliant with ISO 45001 and the related operational protocols. Finally, it should be noted that during the year no fatalities due to workplace accidents or occupational diseases occurred, either among the Group's workforce or among other workers operating at company sites.
S1-15 – Work-life balance metrics
In line with the Group's commitment to promoting a fair work-life balance, the right to family leave represents a key tool supporting parenthood and the sharing of caregiving responsibilities. 99.7% of the Group's employees are entitled to family leave, in accordance with the regulations applicable in the various jurisdictions where the Group operates. During the year, 12.4% of eligible employees made use of family leave. The gender breakdown shows 9.9% utilization among men and 16.6% among women.
This percentage does not include the entire Technoprobe population, as in one jurisdiction where the Group operates local legislation provides that family leave is mandatory only for sites with at least 50 employees. Since the entity operating in that area currently does not reach this threshold, the mandatory regulation does not apply. Nevertheless, the site adopts a responsible approach, evaluating any requests for family leave and financial recognition on an individual, case-by-case basis, in consideration of both employee needs and organizational requirements.
S1-16 – Compensation metrics (pay gap and total compensation)
At Group level, the gender pay gap stands at 27%, representing a reduction of 2 percentage points compared to the previous reporting period.
In 2025, the average gross hourly remuneration amounts to €19.56 for men and €14.26 for women, representing a decrease of 5% and 3% respectively compared to the previous year. This variation is attributable both to departures concentrated in North America, where salary levels are generally higher than in European and Asian markets, and to the path undertaken by the Group towards greater pay equity. The skills required in the sector in which the Group operates are mainly related to STEM disciplines (science, technology, engineering and mathematics). Even today, these fields show a gender imbalance in favour of men, and in some geographical areas where the Group operates this still contributes to the gender pay gap.
56 Changes in the preparation of sustainability information: the 2024 data have been restated following a more detailed analysis of workforce management. The restated figure at Group level for the percentage of employees covered by a Health and Safety Management System in 2024 amounts to 62.8% (compared to 53% reported prior to the restatement).
57 The workplace injury rate is calculated as the ratio between the number of workplace accidents and the number of hours worked, multiplied by 1,000,000.
The ratio between the total annual remuneration of the highest-paid individual and the median total annual remuneration of all employees (excluding the highest-paid individual) amounts to 92,84 (69,11 in 2024)58 .
S1-17 – Incidents, complaints and severe human rights impacts
During 2025, in continuity with 2024, no companies within the Group recorded incidents of discrimination or serious incidents or severe human rights impacts related to the workforce. Consequently, no complaints were filed through the Group's reporting channels or through the OECD National Contact Points for Multinational Enterprises. The total amount of fines, penalties and compensation recorded was €0.
58 The increase in the ratio is attributable to higher overall remuneration in relation to the Group's overperformance in the results achieved.

3.2. S2 Workers in the value chain
3.2.1. Strategy
ESRS 2 SBM-3 – Material impacts, risks and opportunities and their interaction with strategy and business model
As indicated in the chapter "ESRS 2 General information", section "SBM-3 Material impacts, risks and opportunities and their interaction with the strategy and business model", Technoprobe carried out a Double Materiality assessment aimed at identifying the material impacts that the Group may contribute to generating on workers in its value chain, as well as the material risks and opportunities to which the Group may be exposed.
The Double Materiality exercise considered all categories of workers in the value chain, mainly including individuals working for organizations located within the upstream value chain, namely workers employed by suppliers of goods and services for the Group's companies.
The Group is aware that the upstream value chain may be exposed to significant critical issues, particularly with regard to inadequate working conditions and violations of the human rights of the workers involved. These issues may arise especially in the early stages of extraction and processing of raw materials, which are often carried out in geographical areas characterized by high levels of risk. Certain systemic situations may therefore lead to serious consequences for workers, including potential cases of exploitation, hazardous working conditions and insufficient protection of fundamental rights.
Although the Group does not maintain direct business relationships with the companies involved in these upstream stages, it is committed to promoting ethical and sustainable practices throughout the value chain through the promotion of its Codes of Conduct and by adopting a proactive approach to identify, prevent and mitigate negative impacts associated with working conditions and human rights, collaborating as far as possible with its direct suppliers.
The Group carries out continuous monitoring activities regarding the practices of its suppliers and promotes transparency and accountability across the entire value chain.
For further details on impacts, risks and opportunities related to value chain workers, and their interaction with the Group's strategy and business model, reference should be made to the chapter "ESRS 2 General information", section "SBM-3 Material impacts, risks and opportunities and their interaction with the strategy and business model."
3.2.2. Impact, risk and opportunity management
S2-1 – Policies related to value chain workers
The Group has adopted specific policies to manage the impacts, risks and opportunities related to workers in the value chain. In line with the Code of Business Conduct, in March 2023 the Group defined and adopted a specific Supplier Code of Conduct (the "Code"), applicable to all Group companies and approved by the Vice President of Technoprobe.
The Code aims to ensure that the products and services offered by the Group are delivered within a supply chain compliant with international standards and consistent with the commitments undertaken. In order to ensure continuity of supply and, consequently, business continuity, the Group expects all suppliers to promote and adopt ethically and socially sustainable business models, ensuring environmental protection and safeguarding the health, safety, dignity and fundamental human rights of all workers involved.
The Code is based on the United Nations Guiding Principles on Business and Human Rights and has been prepared in accordance with internationally recognized standards, including the ILO Declaration on Fundamental Principles and Rights at Work and the United Nations Universal Declaration of Human Rights.
Specifically, organizations supplying goods and services to the Group undertake to comply with all applicable regulations and the principles set out in the Supplier Code of Conduct, which explicitly refers to the respect and promotion of human rights, the guarantee of a workplace free from discrimination, the respect of workers' rights to participate in trade union activities, compliance with health and safety regulations, and privacy protection. In addition, the Group requires that all suppliers do not use forced labour or child labour. Technoprobe periodically verifies the compliance of its suppliers with the principles and standards set out in the Code. The Group has also implemented a reporting system for violations to ensure the confidentiality and integrity of reports and the protection of the whistleblower's identity, prohibiting any form of discrimination or retaliation against them.
During 2025, no cases of non-compliance with the United Nations Guiding Principles on Business and Human Rights, the ILO Declaration on Fundamental Principles and Rights at Work, or the OECD Guidelines for Multinational Enterprises involving workers in the value chain were reported.
S2-2 – Processes for engaging with value chain workers about impacts
There is currently no structured Group-wide process for engaging value chain workers regarding impacts; however, the most appropriate method of engagement is assessed on a case-by-case basis in order to capture their perspectives and expectations.
S2-3 – Processes to remediate negative impacts and channels for value chain workers to raise concerns
The Group is committed to assessing and monitoring its impacts on value chain workers, as well as ensuring the effective management of any negative impacts that it may directly or indirectly cause. For this reason, the Group has adopted several tools aimed at engaging, raising awareness among and holding its suppliers accountable, including the Code of Business Conduct, the Supplier Code of Conduct, and the Global Whistleblowing Policy.
In compliance with Legislative Decree 2023/24 and Directive (EU) 2019/1937, the Group has adopted a Global Whistleblowing Policy and a reporting channel available to suppliers and their workers, which specifically governs the reporting of unlawful conduct. Through the Supplier Code of Conduct, the Group requires its suppliers to ensure appropriate reporting channels that allow their employees to report any violations of the principles set out in the Code, including anonymously. Suppliers are specifically required to guarantee confidentiality, privacy, anonymity and protection for employees submitting such reports and to implement processes protecting whistleblowers from retaliation
S2-4 – Taking action on material impacts on value chain workers, and approaches to managing material risks and pursuing material opportunities related to value chain workers, and effectiveness of those action
While recognizing the importance of the topic, the Group has not adopted specific actions regarding workers in the value chain.
3.2.3. Metrics and targets
S2-5 – Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities
While acknowledging the relevance of the topic, the Group has not adopted specific formalized targets regarding workers in the value chain.

3.3. S3 Affected communities
3.3.1. Strategy
ESRS 2 SBM-3 – Material impacts, risks and opportunities and their interaction with strategy and business model
As indicated in the chapter "ESRS 2 General information", section "SBM-3 Material impacts, risks and opportunities and their interaction with the strategy and business model", Technoprobe carried out a Double Materiality assessment aimed at identifying the material impacts that the Group may contribute to generating on communities, as well as the material risks and opportunities to which the Group may be exposed.
The Double Materiality exercise considered all local communities on which the Group may generate material impacts, or with respect to which the Group may face risks and opportunities. The affected local communities referred to include those who live and work near the Group's operational sites, as well as those located along the Group's value chain.
The Group is aware that local communities along the upstream value chain may be exposed to significant critical issues. These issues, often resulting from systemic conditions, may arise particularly in the early stages of extraction and processing of raw materials, which frequently take place in geographical areas characterized by high levels of risk. Although the Group does not maintain direct business relationships with the companies involved in these phases, it is committed to promoting ethical and sustainable practices throughout the value chain, through the promotion of its Codes of Conduct and by collaborating, where possible, with its direct suppliers.
The Group is committed to maintaining a strong relationship between the company and local communities, inspired by the principle of "acting as a community of people", particularly by promoting training initiatives focused on the skills and expertise characteristic of the Group and its business, dedicated to young people and local educational institutions. For further details on the impacts, risks and opportunities related to communities, and their interaction with the Group's strategy and business model, please refer to the chapter "ESRS 2 General information", section "SBM-3 Material impacts, risks and opportunities and their interaction with the strategy and business model."
3.3.2. Impact, risk and opportunity management
S3-1 – Policies related to affected communities
The Group has not adopted specific policies regarding affected communities, but addresses its commitment through the principles and values contained in the Code of Business Conduct59. Among the aspects of the Code of Business Conduct that describe the Group's commitments are the development of strong relationships at the local level with governments and communities, aimed at building trust and supporting balanced decision-making processes, as well as the commitment to respect local specificities and facilitate integration within business activities.
S3-2 – Processes for engaging with affected communities about impacts
There is currently no structured Group-wide process for engaging local communities regarding impacts; however, the most appropriate method of engagement is assessed on a case-by-case basis in order to capture perspectives and expectations. In line with CSRD requirements, Technoprobe actively involved a representative from the non-profit sector in the Double Materiality assessment process60 .
59 For further information, please refer to the section "G1-1 Policies on corporate culture and business conduct."
60 For further information on stakeholder engagement for the Double Materiality process, please refer to the section "IRO-1 – Description of the process to identify and assess material impacts, risks and opportunities
S3-3 – Processes to remediate negative impacts and channels for affected communities to raise concerns
The Group is committed to assessing and monitoring its impacts on communities, as well as ensuring the effective management of any negative impacts that it may directly or indirectly cause. In compliance with Legislative Decree 2023/24 and Directive (EU) 2019/1937, the Group has adopted a Global Whistleblowing Policy and a reporting channel available to third parties61 .
S3-4 – Taking action on material impacts on affected communities, and approaches to managing material risks and pursuing material opportunities related to affected communities, and effectiveness of those actions
In 2025, Technoprobe strengthened its commitment to local communities and youth employment through several initiatives that demonstrate the Group's concrete contribution to the development of younger generations. Among these initiatives, two projects clearly illustrate the company's approach to supporting the development of technical-scientific skills and fostering dialogue between the education system and the world of work.
The first initiative concerns participation in the second edition of the Physics Teaching School "Federico Cesi", promoted by the Territorial School Office of Lecco and the Province of Lecco. The objective of the project is to stimulate in-depth reflection on physics education and to offer secondary school teachers a structured professional development programme. In this context, Technoprobe involved several of its professionals with expertise in engineering physics, assigning them the task of developing and delivering workshops for students. At the Cernusco Lombardone headquarters, seven training days were organized focusing on topics such as probe resistance and the use of artificial intelligence, offering students the opportunity to take part in immersive laboratory activities directly within company departments and to practically apply what they study at school.
Alongside this initiative, in 2025 Technoprobe launched another project in collaboration with the Lombardy Higher Technical Institute Foundation (ITS) and Gi Group, aimed at creating one-year postdiploma training programmes. The project, called IFTS, combines classroom training and company internships and includes the signing of an apprenticeship contract supported by an individual training plan jointly defined by all partners. The programme features a blended learning approach, involving both academic instructors and Technoprobe professionals, and offers a wide range of competencies: technical and professional, mathematical-scientific, managerial, linguistic and transversal skills.
The initiative aims to prepare profiles that can be immediately employable in companies operating in the semiconductor, electronics and chip and circuit design software sectors. Although different in nature, these two experiences represent a clear example of Technoprobe's commitment to supporting career orientation, professional growth and youth employment, contributing concretely to the development of the skills required by the labour market and strengthening the link between education and industry. The total investment in 2025 remained below the predefined threshold reported in the ESRS 2, BP-1 section.
3.3.3. Metrics and targets
S3-5 – Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities
While recognizing the importance of the topic, the Group has not adopted specific formalized targets related to affected communities.
61 For further information, please refer to the section "G1-1 Policies on corporate culture and business conduct."

3.4. S4 Consumers and end-users
3.4.1. Strategy
ESRS 2 SBM-3 – Material impacts and risks and opportunities and their interaction with strategy and business model
As indicated in the chapter "ESRS 2 General information", section "SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model", Technoprobe carried out a Double Materiality Assessment aimed at identifying the material impacts that the Group may contribute to generating for its customers and end-users, as well as the material risks and opportunities to which the Group may be exposed.
The Double Materiality exercise considered all categories of customers and end-users. For the Group, customer satisfaction—particularly in terms of product quality and the protection of sensitive customer information—is a priority.
At the core of the Group's model lies the continuous search for innovative solutions capable of meeting the needs of a market characterised by constant evolution and customers with diverse requirements. In light of this key aspect, effective customer relationship management becomes a critical factor in creating positive impacts on the Group's performance and reputation.
For further details on the impacts, risks and opportunities related to consumers and end-users, and their interaction with the Group's strategy and business model, please refer to the chapter "ESRS 2 General information", section "SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model."
3.4.2. Impact, risk and opportunity management
S4-1 – Policies related to consumer and end-users
As evidence of its commitment to customers, the Group has adopted specific policies and procedures to manage the related impacts, risks and opportunities. Among these are the principles and guidelines set out in the Code of Business Conduct. The aspects of the Code of Business Conduct that describe the Group's commitments towards all its customers include product quality, service quality and customer satisfaction, which form the basis of the Group's values and commercial strategies. To this end, the Parent Company and its subsidiaries are constantly committed to maintaining a high level of product innovation, quality and safety, through continuous listening to customer needs and expectations, also taking into account sustainability aspects and product content restrictions.
In product quality decision-making processes, the Group places the protection of customer interests at the forefront by promoting open, constructive and timely communication with stakeholders. In order to prevent unintentional behaviours that could cause issues or threats to the security of the Group's data and equipment, an Information Security Policy, approved by the Vice-Chairman of the Board of Directors in April 2023, has been adopted. The general principle is that any data, in the broadest sense, accessed during work activities must be considered confidential and must not be communicated or disclosed without the company's specific authorization.
In addition, Technoprobe has implemented the internal procedure "Confidential Information Management", aimed at increasing awareness among the workforce regarding the importance of confidential company information and the need to protect it, while also ensuring the same level of protection for third-party know-how received by Technoprobe.
S4-2 – Processes for engaging with consumers and end-users about impacts
The Group has established continuous engagement with its customers through structured and dedicated relationships. In this context, the commercial management and sales functions represent the main interface between the Group and its customers and are responsible for listening to and collecting requests regarding products and the company whenever they arise, with the aim of meeting those needs.
The interaction model is structured through several channels.
- Periodic visits to Technoprobe's headquarters allow discussions on annual forecasts and commercial conditions, contributing to the stabilization of the customer's supply chain and improving Technoprobe's planning capabilities.
- Technical Review Meetings represent key moments to update customers on technological progress, collect new requirements and share development roadmaps, ensuring continuity and alignment regarding future innovations.
- Continuous Improvement Meetings address specific topics through collaborative discussions, generating shared action plans aimed at maintaining consistent quality standards.
- Commercial Working Groups, on the other hand, focus on forecast management, planning and operational commercial aspects, ensuring transparency, timeliness and consistency in decision-making. Discussions also address operational planning, supply chain stability and risk management activities, which are essential to ensuring delivery reliability and business continuity. These discussions also cover safety and sustainability, with particular attention to industrial safety practices and long-term operational resilience, promoting responsible and lasting collaboration with customers.
In addition to day-to-day dialogue, in 2025 the Group participated in numerous international events dedicated to semiconductor testing and advanced technologies.
Among the most significant events was the European Test Symposium (ETS) in Estonia, where the Group organized a panel on chiplet testing with experts from leading institutions and companies, while also contributing to specialized workshops such as eARTS and CITAR. The Group also participated in major international conferences dedicated to wafer testing, which include technical sessions, exhibition areas and networking opportunities with key global industry players.
Furthermore, the Group took part in the International Test Conference 2025 in San Diego, one of the most important conferences in the semiconductor testing field, focusing on advanced methodologies, reliability and innovation. It also attended the Chiplet Summit 2025 in California, the leading event dedicated to chiplet technology, which explored the latest developments, innovative integration solutions and the future of modular architectures, offering opportunities to engage with industry leaders and analyze technological developments in next-generation electronics.
During 2025, and in the context of activities preparatory to this Sustainability Statement in accordance with the CSRD, the Parent Company actively involved a sample of customers in the Double Materiality Assessment, collecting information on the significance of the impacts generated by the Group.
S4-3 – Processes to remediate negative impacts and channels for consumers and end-users to raise concerns
With regard to the downstream segment of the value chain, Technoprobe pays constant attention to customer satisfaction through continuous monitoring of product non-conformities and of the sustainability expectations expressed by customers towards the Group.
At an operational level, the management of non-conformities is governed by the Procedure for the Management of Non-Conformities and Improvement Actions. This procedure applies to nonconformities, improvement actions and containment measures related to the lifecycle of the products and services offered by the company. In particular, the procedure aims to define the responsibilities and methods for the identification, through recording, handling and analysis of product, process and quality system non-conformities, in order to:
- prevent the supply of products with defects that would make them non-compliant with specifications or that could in any way compromise their functionality and reliability;
- prevent the recurrence of behaviours or processes that may lead to product or process nonconformities, thereby improving the company's performance.
The procedure defines the responsibilities and methods for the issuance, management and assessment of the effectiveness of corrective and preventive actions in response to identified non-conformities, providing the Group with a useful tool for monitoring and measuring corporate performance and customer satisfaction.
In accordance with Legislative Decree No. 24/2023 and Directive (EU) 2019/1937, the Group has adopted a Global Whistleblowing Policy and established a reporting channel available to third parties62 . Furthermore, for complaint management the Group has implemented an internal database in which received complaints are recorded and assigned to a responsible owner, who performs an analysis to identify root causes and define the related corrective actions.
S4-4 – Taking action on material impacts on consumers and end-users, and approaches to managing material risks and pursuing material opportunities related to consumers and endusers, and effectiveness of those actions
With the aim of responding effectively to customer needs, and considering the highly customized nature of its products, the Group adopts an equally tailored approach to customer relationship management, taking into account geographical and cultural specificities. For this reason, no specific structured action programmes have been defined.
In this context, the Group distinguishes itself as a key partner in the supply of advanced technologies, ensuring that its customers' specific product requirements are met, as well as the applicable quality and safety standards. The Group's products are designed and manufactured in accordance with specific customer requirements and established internal procedures. In order to ensure continuous alignment with quality and safety requirements and to respond to the evolving market in which the Group operates, product development activities are subject to continuous improvement, including through the systematic analysis of customer feedback and the integration of improvement initiatives proposed by employees.
In particular, through technical review meetings and dedicated discussions, the Group promotes codevelopment activities with customers, sharing the latest technological advancements while simultaneously gathering their needs and operational challenges in order to further enhance product design and performance. Product quality is ensured through the implementation of robust quality review processes, which include inspections throughout the various stages of production and a rigorous final control process. These activities are carried out in accordance with quality management systems certified to international standards, including ISO 9001, adopted by Technoprobe, Technoprobe Asia (including its branch in the Philippines), Technoprobe Taiwan, Technoprobe Korea and Technoprobe France.
Demonstrating its commitment, in 2025 the Group received Intel's EPIC Supplier Award, which recognises the best suppliers in Intel's supply chain for their global commitment to continuous improvement and performance excellence. In addition, the Group was recognised by Samsung Electronics as an Excellent Partner Company, an award reserved for companies with domestic
62 For further information, please refer to the section "G1-1 Policies on corporate culture and business conduct."
production bases that have demonstrated excellence in terms of price, quality and delivery performance.
Within the context of the Information Security Management System, a Vulnerability Assessment and Penetration Test is performed annually across the entire Group perimeter, and the results of this assessment may lead to the implementation of a remediation plan where necessary. Technoprobe has outsourced its data centre services, entrusting operations and monitoring to an external provider certified according to UNI ISO 27001, UNI ISO 27017 and UNI ISO 27018 standards.
With regard to the management of risks and potential negative impacts related to the confidentiality of customer data, Technoprobe renewed the certification of its Information Security Management System in accordance with UNI ISO 27001:2022. During the year, no complaints relating to customer data breaches were received.
3.4.3. Metrics and targets
S4-5 – Targets related to managing material negative impacts, advancing positive impacts and managing material risks and opportunities
As the Group has not established specific structured action programmes, while recognising the importance of the topic, it has not adopted formalised targets relating to consumers and end-users.
4. Governance information
4.1. G1 Business conduct
4.1.1. Impact, risk and opportunities
G1-1 – Business conduct policies and corporate culture
The Group's activities are governed by integrity, honesty, transparency in business practices and full compliance with the law, with a constant commitment to improving performance in these areas. This commitment is reflected in the set of policies adopted by the Group to ensure that its business activities comply with the highest standards of integrity and fairness.
The Group has introduced a Code of Business Conduct ("Code"), which provides guidelines for activities carried out within Technoprobe and its subsidiaries, and to which the workforce and suppliers are required to adhere. The Code outlines the principles that ensure appropriate conduct in areas such as quality, ethics, respect for working conditions of the Group's workforce and workers in the supply chain, environmental protection and responsible sourcing. It reflects the standards of the Responsible Business Alliance (RBA), the world's largest industry association dedicated to responsible business conduct in global supply chains and a reference point for the electronics sector.
The document, first issued in October 2015, has subsequently been updated up to the current version dated December 2022, and is approved by the Vice-Chairman of Technoprobe.
Communication of the Code to Group stakeholders is ensured through publication on the corporate website, availability to Technoprobe's workforce through the company intranet, and through specific training sessions provided to new hires during onboarding activities. Suppliers receive the Code through dedicated communication.
The implementation and compliance with the provisions of the Code are subject to periodic verification by the competent functions, and stakeholders covered by the Code are required to promptly report any violations, including potential ones, through the available reporting channels.
Technoprobe has adopted an Organisational, Management and Control Model pursuant to Legislative Decree 231/2001 ("Model"), aimed at defining the company's management and control system in order to prevent the commission of offences, including unlawful data processing, environmental crimes and other offences related to human rights violations. The Model is periodically updated by the Board of Directors, while the Supervisory Body (OdV) continuously monitors its effectiveness and compliance.
To ensure the effective implementation of the Model, the Human Resources and Legal functions, in coordination with the Supervisory Body, prepare a general training plan for managers and the workforce of Technoprobe.
Directors and employees are required to become aware of the Model's contents, understand the operational procedures through which their activities must be carried out, and actively contribute according to their role and responsibilities—to its effective implementation, including by reporting any shortcomings identified. The adoption of the Model is also ensured for stakeholders through publication on the corporate website and intranet.
As part of its continuous commitment to promoting a corporate culture based on ethical behaviour and a corporate governance system aimed at preventing misconduct, the Group has adopted a specific procedure regulating the reporting of unlawful conduct.
In accordance with Legislative Decree 24/2023 and Directive (EU) 2019/1937, the Group has adopted a Global Whistleblowing Policy, approved by Technoprobe's Board of Directors and forming an integral part of the Model, and has appointed a Whistleblowing Officer, responsible for receiving, analysing and handling reports of potential misconduct submitted through a dedicated IT platform.
The Global Whistleblowing Policy, together with the dedicated reporting channel, enables internal and external stakeholders to report—confidentially or anonymously—actions or behaviours that are inconsistent with the Group's values, the Code of Business Conduct, the Organisational Model pursuant to Legislative Decree 231/2001, Technoprobe's compliance procedures, or applicable laws in the jurisdictions where the Group operates, or that may significantly damage the interests of the Group.
Reports must be submitted in accordance with the procedures set out in the policy and can be transmitted through the dedicated online platform accessible from the corporate website. Upon request of the reporting individual, reports may also be made orally through an in-person meeting with the Whistleblowing Officer.
Technoprobe promotes mandatory training for new hires on this topic. During 2025, 18% of employees in Italy (313 employees) completed the "Whistleblowing" training course, for a total of 313 training hours.
In addition to the provisions set out in the Global Whistleblowing Policy, Technoprobe has established communication channels that fall outside the scope of whistleblowing regulations or the related policy. These channels enable direct contact with the relevant Group functions and are intended for individuals who become aware of, or have reason to suspect, any violation of applicable laws or of the Group's business conduct policies63 .
The integration of these policies into Technoprobe's operations is ensured through their dissemination to Group companies via the corporate intranet and website, through induction activities followed by training and update programmes for all employees, with particular attention to roles exposed to higher risk64, and through controls carried out by the Internal Audit function.
G1-2 – Management of relationship with suppliers
The stability of procurement processes is a key element for ensuring operational continuity. For this reason, the Group adopts a structured approach to supply chain management, aimed at ensuring transparency, sustainability and the mitigation of operational, environmental and social risks. Supplier relationship management is based on a systematic analysis that correlates the strategic impact of each supplier with the associated supply risk. This approach, described as a continuously evolving process, is structured around the following principles:
Supplier criticality analysis
Monitoring activities are primarily focused on suppliers identified as essential for maintaining core business operations. For these suppliers, Technoprobe promotes the development of relationships based on a strategic approach aimed not only at preventing supply disruptions but also at building long-term partnerships.
Evolution of control methodologies
The criteria used to assess suppliers' risk profiles are subject to continuous and progressive updates, enabling the Group to better identify potential risks that could affect supply chain stability.
63 For further information, please refer to the section "S1-3 Processes to remediate negative impacts and channels for own workers to raise concerns
64 The areas most at risk include functions that deal with the management of relationships with suppliers and customers.
Dynamic review of risk profiles
Supplier classifications and related control levels are periodically reassessed in order to adapt to changes in the operational context, ensuring that monitoring resources are allocated proportionally to each supplier's actual business criticality.
The integration of sustainability parameters into this strategy, currently underway, aims to ensure a resilient value chain, where supplier monitoring supports supply continuity and long-term profitability. To ensure responsible supply chain management, the Parent Company has implemented a Supplier Code of Conduct and a Global Procurement Policy, applicable to all Group companies and to the workforce involved in procurement processes.
The Supplier Code of Conduct65 requires all suppliers to adopt ethically and socially sustainable business practices that guarantee environmental protection and respect for health, safety, dignity and fundamental human rights of all workers. All procurement contracts are conditional upon acceptance of the Supplier Code of Conduct.
The Global Procurement Policy defines the general principles guiding the procurement of goods, services and professional consulting. Through this policy, the Group ensures that procurement processes are conducted transparently, traceably and based on objective and non-arbitrary criteria.
Operationally, procurement is governed by three procedures that incorporate ESG criteria:
- Supplier qualification and management procedure
- Supplier product qualification procedure
- Procurement and purchasing procedure for goods, services and consulting
These procedures form part of the Quality Management System certified according to UNI ISO 9001:2015, ensuring that the supply chain meets high standards of sustainability and social responsibility. During supplier selection and management processes, Technoprobe evaluates environmental, social and business conduct criteria, including:
- responsible resource management, emissions reduction and the use of eco-friendly materials;
- labour conditions and human rights, including compliance with international standards on safety, fair wages and prohibition of child labour;
- transparency and integrity principles aimed at preventing corruption and ensuring legality in business operations.
Technoprobe continuously monitors supply chain non-conformities in accordance with the Procedure for the Management of Non-Conformities and Improvement Actions, which provides for continuous supplier performance monitoring, corrective and preventive actions where necessary, and ensures compliance with product specifications.
G1-3 – Prevention and detection of corruption and bribery
The Group does not tolerate any form of corruption or bribery, either directly or through third parties. This commitment has led to the adoption of a Global Anti-Corruption Compliance Policy applicable to processes considered particularly sensitive.
The Policy, updated in December 2022 and approved by Technoprobe's Board of Directors, applies to directors, officers, employees, agents, representatives and other individuals acting on behalf of the Group, including external collaborators, distributors and commercial partners.
Recipients of the policy may not offer or provide any benefit—including gifts, hospitality or representation activities—with the aim of obtaining or maintaining an improper business advantage. Similarly, they may not solicit or accept such illicit payments. Technoprobe's policies and internal
65 For further information on the Supplier Code of Conduct, please refer to the section "S2-1 Policies related to workers in the value chain.
controls are designed to prevent violations, discourage unlawful conduct and ensure that the Group and its subsidiaries can respond promptly to any requests for information regarding their conduct.
Employees who violate the policy may be subject to disciplinary actions. In case of violations, Technoprobe ensures the separation of investigative personnel from the management chain involved, and the results of investigations are promptly communicated to the relevant governance bodies.
As part of the Group's ongoing anti-corruption compliance efforts, all policy recipients must receive and review the policy, and employees must certify in writing that they have read and accepted it and commit to reporting any potential violations. Training on anti-corruption topics is mandatory for new hires. In 2025, 15% of employees received training on these topics. In particular, in Italy 9% of employees (151) attended the "EMS Training" course, for a total of 15166 training hours, representing an increase of 4% compared to 2024.
4.1.2. Metrics and targets
G1-4 – Confirmed incidents of corruption or bribery
During 2025, and in line with the previous year, the Group did not receive any convictions and/or fines for violations of laws against active and passive corruption.
66 Training for other employees, including those in "at-risk" functions, was provided during 2022 and 2023. Training was not provided to the members of the Board of Directors.
Management's attestation to the Sustainability Statement Pursuant to Article 81-TER, paragraph No.1, of the CONSOB Regulation No.11971 of May 14, 1999, as amended and extended
The undersigned Stefano Felici and Stefano Beretta in their capacity respectively as CEO and Manager in Charge of Company's Financial Reports of Technoprobe S.p.A., certify, pursuant to the Article 154 bis, paragraph 5-ter, of Italian Legislative Decree no. 58 of 24 February 1998 (Italian Consolidated Law on Finance), that the Consolidated Sustainability Report included in the Report on Operations has been prepared:
- in accordance with the reporting standards applied pursuant to Directive 2013/34/EU of the European Parliament and of the Council of 26 June 2013 and Italian Legislative Decree no. 125 of 6 September 2024;
- with the specifications adopted in accordance with Article 8, paragraph 4, of Regulation (EU) 2020/852 of the European Parliament and of the Council of 18 June 2020.
___________________________ ___________________________
Cernusco Lombardone, March 18, 2026
Technoprobe SpA
Stefano Felici Stefano Beretta
(Chief Executive Officer) (Manager in Charge of Company's Financial Reports)
***
Thanking you for the trust you have placed in us, we remain at your complete disposal to integrate, during the meeting, this information with any further information you may require.
Cernusco Lombardone, March 18, 2026
On behalf of the Board of Directors
The Chairman
Crippa Cristiano Alessandro
__________________________

Independent Auditors' Report




| pwc |
|---|
| • We verified the structure and presentation of disclosures included in the consolidated sustainabilitystatement in accordance with the ESRS. |
| • We obtained management's representation letter. |
| Milan, 2 April 2026PricewaterhouseCoopers SpA |
| Signed by |
| Fabio Chierico(Partner) |
| This report has been translated into the English language solely for the convenience of internationalreaders. Accordingly, only the original text in Italian language is authoritative. |
| $6$ of $6$ |

Consolidated Financial Statements
For the Year ended December 31, 2025


Courtesy translation
This document has been translated into English from the Italian original solely for the convenience of international readers. In case of discrepancy between the Italian language original text and the English language translation, the Italian version shall prevail.

Consolidated Statement of Financial Position
| (In thousands of Euro) | As of December 31, | ||||
|---|---|---|---|---|---|
| Notes | 2025 | 2024 | |||
| ASSETS | |||||
| Non-current assets | |||||
| Property, plant and equipment | 6.1 | 307,955 | 295,147 | ||
| Intangible assets | 6.2 | 61,435 | 65,541 | ||
| Goodwill | 6.2 | 42,500 | 43,714 | ||
| Equity-accounted investments | 6.3 | 6,794 | - | ||
| Deferred tax assets | 6.4 | 24,464 | 21,995 | ||
| Non-current financial assets | 6.5 | 1,357 | 1,083 | ||
| Other non-current assets | 6.6 | 762 | 1,418 | ||
| Total non-current assets | 445,267 | 428,898 | |||
| Current assets | |||||
| Inventories | 6.7 | 125,295 | 136,759 | ||
| Trade receivables | 6.8 | 119,923 | 118,803 | ||
| Current financial assets | 6.9 | 10,830 | 8,740 | ||
| Current tax receivables | 6.10 | 7,744 | 17,632 | ||
| Other current assets | 6.11 | 22,371 | 31,099 | ||
| Cash and cash equivalents | 6.12 | 688,202 | 666,377 | ||
| Total current assets | 974,365 | 979,410 | |||
| Total Assets | 1,419,632 | 1,408,308 | |||
| EQUITY AND LIABILITIES | |||||
| Equity | 6.13 | ||||
| Share capital | 6,533 | 6,533 | |||
| Reserves | 1,133,145 | 1,167,188 | |||
| Net profit attributable to the owners of the Parent | 97,662 | 63,832 | |||
| Total Equity attributable to the owners of theParent | 1,237,340 | 1,237,553 | |||
| Equity attributable to non-controlling interests | 4,680 | (376) | |||
| Total equity | 1,242,020 | 1,237,177 | |||
| Non-current liabilities | |||||
| Non-current lease liabilities | 6.1 | 10,321 | 13,843 | ||
| Deferred tax liabilities | 6.4 | 11,878 | 13,643 | ||
| Employee benefits obligations | 6.14 | 407 | 425 | ||
| Provision for risks and charges | 6.15 | 20,144 | 21,610 | ||
| Other non-current liabilities | 167 | 20 | |||
| Total non-current liabilities | 42,917 | 49,541 | |||
| Current liabilities | |||||
| Trade payables | 6.16 | 66,824 | 56,904 | ||
| Current financial liabilities | 6.17 | - | 585 | ||
| Current lease liabilities | 6.1 | 4,283 | 4,955 | ||
| Current tax payables | 6.10 | 7,876 | 5,353 | ||
| Other current liabilities | 6.18 | 55,712 | 53,793 | ||
| Total current liabilities | 134,695 | 121,590 | |||
| Total liabilities | 177,612 | 171,131 | |||
| Total equity and liabilities | 1,419,632 | 1,408,308 |
Consolidated Income Statement
| (In thousands of Euro) | Year ended December 31, | ||||
|---|---|---|---|---|---|
| Notes | 2025 | 2024 | |||
| Revenue | 7.1 | 628,380 | 543,153 | ||
| Cost of revenue | 7.2 | (349,293) | (319,714) | ||
| Gross profit | 279,087 | 223,439 | |||
| Operating expenses | |||||
| Research and development | 7.3 | (54,355) | (63,374) | ||
| Selling, general and administrative | 7.4 | (88,396) | (92,878) | ||
| Net impairment of financial assets | 7.5 | (50) | (77) | ||
| Total operating expenses | (142,801) | (156,329) | |||
| Operating profit | 136,286 | 67,110 | |||
| Other income (expenses), net | 7.6 | 19,743 | 2,452 | ||
| Share of profit (loss) of equity-accountedinvestments | 604 | - | |||
| Finance income | 7.7 | 18,280 | 17,109 | ||
| Finance expenses | 7.8 | (872) | (1,606) | ||
| Foreign exchange gains (losses) | 7.9 | (45,941) | 11,937 | ||
| Profit before tax | 128,100 | 97,002 | |||
| Income tax expense | 7.10 | (29,255) | (34,210) | ||
| Net profit | 98,845 | 62,792 | |||
| Of which: | |||||
| attributable to the owners of the Parent | 97,662 | 63,832 | |||
| attributable to non-controlling interests | 1,183 | (1,040) | |||
| Basic and diluted net profit per share (in Euro) | 7.11 | 0.15 | 0.10 |
Consolidated Statement of Comprehensive Income
| (In thousands of Euro) | Year ended December 31, | ||||
|---|---|---|---|---|---|
| Notes | 2025 | 2024 | |||
| Net profit | 98,845 | 62,792 | |||
| Other comprehensive income that may bereclassified to profit or loss in subsequentperiods: | |||||
| Exchange differences from translation of foreignfinancial statements | (16,986) | 7,964 | |||
| Total other comprehensive income that may bereclassified to profit or loss in subsequentperiods, net of tax | (16,986) | 7,964 | |||
| Total comprehensive income | 81,859 | 70,756 | |||
| Of which: | |||||
| attributable to the owners of the Parent | 81,230 | 71,456 | |||
| attributable to non-controlling interests | 629 | (700) |

Consolidated Statement of Changes in Equity
| (In thousands of Euro) | Notes | Sharecapital | Reserves | Net profitattributable to theowners of theParent | Total Equityattributable to theowners of the Parent | Equityattributable tonon | Total equity | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Legalreserve | Share premiumreserve | Treasuryshares reserve | Otherreserves | Translationreserve | Retainedearnings | controllinginterests | ||||||
| Balance as of December31, 2023 | 6.13 | 6,010 | 1,202 | 139,116 | (11,747) | 31,933 | 1,943 | 550,316 | 96,999 | 815,772 | 1,528 | 817,300 |
| Net profit | - | - | - | - | - | - | - | 63,832 | 63,832 | (1,040) | 62,792 | |
| Total other comprehensiveincome | - | - | - | - | - | 7,624 | - | - | 7,624 | 340 | 7,964 | |
| Total comprehensiveincome | - | - | - | - | - | 7,624 | - | 63,832 | 71,456 | (700) | 70,756 | |
| Allocation of prior year profit | - | - | - | - | - | - | 96,999 | (96,999) | - | - | - | |
| Capital increase | 523 | - | 384,222 | - | - | - | - | - | 384,744 | - | 384,744 | |
| Distribution of dividends | - | - | - | - | - | - | - | - | - | (1,203) | (1,203) | |
| Acquisition of treasuryshares | - | - | - | (34,669) | - | - | - | - | (34,669) | - | (34,669) | |
| Other changes | - | - | - | - | 250 | - | - | - | 250 | - | 250 | |
| Non-controlling interests onacquisition of subsidiary | - | - | - | - | - | - | - | - | - | - | - | |
| Balance As of December31, 2024 | 6.13 | 6,533 | 1,202 | 523,338 | (46,416) | 32,183 | 9,566 | 647,315 | 63,832 | 1,237,553 | (376) | 1,237,177 |
| Net profit | - | - | - | - | - | - | - | 97,662 | 97,662 | 1,183 | 98,845 | |
| Total other comprehensiveincome | - | - | - | - | - | (16,432) | - | - | (16,432) | (554) | (16,986) | |
| Total comprehensiveincome | - | - | - | - | - | (16,432) | - | 97,662 | 81,230 | 629 | 81,859 | |
| Allocation of prior year profit | - | 105 | - | - | - | - | 63,727 | (63,832) | - | - | - | |
| Capital increase | - | - | - | - | - | - | - | - | - | - | - | |
| Distribution of dividends | - | - | - | - | - | - | - | - | - | - | - | |
| Acquisition of treasuryshares | - | - | - | (60,000) | - | - | - | - | (60,000) | - | (60,000) | |
| Other changes | - | - | - | - | 3,404 | - | 16 | - | 3,420 | (16) | 3,404 | |
| Non-controlling interests onacquisition of subsidiary | - | - | - | 5,615 | (26,035) | - | (4,443) | - | (24,863) | 4,443 | (20,420) | |
| Balance As of December31, 2025 | 6.13 | 6,533 | 1,307 | 523,338 | (100,801) | 9,552 | (6,865) | 706,615 | 97,662 | 1,237,340 | 4,680 | 1,242,020 |
Consolidated Statement of Cash Flows
| (In thousands of Euro) | Year ended December 31,Notes | ||||
|---|---|---|---|---|---|
| 2025 | 2024 | ||||
| Profit before tax | 128,100 | 97,002 | |||
| Adjustments for: | |||||
| Amortization, depreciation and impairment | 6.1 - 6.2 | 65,103 | 69,337 | ||
| (Gains) / losses on disposals | (17,438) | 32 | |||
| Net Finance (income) expenses | 7.7 - 7.8 | (17,408) | (15,503) | ||
| Provisions to funds | 14,782 | 10,225 | |||
| Share of profit (loss) of equity-accounted investments | (604) | - | |||
| Other non-cash adjustments | 25,262 | (11,656) | |||
| Cash flow generated by operating activities before changes innet working capital | 197,797 | 149,437 | |||
| Change in inventories | 6.7 | 2,083 | 873 | ||
| Change in trade receivables | 6.8 | (3,209) | (44,590) | ||
| Change in trade payables | 6.16 | 10,085 | 22,714 | ||
| Changes in other assets/ liabilities | 6.6 - 6.11 - 6.18 | 10,116 | 8,351 | ||
| Uses of provisions for risks and charges and employee benefitsobligations | 6.14 – 6.15 | (4,743) | (4,557) | ||
| Income taxes paid | 7.10 | (13,101) | (7,814) | ||
| Net cash flow generated by operating activities | 199,028 | 124,414 | |||
| Purchase of property, plant and equipment (excluding right of useassets) | 6.1 | (92,612) | (84,514) | ||
| Purchase of intangible assets | 6.2 | (6,770) | (9,419) | ||
| Disposals of property, plant and equipment | 6.1 | 30,393 | 479 | ||
| Net divestitures/(investments) in financial assets | 6.4 | (12,981) | (1,321) | ||
| Acquisition of subsidiaries, net of cash acquired | - | (81,626) | |||
| Finance income received | 7.7 | 18,313 | 7,639 | ||
| Dividends received from equity-accounted investments | 145 | - | |||
| Net cash flow used in investing activities | (63,512) | (168,762) | |||
| Proceeds from borrowings | 6.17 | - | 3 | ||
| Financial liabilities reimbursement | (585) | - | |||
| Repayment of lease liabilities | 6.1 | (5,094) | (3,303) | ||
| Finance expenses paid | 7.8 | (871) | (1,606) | ||
| Capital increase | 6.13 | - | 384,744 | ||
| Acquisition of treasury shares | 6.13 | (60,000) | (34,669) | ||
| Acquisition of minorities | 6.13 | (20,420) | - | ||
| Dividend paid | 6.13 | - | (1,203) | ||
| Net cash flow generated by (used in) financing activities | (86,970) | 343,966 | |||
| Total cash flow generated (used) during the year | 48,546 | 299,618 | |||
| Cash and cash equivalents at the beginning of the year | 6.12 | 666,377 | 361,800 | ||
| Total changes in cash and cash equivalents | 48,546 | 299,618 | |||
| Exchange differences from translation of cash and cashequivalents | (26,721) | 4,959 | |||
| Cash and cash equivalents at the end of the year | 6.12 | 688,202 | 666,377 |
Explanatory notes to the Consolidated Financial Statements as of and for the year ended December 31, 2025
1. General Information
Technoprobe S.p.A. (hereafter "Technoprobe", the "Company" or the "Parent" and, together with its subsidiaries, the "Technoprobe Group" or the "Group") is a company incorporated and domiciled in Italy, with its registered offices in Cernusco Lombardone (LC), Via Cavalieri di Vittorio Veneto, 2, organized under Italian law, Since May 2, 2023, the Company's shares are listed on Euronext Milan.
As of December 31, 2025 Technoprobe is controlled by T-PLUS S.p.A. (hereinafter, "T-PLUS"), which holds a stake in the Company's share capital equal to 56.43% and voting rights equal to 67.27%.
T-Plus S.p.A. with its registered office in Milan, Via Meravigli 8, prepares the consolidated financial statements of the largest and smallest group of companies to which the Company belongs as a subsidiary, available at the company's registered office.
The Technoprobe Group operates in the production of electronic circuits, mechanical interfaces for electrical contacting of hybrid circuits and semiconductor devices and it is specialized in the design, development and production of probe cards used to test the operation of chips.
2. Summary of accounting policies and criteria used in preparing the Consolidated Financial Statements
2.1. Basis of preparation
These consolidated financial statements as of and for the year December 31, 2025 (hereafter, the "Consolidated Financial Statements") were approved by the Company's Board of Directors on March 18, 2026 and were audited by PricewaterhouseCoopers S.p.A.
2.2. Statement of compliance with International Financial Reporting Standards
The Consolidated Financial Statements have been prepared in compliance with the International Financial Reporting Standards as adopted by the European Union and effective on December 31, 2025. IFRS means all "International Financial Reporting Standards", all "International Accounting Standards" ("IAS") and all interpretation documents of the "International Financial Reporting Interpretations Committee" ("IFRIC"), formerly the "Standing Interpretations Committee" ("SIC") (hereafter, "IFRS").
2.3. Criteria used in the preparation of the Consolidated Financial Statements
The Consolidated Financial Statements comprise the statements required by the accounting standard IAS 1, i.e. consolidated statement of financial position, a consolidated income statement, a consolidated statement of comprehensive income, a consolidated statement of changes in equity and a consolidated statement of cash flows, and the related explanatory notes.
The Group has elected to present the consolidated income statement by classifying costs by destination, while assets and liabilities presented in the consolidated statement of financial position are classified separately as either current or non-current. The consolidated statement of cash flows is prepared using the indirect method. The statements used are those that best represent the Group's economic and financial situation.

An asset is classified as current when:
- it is expected to be realized, or it is intended for sale or consumption, in the Group's normal operating cycle;
- it is held primarily for the purpose of being traded;
- it is expected to be realized within twelve months from the end of the reporting period; or
- it is cash or a cash equivalent (unless it is restricted from being exchanged or used to settle a liability for at least twelve months from the end of the reporting period).
All other assets are classified as non-current. Specifically, IAS 1 uses the term "non-current" to include property plant and equipment, intangible assets and financial assets of a long-term nature.
A liability is classified as current when:
- it is expected to be settled in the Group's normal operating cycle;
- it is held primarily for the purpose of being traded;
- it is due to be settled within twelve months from the end of the reporting period; or
- there is no unconditional right to defer the settlement of the liability for at least twelve months from the end of the reporting period. Terms of the liability that could, at the option of the counterparty, result in its settlement by issue of equity instruments do not affect its classification.
All other liabilities are classified as non-current.
The operating cycle is the time that elapses between the acquisition of goods for the production process and their realization in cash or cash equivalents. When the normal operating cycle is not clearly identifiable, its duration is assumed to be twelve months.
The Consolidated Financial Statements have been prepared in Euro, the Company's functional currency. Unless otherwise stated, all financial amounts, explanatory notes and tables are presented in thousands of Euro.
The Consolidated Financial Statements have been prepared:
- on a going concern basis;
- using the accrual basis of accounting, respecting the principle of materiality and significance, ensuring the prevalence of substance over form and with a view to facilitating consistency with future financial statements. Neither assets and liabilities nor income and expenses are offset, unless required or allowed by IFRS;
- on a historical cost basis, except for financial assets and liabilities required to be measured at fair value.
2.4. Criteria and basis of consolidation
The Consolidated Financial Statements include the equity, economic and financial situation of the Company and its subsidiaries, prepared on the basis of the related accounting situations, where applicable, appropriately adjusted to make them compliant with IFRS.
The following table provides the list of companies included in the scope of consolidation of the Consolidated Financial Statements together with details of the company name, to the country in which the registered office is located, functional currency, share capital and the percentage of ownership held.

| Company name | Country | FunctionalCurrency | Share capitalas ofDecember 31, | Share capitalCurrency | ControlDecember 31, | percentage as of | Investment held by: |
|---|---|---|---|---|---|---|---|
| 2025 | 2025 | 2024 | |||||
| PARENT: | |||||||
| TechnoprobeS.p.A. | Italy | EUR | 6,532,609 | EUR | |||
| SUBSIDIARIES: | |||||||
| TechnoprobeFrance S.a.s. | France | EUR | 500,000 | EUR | 100% | 100% | Technoprobe S.p.A. |
| Technoprobe(Suzhou) Co. Ltd | China | CNY | 24,515,750 | CNY | 100% | 100% | Technoprobe S.p.A. |
| Technoprobe AsiaPte Ltd | Singapore | USD | 60 | USD | 85% | 85% | Technoprobe S.p.A. |
| TechnoprobeKorea Co. Ltd | SouthKorea | KRW | 2,000,010,000 | KRW | 100% | 100% | Technoprobe S.p.A. |
| TechnoprobeJapan KK | Japan | JPY | 22,500,000 | JPY | 100% | 100% | Technoprobe S.p.A. |
| TechnoprobeAmerica Inc. | USA | USD | 1,250,000 | USD | 100% | 100% | Technoprobe S.p.A. |
| TechnoprobeTaiwan Co. Ltd | Taiwan | TWD | 46,500,000 | TWD | 100% | 100% | Technoprobe S.p.A. |
| TechnoprobeGermany Gmbh | Germany | EUR | 300,000 | EUR | 100% | 100% | Technoprobe S.p.A. |
| Yee Wei Inc. | Taiwan | TWD | 231,648,574 | TWD | 100% | 85% | Technoprobe S.p.A. |
| Technoprobe USHolding LLC | USA | USD | 25,000,000 | USD | 100% | 100% | Technoprobe S.p.A. |
| DIS Tech America,Inc. | USA | USD | 25,000 | USD | 100% | 100% | TP U.S. Holding LLC |
| Harbor ElectronicsSolutionsPhilippines Inc. | Philippines | PHP | 2,769,720 | PHP | 100% | 100% | DIS Tech AmericaInc. |
| Harbor SolutionsSDN, BHD | Malaysia | MYR | 100 | MYR | 100% | 100% | DIS Tech AmericaInc. |
| MW Plasma Inc. | USA | USD | 100 | USD | 80% | 80% | Yee Wei Inc, |
| DIS TechSingapore, Pte, Ltd | Singapore | USD | 3,386,625 | USD | 100% | 100% | Technoprobe S.p.A.* |
| DIS Tech Japan GK | Japan | USD | 1 | JPY | 100% | 100% | Technoprobe S.p.A. |
| DIS TechPhilippines LLC | USA | USD | 10,000 | USD | 100% | 100% | Technoprobe S.p.A. |
| DIS Tech TaiwanLLC | USA | USD | 5,000,000 | TWD | 100% | 100% | Technoprobe S.p.A. |
| Device InterfaceSolutionsTechnology(Shanghai) Co., Ltd | China | USD | 7,000,000 | CNY | 100% | 100% | Technoprobe S.p.A. |
*Merged by incorporation in Technoprobe Asia Pte Ltd. starting from December 31, 2025
It should be noted that, at the reporting date of the Consolidated Financial Statements, all the companies included in the consolidation scope were fully consolidated, with the exception of Innostar Service Inc, a minority investment acquired in January 2025, for which the measurement was performed using the equity method. For further details, please refer to paragraph 6.3 of the Notes to the Consolidated Financial Statements

This section describes the criteria followed to define the basis of consolidation and the related consolidation principles adopted.
Subsidiaries
Subsidiaries are those companies over which the Group exercises control. The Group controls a subsidiary when: i) it is exposed, or has rights, to variable returns from its involvement with the investee, and ii) it has the ability to affect those returns through its control over the investee. The existence of control is verified each time that facts or circumstances indicate a change in one of the aforementioned control criteria. Subsidiaries are consolidated using the line-by-line method, from the date that control is obtained until the date that such control ceases when it is transferred to third parties. The criteria adopted for the line-by-line consolidation method are the following:
- Assets, liabilities, expenses and revenues of the subsidiaries are consolidated on a line-by-line basis in the Consolidated Financial Statements;
- the carrying amount of equity investments included in the scope of consolidation is eliminated against the corresponding share of equity, as a result of the recognition of assets and liabilities of the associated companies, while any share of equity and net profit attributable to minority interests is recorded separately;
- gains and losses including any tax effects resulting from transactions between fully consolidated Group companies, which have not been realized with third parties at the end of the reporting period, are eliminated, other than losses resulting from transactions involving a reduction in value of the asset transferred. Receivables and payables, costs and revenues and finance income and expenses among companies included in the scope of consolidation are also eliminated.
Investments accounted for using the equity method
Equity investments in entities in which the Group holds a minority interest and does not exercise control, but has significant influence as defined under IAS 28, are accounted for using the equity method.
In applying the equity method, such investments are initially recognized at acquisition cost. Any excess of the purchase price over the Group's share of the investee's identifiable net assets is allocated within the carrying amount of the investment, similarly to what is provided for business combinations, without separate recognition.
This allocation is made on a provisional basis at the date of initial recognition and may be adjusted, with retrospective effect, within the subsequent twelve months to reflect new information on facts and circumstances existing at the date of initial recognition.
Subsequently, the carrying amount is adjusted to reflect: (i) the investor's share of the investee's profit or loss generated after the acquisition date, adjusted to take into account the effects of any impairment of the higher values attributed to the investee; (ii) the investor's share of any other components of the investee's comprehensive income, where applicable; and (iii) dividends distributed by the investee, which are recognized as a reduction of the carrying amount.
Furthermore, for the purposes of applying the equity method, the adjustments required in the context of full consolidation are considered only in relation to gains and losses arising from intragroup transactions. Therefore, the carrying amount is not adjusted following changes in the investee's equity, but only as a result of the adjustments described above.
Where there is objective evidence of impairment, the recoverability of the carrying amount resulting from application of the above criteria is assessed by comparing the carrying amount of the investment with its recoverable amount. Any impairment losses, as well as any subsequent reversals of impairment

losses, when the reasons for such impairment no longer exist and within the limit of the previously recognized impairment, are recognized in profit or loss.
Business combinations
Business combinations in which control is acquired are recorded as set out in IFRS 3, applying the acquisition method of accounting.
Specifically, at the acquisition date, that is the date in which control is obtained (the "Acquisition Date"), identifiable assets acquired and liabilities assumed are recognized at their fair value, except for deferred tax assets and liabilities, assets and liabilities relating to employee benefits, and the assets held for sale, which are instead recognized on the basis of the relevant accounting standard.
If positive, the difference between the amount of the consideration transferred in the business combination and the fair value of the assets and liabilities acquired is recognized in intangible assets as goodwill; if negative, after reviewing the fair value measurements of the assets and liabilities acquired, it is recognized directly in the consolidated income statement as a gain.
Non-controlling interests in the acquiree, at the acquisition date, can be measured at fair value or on a pro-quota basis of the value of the net assets recognized for the acquired company. The choice of the method is made transaction by transaction.
When the fair value of the assets acquired and liabilities assumed is estimated on a provisional basis, it shall be determined within twelve months from the date of acquisition, taking into account only information relating to facts and circumstances existing at the Acquisition Date. In the period when such values are finally determined, the provisional values are adjusted retrospectively. Transaction costs are recognized in the consolidated income statement when incurred.
In addition to the fair value at the Acquisition Date of the assets transferred, the liabilities assumed and of any capital instruments issued for the purposes of the acquisition, the consideration for the acquisition also includes contingent consideration, or that share of the consideration, whose amount and timing are contingent on future events. Contingent consideration is measured at fair value at the Acquisition Date and subsequent changes in fair value are recognized in the consolidated income statement if the contingent consideration is a financial asset or liability while, if the contingent consideration is classified as equity, the original amount is not remeasured, and it is recognized directly in equity when settled.
No transactions falling within the scope of IFRS 3 – Business Combinations were carried out during the financial year.
Translation of foreign companies' financial statements
The financial statements of foreign subsidiaries are prepared using the currency of the main economic environment in which they operate. The rules for translating the financial statements of companies expressed in currencies other than the Euro are as follows:
- assets and liabilities are translated using the exchange rates effective on the closing date;
- costs and revenues are translated at the average exchange rate for the year;
- the currency translation reserve, included in the comprehensive income statement, includes both the exchange differences generated by the translation of the economic amounts at a different exchange rate from the closing rate and those generated by the translation of the opening net assets at the historical exchange rate;
- any goodwill arising from the acquisition of a foreign operation and any fair value adjustments to the carrying amounts of assets and liabilities arising from the acquisition of that foreign operation shall be treated as assets and liabilities of the foreign operation and shall be translated at the closing rate.

The following table provides the exchange rates used for the translation of the financial statements of Group companies expressed in currencies other than the Euro for the periods indicated:
| Currency | As of December 31, | (Average rate) Year ended December31, | |||
|---|---|---|---|---|---|
| 20252024 | 2025 | 2024 | |||
| Philippine Peso | 69.27 | 60.30 | 64.98 | 62.01 | |
| U.S. dollar | 1.18 | 1.04 | 1.13 | 1.08 | |
| Japanese Yen | 184.09 | 163.06 | 169.04 | 163.85 | |
| Korean Won | 1,696.94 | 1,532.15 | 1,605.45 | 1,475.40 | |
| Chinese Renminbi | 8.23 | 7.58 | 8.12 | 7.79 | |
| New Taiwan Dollar | 36.86 | 34.06 | 35.15 | 34.75 |
2.5. Accounting policies and measurement criteria
The following paragraphs describe the criteria adopted with respect to the classification, recognition, measurement and derecognition of assets and liabilities as well as the criteria used to recognize income statement items.
Property, plant and equipment
Items of property, plant and equipment are accounted for only when both the following conditions are satisfied:
- it is likely that the future economic benefits relating to the asset will flow to the company; and
- the cost of the asset can be determined reliably.
Items of property, plant and equipment are originally measured at cost, defined as the cash or cash equivalents paid or the fair value of other consideration given to acquire an asset at the time of its acquisition or substitution. Subsequently, property, plant and equipment are carried at cost less any accumulated depreciation and any accumulated impairment losses.
Cost includes amounts directly attributable to enabling the asset to be used as well as any expected costs of dismantling and removing the asset and restoring it to its original condition if a contractual obligation exists.
Expenses incurred for ordinary and/or cyclical maintenance and repairs are charged directly to profit or loss when incurred. The capitalization of costs inherent to the expansion, modernization or improvement of facilities owned or used by third parties is recorded solely to the extent that they meet the conditions for being classified separately as an asset or part of an asset.
Depreciation is calculated on a straight-line basis over the estimated useful life of the individual assets.
The Group's estimated expected useful life by class of property, plant and equipment is as follows:
| Property, plant and equipment class | Expected useful life (in years) |
|---|---|
| Buildings | 33-50 |
| Plants and machinery | 3-13 |
| Industrial and commercial equipment | 3-7 |
| Other assets | 3-7 |
The depreciation period of leasehold improvements and right of use assets is the lower of the residual useful life of the asset and the residual duration of the lease, considering any renewal period, if dependent on the lessee, Land held by the Group is not depreciated.
accounting estimate in accordance with IAS 8.
At each year end, the Group determines whether there have been any significant changes in the expected economic benefits to be derived from capitalized property, plant and equipment and, in such case, makes appropriate changes to the relevant depreciation rate, which is considered a change in
Property, plant and equipment amount is derecognized when it is sold or otherwise disposed of or when no economic benefit can be derived from its sale.
Intangible asset
An intangible asset is an asset that meets all the following conditions:
- it can be identified;
- it is non-monetary;
- it is without physical substance;
- it is under the control of the company that prepares the financial statements; and
- it is expected to produce future economic benefits for the company.
If an asset does not meet all of the above requirements to be considered an intangible asset, the amount incurred to acquire or produce that asset internally is expensed when it is incurred.
Intangible assets are initially recognized at cost. The cost of intangible assets acquired externally includes both the purchase price and any cost that may be directly attributed.
Intangible assets of the Group comprise the followings:
(a) Intangible assets with definite useful life
Intangible assets with definite useful life are recognized at cost, as previously described, less any accumulated amortization and any accumulated impairment losses.
Amortization starts when the asset is available for use and is calculated on a straight-line basis over the asset's estimated useful life.
The Group's estimated expected useful life by class of intangible assets with definitive useful life is as follows.
| Intangible asset class | Expected useful life (in years) |
|---|---|
| Software | 3-5 |
| Patents and intellectual property rights | 8-9 |
| Know-how | 5-15 |
(b) Intangible assets with indefinite useful life - Goodwill
Goodwill represents the residual amount of the acquisition cost, as it is the excess of the cost of the business combination over the fair value of the assets, liabilities and contingent liabilities identified (including intangible assets and potential liabilities that meet the requirements for recognition in the financial statements).
It represents the consideration paid by the buyer in anticipation of future economic benefits deriving from assets that cannot be identified individually and recognized separately, effectively incorporating the value of the expected synergies, the brand of the acquired company, the know-how, the professional skills, procedures and other indistinct factors. Specifically, at the acquisition date, goodwill is measured as the difference between the fair value of the identifiable net assets of the acquired company and the sum of the following components:

- the consideration transferred, generally measured at fair value;
- the amount relating to non-controlling interests;
- the fair value at the acquisition date of the interests already held by the buyer prior to the business combination.
Goodwill acquired in a business combination is not amortized. Each year, or more frequently, whenever events or changes in circumstances indicate that goodwill may be impaired, the Group performs impairments tests to ensure that the value of goodwill recognized in the consolidated financial statements has not been impaired.
Right of use assets and lease liabilities
In accordance with IFRS 16, a contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. The contract is then reassessed to determine whether it is, or contains, a lease only if the terms and conditions of the contract are changed.
For a contract that is, or contains, a lease, each lease component within the contract is accounted for as a lease separately from non-lease components of the contract, unless the Group applies the practical expedient of IFRS 16. Under such practical expedient, the Group may elect, by class of underlying asset, not to separate non-lease components from lease components, and instead to account for each lease component and any associated non-lease components as a single lease component. The Group has chosen to apply such practical expedient.
The lease term is the non-cancellable period of a lease, together with both:
- the periods covered by an option to extend the lease, if the Group is reasonably certain to exercise that option; and
- the periods covered by an option to terminate the lease, if the Group is reasonably certain not to exercise that option.
In assessing whether the Group is reasonably certain to exercise an option to extend a lease, or not to exercise an option to terminate a lease, the Group shall consider all relevant facts and circumstances that create an economic incentive for the Group to exercise the option to extend the lease, or not to exercise the option to terminate the lease. The Group shall re-assess the lease term if there is a change in the non-cancellable period of a lease,
At the contract commencement date, the Group recognizes the right of use asset and the related lease liability,
At the commencement date, the right of use asset is measured at cost, which comprises:
- a) the amount of the initial measurement of the lease liability;
- b) any lease payments made at or before the commencement date, less any lease incentives received;
- c) any initial direct costs incurred by the lessee; and
- d) an estimate of costs to be incurred by the lessee in dismantling and removing the underlying asset, restoring the site on which it is located or restoring the underlying asset to the condition required by the terms and conditions of the lease, unless those costs are incurred to produce inventories.
At the commencement date, the Group measures the lease liability at the present value of the lease payments that are not paid as of that date, The lease payments included in the measurement of the lease liability comprise the following:
a) fixed payments, less any lease incentives receivable;

- b) variable lease payments that depend on an index or a rate, initially measured using the index or rate at the commencement date;
- c) amounts expected to be payable by the lessee under residual value guarantees;
- d) the exercise price of a purchase option if the lessee is reasonably certain to exercise that option; and
- e) payments of penalties for terminating the lease, if the lease term reflects the lessee exercising an option to terminate the lease.
Lease payments are discounted to their present value using the interest rate implicit in the lease if that rate can be readily determined. If that rate cannot be readily determined, the Group is required to use its incremental borrowing rate, which is the rate of interest it would have to pay to borrow a similar amount over a similar term as the lease contract,
Following initial recognition, the right of use asset is measured at cost:
- a) less any accumulated depreciation and any accumulated impairment losses; and
- b) adjusted for any remeasurement of the lease liability.
Following initial recognition, the lease liability is measured by:
- a) increasing the carrying amount to reflect interest on the lease liability;
- b) reducing the carrying amount to reflect the lease payments made; and
- c) remeasuring the carrying amount to reflect any reassessment or lease modifications, or to reflect revised in-substance fixed lease payments.
For a lease modification that is not accounted for as a separate lease, the right of use asset is remeasured (up or down) in line with the change in the lease liability at the modification date. The lease liability is remeasured based on the new contract conditions, using the discount date at the effective date of the modification.
The Group has elected to exploit two exceptions permitted by IFRS 16, regarding short-term leases (leases that, at the commencement date, have lease terms of 12 months or less) and leases for which the underlying asset is of low value (leases for which the underlying asset value, when new, is less than USD 5,000), In such cases the right of use assets and related lease liabilities are not recognized, and lease payments are charged directly to profit or loss.
Right of use assets are classified under "Property, plant and equipment".
Impairment of property, plant and equipment, intangible assets and right of use assets
At each reporting date, the Group assesses whether there are any indications of impairment of property, plant and equipment, intangible assets and right of use assets not fully depreciated or amortized.
When indicators of impairment exist, the recoverable amount is estimated and the carrying amount of the asset reduced accordingly, with the impairment loss being charged to profit or loss. The recoverable amount of an asset is the higher of its fair value less costs of disposal and its value in use, where value in use is determined by discounting the asset's estimated future cash flows including, if materially significant and reasonably certain, those relating to disposal of the asset at the end of its useful economic life, less any costs of disposal. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.
For assets that do not generate cash inflows that are largely independent of those from other assets or groups of assets, the Group estimates the recoverable amount of the Cash-Generating Unit ("CGU") to which the asset belongs.
If the carrying amount of an asset or the CGU to which it belongs exceeds the recoverable amount, an impairment loss is charged to profit or loss. Such impairment losses are allocated first to reduce the ANNUAL FINANCIAL REPORT - TECHNOPROBE SPA CONSOLIDATED FINANCIAL STATEMENTS carrying amount of any goodwill allocated to the CGU and then to other assets of the unit pro-rata on the basis of their carrying amounts. The carrying amounts of other assets of the unit may not be reduced
below their recoverable amounts. If the conditions that gave rise to an impairment loss no longer exist, the carrying amount of the asset or CGU is increased to the revised estimate of its recoverable amount, up to the carrying amount that would have been recorded had no impairment loss been recognized, with the increase being reflected in the consolidated income statement.
Financial assets
On initial recognition, financial assets are measured at fair value and are subsequently classified in one of the three categories specified below based on the following elements:
- the entity's business model for managing the financial assets; and
- the contractual cash flows characteristics of the financial asset.
Financial assets are derecognized from the consolidated statement of financial position when the Group has substantially transferred all the risks and rewards of ownership of the financial asset.
a) Financial assets at amortized cost
Financial assets are measured at amortized cost if both of the following conditions are met:
- the financial asset is held within a "Hold to collect" business model, the objective of which is to hold financial assets in order to collect contractual cash flows (Business model "Hold to Collect"); and
- the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding (that pass the SPPI test).
At initial recognition, such assets are measured at fair value including directly attributable transaction costs or income. After initial recognition, such financial assets are measured at amortized cost, calculated using the effective interest method. The amortized cost method is not used for those assets (measured at historical cost) whose short-term nature means there is no requirement to discount to present value, assets with no set maturity date or revocable credit lines.
b) Financial assets at fair value through other comprehensive income
Financial assets are measured at fair value through other comprehensive income if both of the following conditions are met:
- the financial asset is held within a "Hold to collect and sell" business model whose objective is achieved by both collecting contractual cash flows and selling financial assets; and
- the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding (i,e,, that pass the SPPI test).
c) Financial assets at fair value through profit or loss
This category includes all financial assets other than those classified as "Financial assets at fair value through other comprehensive income" or "Financial assets at amortized cost".
Specifically, the category includes financial assets held for trading and derivatives not eligible as hedging instruments (which are represented as assets if their fair value is positive or liabilities if their fair value is negative).
At initial recognition, financial assets at fair value through profit or loss are measured at fair value, not including directly attributable transaction costs or income, After initial recognition, such financial assets are measured at fair value and the changes in fair value recorded in profit or loss.
Inventories
Inventories are assets:
- held for sale in the ordinary course of business;
- in the process of production for such sale; or
- in the form of materials or supplies to be consumed in the production process or in the rendering of services.
Inventories are recognized and measured at the lower of cost and net realizable value.
The cost of inventories includes all purchase costs, transformation costs, and other costs incurred to bring the inventories to their current location and condition.
In accordance with the provisions of IAS 2, the Group calculates the cost of inventories using the weighted average cost method.
If net realizable value is lower than cost, the difference is immediately recognized in the consolidated income statement.
Trade receivables
Trade receivables are initially recognized at fair value and subsequently measured at amortized cost, net of the allowance for doubtful accounts estimated according to the expect credit losses model as set out in IFRS 9.
As trade receivables are typically short-term in nature and do not involve payment of interest, amortized cost is not calculated and they are accounted for at the nominal value stated on the invoice or in the customer contract: such arrangement is followed even for those receivables due after more than 12 months, unless the effect is particularly significant. This is due to the fact that the value of short-term receivables is very similar whether the historical cost method or amortized cost method is adopted, and the impact of discounting is insignificant.
Trade receivables are tested for impairment in accordance with the requirements of IFRS 9. For measurement purposes, trade receivables are categorized by due date.
Cash and cash equivalents
Cash and cash equivalents are recognized, depending on their nature, at nominal value or at amortized cost. Other cash equivalents represent highly liquid short-term financial assets that can be easily converted to known cash amounts and are subject to negligible risk of change in their value, and which have an original maturity, on purchase, of less than 3 months.
Payables
Trade payables and other payables are initially recognized at fair value and subsequently measured using the amortized cost method. However, short-term trade payables, whose maturity falls within the normal commercial terms, are not discounted since the effect of the discounting of financial flows is irrelevant.
Financial liabilities are initially recognized at fair value, net of directly attributable accessory costs, and subsequently measured at amortized cost, using the effective interest rate method. In the event of a change in the estimated expected cash flows, the value of the liabilities is recalculated to reflect this change on the basis of the present value of the new expected cash flows and the effective internal rate initially determined. Financial liabilities are classified under current liabilities, unless the Group has an unconditional right to defer their payment for at least twelve months after the reporting date.
Payables are derecognized when settled and when the Group has transferred all risks and the charges related to the instrument.

Provisions for employee benefits
Employee benefits include benefits granted to employees or their dependents, settled through cash payments (or through the supply of goods and services) directly to employees, their spouses, children or other dependents or to third parties, such as insurance companies. They include short-term benefits, benefits payable to employees on termination of employment and post-employment benefits.
Short-term employee benefit obligations include incentive schemes such as annual bonuses, the MBO and the one-off renewals of the national collective labor agreements and are recognized as liabilities (accrued expenses) after deducting any advances paid, and costs, unless a given IFRS requires or allows the inclusion of such benefits in the cost of a capitalized asset.
Benefits relating to the termination of employment include voluntary redundancy incentive schemes, which in the case of voluntary redundancy provide for the employee or group of employees taking part in trade union agreements involving the use of so-called solidarity funds, and (non-voluntary) redundancy arrangements, which apply in the case of termination of employment as a result of a unilateral decision by the company. The Group recognizes the cost of such benefits as a liability on the earliest date between:
- the time at which the Group may no longer withdraw the offer of such benefits;
- the time at which the Group recognizes the costs of a restructuring that falls within the scope of IAS 37 and involves the payment of termination benefits.
Post-employment benefits for employees are divided in two categories: defined contribution plans and defined benefit plans.
For defined benefit plans, which also include the severance indemnity due to employees pursuant to article 2120 of the Italian Civil Code, the amount of the benefit to be paid to employees can be determined only after termination of employment, and is linked to one or more factors such as age, years of service and remuneration. Therefore, the related cost is charged to the income statement on an actuarial basis. The liability recognized in the statement of financial position for defined benefit plans is equal to the present value of the obligation at the reporting date.
Provisions for risks and charges
Provisions for risks and charges are recognized in respect of costs or losses of a known nature, the occurrence of which is certain or likely, but in respect of which the amount and timing are not known.
Provisions are only recognized when there is a current obligation (legal or constructive) for a future outflow of economic resources as a result of past events and it is likely that such outflow is required to settle the obligation. This provision represents the best estimate of the charge to settle the obligation. The rate used to determine the present value of the liability reflects current market values and takes into account the specific risk associated with each liability.
Where the effect of the time value of money is material and the payment dates relating to the obligations can be reliably estimated, provisions are measured at the present value of the expected outflow using a rate that reflects market conditions, the change in the time value of money and the specific risk associated with the obligation. The increase in the value of the provision determined by changes in the time value of money is accounted for as a financial expense.
Risks, in relation to which the occurrence of a liability is only possible are reported as contingent liabilities and no provision is made in respect of them.
Treasury shares
Treasury shares are recorded as a reduction of equity. In the event of any subsequent sales, any difference between the purchase value and the sale price is recognized in equity.

Revenue
Revenue is recognized when the following conditions are met:
- the contract with a customer has been identified;
- the performance obligations in the contract have been identified;
- the transaction price has been determined;
- the transaction price has been allocated to the performance obligations in the contract; and
- the related performance obligation contained in the contract is satisfied.
The Group recognizes revenue at a given time or when it satisfies its performance obligations, by transferring the promised goods (i.e., an asset), typically probe cards, to the customer. An asset is transferred when the customer obtains control of that asset. Transfer of control depends on the terms of sale and related Incoterms, which may vary from customer to customer.
The contractual consideration included in a contract with a customer may include fixed amounts, variable amounts, or both. If the contractual consideration includes a variable amount (e.g., discounts, price concessions, incentives, penalties or other similar items), the Group estimates the amount of consideration to which it is entitled in exchange for transferring the promised goods or services to a customer. The Group includes a variable consideration in the transaction price only to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved.
With reference to sales with right of return, and in compliance with the provisions of IFRS 15, the Group recognizes as a reduction in revenues the amount of returns expected from the sale of products against "Other current liabilities" and recognizes an asset in "Other current assets" with a corresponding adjustment to the cost of revenue representing the right to recover the products from the customer upon exercise of the right of return.
Cost recognition
Costs are recognized in profit or loss on an accrual basis.
Government grants
Any government grants are recognized when there is reasonable certainty that they will be received and all related conditions are satisfied.
Any public contributions related to property, plant and equipment are recorded by directly deducting them from the asset they refer to. The value of an asset is adjusted through systematic depreciation, calculated based on the remaining possibility of utilization according to its useful life.
Income tax expenses
Current income tax expenses are calculated based on taxable income for the year, applying tax rates in effect at the reporting date. Taxes due for the current and previous years are recognized as liabilities to the extent they are still unpaid. Income tax receivables and payables, for the current and previous years, represent the amounts that are likely to be recovered from/paid to the tax authorities, applying the tax rates and the tax laws in effect, or effectively issued, at the reporting date.
Deferred taxes are divided into:
- deferred tax liabilities, are the amounts of income taxes payable in future periods in relation to taxable temporary differences;
- deferred tax assets, are the amounts of income taxes that may be recovered in future years in respect of deductible temporary differences, carry forward of unused tax losses, and carry forward of unused tax credits.

Deferred tax liabilities and assets are calculated by applying the relevant tax rate to the temporary differences identified, whether taxable or deductible, unused tax losses or unused tax credits.
At each reporting date, both unrecognized and recognized deferred tax assets are remeasured to confirm the likelihood of recovering such deferred tax assets.
Moreover, in the event of uncertainties over income tax treatments, the Group proceeds as follows: (i) if it considers it likely that the tax authorities will accept an uncertain tax treatment, it determines the (current and/or deferred) income taxes to be reported in the financial statements based on the tax treatment that it has applied or expects to apply when filing its returns; (ii) if it concludes it is not probable that the taxation authority will accept an uncertain tax treatment, it reflects the effect of uncertainty in determining the related (current and/or deferred) income taxes to be reported in the financial statements.
Earnings per share
Basic earnings per share are calculated by dividing the net profit attributable to the owners of the Parent by the weighted average number of ordinary shares outstanding during the year, excluding treasury shares.
Diluted earnings per share are calculated by dividing the profit attributable to the owners of the Parent by the weighted average number of ordinary shares outstanding during the year, excluding treasury shares. For the purpose of the calculation of diluted earnings per share, the weighted average number of shares outstanding is adjusted assuming that rights having potential dilutive effects are exercised by all the grantees of such rights, and the result attributable to the owners of the Parent is adjusted to take into account any effects, net of tax, of the exercise of those rights.
Share-based payments
The cost of transactions settled with equity instruments is determined based on the fair value at the grant date, as detailed in the notes to this financial report, to which reference is made, and is not subject to any subsequent adjustment. This cost is recognized either under personnel expenses or under services if the beneficiary of the incentive plan is a non-employee, over the period in which the conditions related to the achievement of objectives or the provision of service (the so-called vesting period) are met, with a corresponding entry in a specific Equity reserve. The cumulative costs recognized are based on the best estimate of the number of equity instruments that will actually vest. The cost recognized in the income statement for the period represents the change in the cumulative cost recorded at the beginning and end of the period. No cost is recognized for rights that do not vest if the performance or service conditions are not met.
Operating segments
The operating segment is a component of the Group that:
- engages in business activities from which it may earn revenues and incur expenses (including costs and revenues relating to transactions with other components of the same group);
- whose operating results are periodically reviewed by the top management for the purpose of taking decisions on the resources to be allocated to the sector and assess its performance; and
- for which discrete financial information is available.
Translation of transactions in other currencies
Transactions in currencies other than the functional currency are translated using the exchange rate applicable at the transaction date. Assets and liabilities denominated in currencies other than Euro are translated at the closing exchange rate. Foreign currency exchange gains and losses are recognized in the profit or loss line-item "Foreign currency gains (losses)".

3. Recently issued accounting standards
Accounting standards not yet applicable as not yet endorsed by the European Union (EU)
At the date of approval of the Consolidated Financial Statements, the following standards and amendments had not yet been endorsed by the EU:
| Accounting standard/amendment | Endorsed by the EU | Effective date |
|---|---|---|
| IFRS 19 – Subsidiaries Without Public Accountability | NO | January 1, 2027 |
| IFRS 18 – Presentation and Disclosures in Financial Statements | NO | January 1, 2027 |
| Sale or contribution of assets between an investor and itsassociate or joint venture (Amendments to IFRS 10 and IAS 28) | NO | Deferred untilcompletion of the IASBequity method project |
With respect to IFRS 18, the Group has started a preliminary assessment aimed at evaluating the potential impacts arising from its adoption. As at the date of preparation of these financial statements, the effects that may result from the application of this new standard have not yet been determined. For the other standards, no impacts on the Group's Consolidated Financial Statements are expected from their future application.
Accounting standards, amendments and interpretations endorsed by the EU but not yet adopted by the Group
Accounting standards, amendments and interpretations endorsed by the EU but not yet adopted by the Group.
| Accounting standard/amendment | Endorsed by the EU | Effective date |
|---|---|---|
| Amendments to the classification and measurement offinancial instruments (IFRS 9 and IFRS 7)" | YES | January 1, 2026 |
| Annual cycle of improvements to IFRS – Volume 11(Amendments to IFRS 1, IFRS 7, IFRS 9, IFRS 10, and IAS 7) | YES | January 1, 2026 |
No impacts are expected on the Group's Consolidated Financial Statements deriving from the future application of these accounting standards or amendments.
The Group has not adopted in advance any new standard, interpretation or amendment issued but not yet in force.
New accounting standards, interpretations and amendments adopted by the Group
The only amendment applied from 1 January 2025 that did not have a significant impact on the Consolidated Financial Statements is the amendment relating to IAS 21 The Effects of Changes in Foreign Exchange Rates — Lack of Exchangeability.
4. Estimates and assumptions
The preparation of financial statements in conformity with relevant accounting standards and methods in certain cases requires management to make estimates and assumptions based on difficult and subjective judgments, in turn based on past experience and hypotheses considered reasonable and realistic, given the information known at the time.
Such estimates have an effect on the amounts reported in the financial statements, including the consolidated statement of financial position, the consolidated income statement, the consolidated statement of comprehensive income, the consolidated statement of changes in equity, the consolidated statement of cash flows and the related notes. Actual results may then differ, even significantly, from those reported in the consolidated financial statements due to changes in the factors considered in determining the estimates, given the uncertainties that characterize the assumptions and conditions on which estimates are based.
The accounting estimates that more than others involve a high degree of subjectivity and judgement on the part of management, and where a change in the conditions underlying the assumptions could have a significant effect on the Group's financial results, are detailed below:
- a) Useful life of property, plant and equipment and intangible assets: useful life is determined when the asset is first recognized in the financial statements, Considerations regarding an asset's useful life are based on historical experience, market conditions and expected future events that may affect them, such as technological changes. An asset's actual useful life may, therefore, differ from its estimated useful life.
- b) Inventories: final inventories of products that are obsolete or slow-moving are periodically tested for impairment and written down if their recoverable amount is lower than their carrying amount. The write-downs made are based on assumptions and estimates made by management based on their experience and historical results.
- c) Sales with right of return: the accounting of assets for sales with right of return and liabilities for sales with right of return is based on assumptions regarding the quantity of products expected to be returned and the estimated realizable value of these returned products.
- d) Provision for risks and charges: identification of the existence of a current (legal or constructive) obligation is in certain cases not a simple matter. Management reviews such matters on a caseby-case basis, together with estimates of the outflow of resources required to satisfy the obligation. When managers believe the likelihood of a liability occurring to be only possible, the relevant risks are disclosed in the note on risks and charges, but no provision is made.
5. Management of financial risks
In terms of business-related risks faced, the main risks identified, monitored and actively managed by the Group as described below, are the following:
- market risk, deriving from fluctuations in exchange rates between the Euro and other currencies in which the Group operates, and in particular USD;
- credit risk, relating to the risk of default on the part of a counterpart;
- liquidity risk, relating to a lack of financial resources to meet financial obligations.
The Group aims at maintaining a balanced approach in managing its financial exposure by matching assets and liabilities and achieving operational flexibility through the use of liquidity generated by current operating activities and bank loans.
The Group's ability to generate liquidity from operations together with its borrowing capacity enable it to satisfy its operational requirements to fund working capital, invest and meet its financial obligations.
The Group's financial policy and the management of related financial risks are centrally managed and monitored. The following paragraphs provide qualitative and quantitative information relating to the Group's exposure to the aforementioned financial risks.

5.1. Market risk
Exchange rate risk
Exposure to the risk of fluctuations in exchange rates derives from the Group's commercial activities, which are also denominated in currencies other than the Euro. Revenues and costs denominated in foreign currency may be influenced by fluctuations in exchange rates, with impacts commercial margins (business risk); similarly, trade and financial payables and receivables denominated in foreign currency may be affected by the translation rates used, with an impact on profit and loss (transaction risk).
Revenue is generally denominated in Euro and USD. The Group sometimes uses derivative financial instruments for the purpose of hedging foreign exchange risk on transactions in foreign currency. For the years ended December 31, 2025 and 2024, the Group recorded an exchange loss amounting to Euro 45,941 thousand and an exchange gain to Euro 11,937 thousand, respectively.
The Group has subsidiaries that prepare their financial statements in currencies other than the Euro, which is the currency used for the presentation of the Consolidated Financial Statements. This exposes the Group to translation exchange rate risk, generated by the conversion of the subsidiaries assets and liabilities into Euro.
The main exposures to translation exchange rate risk relate to the US currency (US Dollar - USD), the Korean currency (South Korean Won - KRW), the Japanese currency (Japanese Yen - JPY) and the Taiwanese currency (New Taiwanese Dollar - TWD),
Sensitivity analysis related to exchange rate risk
For the purposes of the sensitivity analysis on the exchange rate, statement of financial position items as of December 31, 2025 and 2024 (financial assets and liabilities) denominated in currencies other than the functional currency of each Group company were identified. In assessing the potential effects on net income deriving from changes in exchange rates, intercompany payables and receivables denominated in currencies other than the functional currency were also taken into account.
For the purpose of this analysis, two scenarios were considered, which are affected respectively by an appreciation and a depreciation of 5% of the exchange rate between the currency in which the statement of financial position item is denominated and the reporting currency.
| (In thousands of Euro) | As of December 31, 2025 | As of December 31, 2024 | ||
|---|---|---|---|---|
| Currency | Positive currencyexchange rate of 5% | Negative currencyexchange rate of 5% | Positive currencyexchange rate of 5% | Negative currencyexchange rate of 5% |
| USD | (4,273) | 4,723 | (5,856) | 6,472 |
| KRW | (187) | 207 | (599) | 662 |
| TWD | (320) | 353 | (1,878) | 2,076 |
| JPY | 81 | (90) | 107 | (118) |
| EUR | 671 | (742) | 1,800 | (1,989) |
| CHF | 4 | (4) | 2 | (2) |
| GBP | - | - | 1 | (1) |
| SGD | (40) | 44 | (62) | 68 |
| PHP | (6) | 6 | (9) | 10 |
| Total | (4,070) | 4,497 | (6,494) | 7,178 |
The following table sets forth the results of the analysis conducted:
Interest rate risk
As of December 31, 2025 and 2024, the Group has available liquidity that invests in market instruments based on market conditions and according to its own interest. In fact, the Group's liquidity is totally deposited in primary credit institutions. Interest rates changes have an impact on the cost and yield of the various forms of funding and investment, thus affecting net finance income (expenses). During the financial years under review the Group did not have a significant amount in floating-rate financial

liabilities and, therefore, did not enter into derivative financial instruments designed to hedge the risk of fluctuations in interest rates.
Sensitivity analysis related to interest rate risk
With reference to interest rate risk, a sensitivity analysis was carried out to determine the effect on the consolidated income statement and the consolidated statement of changes in equity that would result from a hypothetical positive and negative change of 50 bps in interest rates compared with those recorded in each period.
The analysis was carried out having regard primarily to the following items:
- Cash and cash equivalents;
- Current and non-current financial liabilities.
In relation to cash and cash equivalents, the average amount and the average rate of return for the period were considered, whilst regarding current and non-current financial liabilities, the impact was calculated precisely.
The following table sets forth the results of the analysis.
| (In thousands of Euro) | Effect on profit and equity (net of tax) | ||
|---|---|---|---|
| - 50 bps | + 50 bps | ||
| Year ended December 31, 2025 | (9,020) | 9,020 | |
| Year ended December 31, 2024 | (3,252) | 3,252 |
A positive sign indicates a higher profit and an increase in equity; a negative sign indicates a lower profit and a decrease in equity,
5.2. Credit risk
The Group is exposed to credit risk inherent in the possibility of default and/or impairment in the creditworthiness of customers by means of instruments to assess each individual counterparty, mitigated through a dedicated organizational structure, equipped with the appropriate tools to constantly monitor customers' behaviour and creditworthiness.
The Group is currently structured to perform a continuous monitoring process for receivables, with different collection levels, which vary based on specific knowledge of the customer and past due days, to optimize working capital and minimize the aforementioned risk.
As of December 31, 2025 and 2024 the group's trade receivables presented a significant concentration towards the main customers, in particular as of December 31, 2025 approximately 27.60% of the trade receivables referred to a single counterparty. This concentration of receivables is attributable to the fact that the Group generates a significant part of its revenue in respect of a limited number of customers, which coincide with the main and only semiconductor manufacturers worldwide. This also depends on the structure of the market in which the Group operates, characterized by a few large customers, which represent almost all of the demand for the Group's products and services. In this regard, the incidence of the top 5 customers on the total of the Group's trade receivables as of December 31, 2025 and 2024 was 72.35% and 72.70%, respectively.
The following table sets forth the breakdown of trade receivables as of December 31, 2025 and 2024, grouped by past due period, net of allowance for doubtful receivables.

| (In thousands of Euro) | Current | 1-90 dayspast due | 91-180days pastdue | Over 181days pastdue | Total |
|---|---|---|---|---|---|
| Trade receivables (gross) as of December 31, 2025 | 102,823 | 15,176 | 2,183 | 583 | 120,765 |
| Allowance for doubtful receivables | (70) | (17) | (172) | (583) | (842) |
| Trade receivables as of December 31, 2025 | 102,753 | 15,159 | 2,011 | - | 119,923 |
| Trade receivables (gross) as of December 31, 2024 | 102,038 | 15,672 | 1,865 | 175 | 119,750 |
| Allowance for doubtful receivables | (17) | (43) | (712) | (175) | (947) |
| Trade receivables as of December 31, 2024 | 102,021 | 15,629 | 1,153 | - | 118,803 |
Net trade receivables as of December 31, 2025 include Euro 17,170 thousand referring to past due positions (Euro 16,782 thousand as of December 31, 2024), of which Euro 2,011 thousand (Euro 1,153 thousand as of December 31, 2024) related to positions past due by more than 90 days.
5.3. Liquidity risk
Liquidity risk is represented by the possibility that the Group's financial resources may not be sufficient to ensure current operations and the fulfilment of obligations falling due, or that these resources may be available at a high cost.
In order to mitigate this risk, the Group: (i) periodically verifies forecast financial requirements on the basis of management needs, in order to act promptly to find any additional resources needed, (ii) implements all the actions for such finding, (iii) manages an adequate composition in terms of deadlines, tools and level of availability.
Cash and cash equivalents as of December 31, 2025 amounted to Euro 688,202 thousand (Euro 666,377 thousand as of December 31, 2024) and consisted of balances in current accounts with primary banking institutions mainly in Italy and Asia. Additionally, the Group holds investment securities amounting to Euro 274 thousand and Euro 9 thousand as of December 31, 2025 and 2024, respectively,
The Group believes that the cash flows that will be generated by operating activities will be sufficient to meet its financial requirements in terms of capital expenditure, working capital management and the repayment of financial liabilities when due.
The following tables set forth a maturity analysis, based on contractual repayment obligations, outstanding as of December 31, 2025 and 2024.
| (In thousands of Euro) | As of December 31, 2025 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Within 1year | 1 to 2years | 3 to 5 years | Over 5years | Contractualamount | Carrying amount | ||||
| Financial liabilities | - | - | - | - | - | - | |||
| Lease liabilities | 4,283 | 2,623 | 4,560 | 4,534 | 16,000 | 14,604 | |||
| Trade payables | 66,824 | - | - | - | 66,824 | 66,824 | |||
| Other liabilities | 55,712 | 167 | - | - | 55,879 | 55,879 |
| (In thousands of Euro) | As of December 31, 2024 | |||||||
|---|---|---|---|---|---|---|---|---|
| Within 1year | 1 to 2years | 3 to 5 years | Over 5years | Contractualamount | Carrying amount | |||
| Financial liabilities | 585 | - | - | - | 585 | 585 | ||
| Lease liabilities | 4,955 | 4,518 | 5,212 | 5,204 | 19,889 | 18,798 | ||
| Trade payables | 56,904 | - | - | - | 56,904 | 56,904 | ||
| Other liabilities | 53,793 | 20 | - | - | 53,813 | 53,813 |
The amounts shown in the above tables represent non-discounted nominal values, determined with reference to the remaining contractual due dates, for both principal and interest portion.
5.4. Capital management
The Group's capital management is aimed at guaranteeing solid credit ratings and adequate capital indicators to support its investment plans, while meeting contractual obligations with lenders.
5.5. Financial assets and liabilities by category and information on fair value
Financial assets and liabilities by category
The following table provides the breakdown, in accordance with IFRS 9, of financial assets by category as of December 31, 2025 and 2024.
| (In thousands of Euro) | As of December 31, | |
|---|---|---|
| 2025 | 2024 | |
| FINANCIAL ASSETS | ||
| Financial assets measured at amortized cost: | ||
| Non-current financial assets | 1,083 | 1,074 |
| Other non-current assets | 762 | 1,418 |
| Trade receivables | 119,923 | 118,803 |
| Other receivables (*) | 81 | 867 |
| Current financial assets | 10,619 | 8,740 |
| Cash and cash equivalents | 688,202 | 666,377 |
| Financial assets measured at fair value through income statement: | ||
| Non-current financial assets | 274 | 9 |
| Derivative financial assets (**) | 211 | - |
| TOTAL FINANCIAL ASSETS | 821,155 | 797,288 |
(*) Other receivables are included in the line item "Other current assets".
(**) Derivative financial assets are included in the line item "Current financial assets".
| (In thousands of Euro) | As of December 31, | ||
|---|---|---|---|
| 2025 | 2024 | ||
| FINANCIAL LIABILITIES | |||
| Financial liabilities measured at amortized cost: | |||
| Non-current lease liabilities | 10,321 | 13,843 | |
| Current financial liabilities | - | 3 | |
| Current lease liabilities | 4,283 | 4,955 | |
| Trade payables | 66,824 | 56,904 | |
| Other current liabilities (*) | 45,982 | 44,116 | |
| Financial liabilities measured at fair value through other comprehensiveincome: | |||
| Derivative financial liabilities (**) | - | 582 | |
| TOTAL FINANCIAL LIABILITIES | 127,410 | 120,403 |
(*) Other current liabilities include payables to employees, social security institutions, directors and other payables recorded under other current liabilities.

In view of the nature of current financial assets and liabilities, for most of them the carrying amounts are deemed to be reasonable approximations of their fair value.
Non-current financial assets and liabilities are settled or measured at market rates, consequently, their fair values are deemed to be substantially in line with their carrying amounts.
Information on fair value
For assets and liabilities recognized at fair value in the statement of financial position, IFRS 13 requires that such values be classified according to a hierarchy of levels that reflects the significance of the inputs used in the calculation of fair value. The fair value hierarchy classifies the inputs to valuation techniques used to measure fair value as follows:
- Level 1: fair value is calculated with reference to (unadjusted) prices quoted in active markets for identical financial instruments. Accordingly, the emphasis within Level 1 is on determining both of the following: (a) the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability; and (b) whether the entity can enter into a transaction for the asset or liability at the price in that market at the measurement date.
- Level 2: fair value is calculated using valuation techniques based on observable inputs in active markets, Level 2 inputs include the following: (a) quoted prices for similar assets or liabilities in active markets; (b) quoted prices for identical or similar assets or liabilities in markets that are not active; (c) inputs other than quoted prices that are observable for the asset or liability, for example: interest rates and yield curves observable commonly quoted intervals, implied volatilities and credit spreads and market-corroborated inputs.
- Level 3: fair value is calculated using valuation techniques based on unobservable market inputs.
The following tables provide the breakdown of financial assets and liabilities at fair value, split by fair value hierarchy level, as of December 31, 2025 and 2024.
| As of December 31, 2025 | ||||||
|---|---|---|---|---|---|---|
| (In thousands of Euro) | Level 1 | Level 2 | Level 3 | |||
| Non-current financial assets | 274 | - | - | |||
| Derivative financial assets(*) | - | 211 | - | |||
| Total assets at fair value | 274 | 211 | - | |||
| Derivative financial liabilities (**) | - | - | - | |||
| Total liabilities at fair value | - | - | - |
(*) Derivative financial assets are included in the line-item Current financial assets.
(**) Derivative financial liabilities are included in the line item "Current financial liabilities".
| As of December 31, 2024 | ||||||
|---|---|---|---|---|---|---|
| (In thousands of Euro) | Level 1 | Level 2 | Level 3 | |||
| Non-current financial assets | 9 | - | - | |||
| Derivative financial assets(*) | - | - | - | |||
| Total assets at fair value | 9 | - | - | |||
| Derivative financial liabilities (**) | - | (582) | - | |||
| Total liabilities at fair value | - | (582) | - |
(*) Derivative financial assets are included in the line-item Current financial assets.
(**) Derivative financial liabilities are included in the line item "Current financial liabilities".There were no transfers between fair value hierarchy levels during the periods under review.
6. Notes to the consolidated statement of financial position
6.1. Property, plant and equipment
The following table provides the breakdown and movements of property, plant and equipment for the years ended December 31, 2025 and 2024.
| (In thousands ofEuro) | Land andbuildings | Plant andmachinery | Industrialandcommercialequipment | Right ofuseassets | Leaseholdimprovement | Otherassets | Property,plant andequipment inprogress andadvances | Total |
|---|---|---|---|---|---|---|---|---|
| Historical cost as ofDecember 31, 2023 | 53,928 | 231,734 | 33,415 | 20,939 | 9,272 | 24,334 | 35,124 | 408,746 |
| Additions | 48 | 24,917 | 3,585 | 6,654 | 1,778 | 1,933 | 52,253 | 91,168 |
| Disposals | - | (637) | (1,763) | (1,281) | (4) | (149) | - | (3,834) |
| Businesscombination | - | - | 6,136 | 1,906 | 2,469 | 132 | - | 10,643 |
| Reclassifications | 1 | 25,394 | 1,354 | 679 | 6 | (11,413) | (18,925) | (2,904) |
| Exchange differences | 379 | 970 | 1,049 | 711 | 357 | 89 | 183 | 3,738 |
| Historical cost as ofDecember 31, 2024 | 54,356 | 282,378 | 43,776 | 29,608 | 13,878 | 14,926 | 68,635 | 507,557 |
| Additions | 1,025 | 21,735 | 3,775 | 1,021 | 2,306 | 1,057 | 62,714 | 93,633 |
| Disposals | (8,191) | (3,072) | (12,359) | (1,313) | (2,678) | (371) | (1,753) | (29,738) |
| Businesscombination | - | - | - | - | - | - | - | - |
| Reclassifications | 5,353 | 50,487 | 291 | 1,016 | 7,877 | 409 | (67,639) | (2,206) |
| Exchange differences | (653) | (8,607) | (1,505) | (2,125) | (1,336) | (326) | (614) | (15,166) |
| Historical cost as ofDecember 31, 2025 | 51,890 | 342,921 | 33,978 | 28,207 | 20,047 | 15,695 | 61,343 | 554,080 |
| Accumulateddepreciation as ofDecember 31, 2023 | (8,802) | (110,520) | (15,631) | (7,140) | (2,189) | (12,186) | - | (156,468) |
| Depreciation | (1,256) | (35,227) | (6,373) | (4,417) | (2,246) | (1,627) | - | (51,146) |
| Disposals | - | 451 | 1,449 | 1,295 | 1 | 160 | (19) | 3,337 |
| Impairments | - | (5,839) | (10) | (439) | (257) | - | - | (6,545) |
| Reclassifications | - | (4,517) | - | - | - | 4,517 | - | - |
| Exchange differences | (17) | (529) | (481) | (359) | (129) | (73) | - | (1,588) |
| Accumulateddepreciation as ofDecember 31, 2024 | (10,075) | (156,181) | (21,046) | (11,060) | (4,820) | (9,209) | (19) | (212,410) |
| Depreciation | (1,282) | (38,964) | (6,076) | (4,867) | (2,790) | (1,724) | - | (55,703) |
| Disposals | 560 | 1,489 | 10,032 | 1,192 | 2,310 | 320 | - | 15,904 |
| Impairments | - | - | - | - | - | - | - | - |
| Reclassifications | - | 169 | (169) | - | - | - | - | - |
| Exchange differences | 42 | 3,483 | 891 | 1,025 | 429 | 212 | 2 | 6,084 |
| Accumulateddepreciation as ofDecember 31, 2025 | (10,755) | (190,004) | (16,368) | (13,710) | (4,871) | (10,401) | (17) | (246,125) |
| Net book value as ofDecember 31, 2024 | 44,281 | 126,197 | 22,730 | 18,548 | 9,058 | 5,717 | 68,616 | 295,147 |
| Net book value as ofDecember 31, 2025 | 41,135 | 152,917 | 17,610 | 14,497 | 15,176 | 5,294 | 61,326 | 307,955 |
Property, plant and equipment mainly includes land, buildings and plant and machinery used in the production process, Property, plant and equipment in progress and advances as of December 31, 2025 and 2024 mainly include plant and machinery that will be used in the production process.

Investments in property, plant and equipment for the year ended December 31, 2025 amounted to Euro 93,633 thousand (Euro 91,168 thousand for the year ended December 31, 2024), of which Euro 1,021 thousand (Euro 6,654 thousand for the year ended December 31, 2024) relate to right of use assets and mainly referred to the lease of the new design offices in Taiwan. The investments in tangible assets made in the financial years ended December 31, 2025, are mainly attributable to enhancement, modernization, and upgrading of production lines at the Italian manufacturing plants, as well as the construction of a new factory in Taiwan.
Disposals of property, plant and equipment mainly relate to the sale of the building, the associated land, and certain improvements made to the property owned by DIS Tech America Inc., following the sale completed in July 2025 as part of the reorganization.
The item "Reclassifications" mainly refers to: (i) "Property, plant and equipment in progress and advances" reclass to "Plant and Machineries" for Euro 41,805 thousand related to Yee Wei Inc company and for Euro 7,822 thousand related to Technoprobe Spa company; (ii) to the reclassification from 'property, plant and equipment under construction' to 'leasehold improvements', relating to the activities carried out for the refurbishment and preparation of leased buildings used under third‑party lease agreements. (iii) the reclassification of certain machinery under production, initially destined for internal use, to the "Inventories" balance sheet line, following the decision to allocate these machines for sale to customers.
As of December 31, 2025 and 2024, there were no property, plant and equipment encumbered by any type of guarantee provided in favor of third parties.
Right of use assets and lease liabilities
The following table sets forth the main financial information for the lease contracts of the Group, that mainly operates as lessee.
| As of December 31, | ||||
|---|---|---|---|---|
| (In thousands of Euro) | 2025 | 2024 | ||
| Net book value of right of use assets (buildings) | 14,166 | 18,166 | ||
| Net book value of right of use assets (industrial and commercial equipment) | 52 | 93 | ||
| Net book value of right of use assets (other assets) | 279 | 289 | ||
| Net book value of right of use assets | 14,497 | 18,548 | ||
| Current lease liabilities | 4,283 | 4,955 | ||
| Non-current lease liabilities | 10,321 | 13,843 | ||
| Total lease liabilities | 14,604 | 18,798 |
The following table sets forth the main income statement information for the lease contracts of the Group, that mainly operates as lessee.
| (In thousands of Euro) | Year ended December 31, | |||
|---|---|---|---|---|
| 2025 | 2024 | |||
| Depreciation of right of use assets (buildings) | 4,000 | 3,213 | ||
| Depreciation of right of use assets (Industrial and commercial equipment) | 99 | 110 | ||
| Depreciation of right of use assets (other assets) | 768 | 1,094 | ||
| Total depreciation of right of use assets | 4,867 | 4,417 | ||
| Lease interest expenses | 872 | 1,606 | ||
| Total other expenses | 608 | 1,176 | ||
| Total lease expenses | 5,094 | 3,303 |
Right of use assets related to buildings mainly relate to the lease of offices and production facilities in which certain Group companies operate, as well as the lease of a warehouse used by Technoprobe.
As of December 31, 2025 and 2024, the Group has not identified any indicators of impairment with respect to right of use assets.
The following table sets forth the undiscounted contractual flows of the Group's lease liabilities as of December 31, 2025 and 2024.
| (In thousands of Euro) | Within1 year | 1 to 23 to 5yearsyears | After 5years | Contractualamount | Carryingamount | |
|---|---|---|---|---|---|---|
| Lease liabilities as of December 31, 2025 | 4,283 | 2,623 | 4,560 | 4,534 | 16,000 | 14,604 |
| Lease liabilities as of December 31, 2024 | 4,955 | 4,518 | 5,212 | 5,204 | 19,889 | 18,798 |
Lease payments due are discounted using the incremental borrowing rate, which is the rate of interest that the Group would have to pay to borrow a similar sum over a similar term as the lease contract.
6.2. Intangible assets and goodwill
The following table provides the breakdown and movements of intangible assets including goodwill for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | Goodwill | Knowhow | Softwareandpatents | Otherintangibleassets | Intangibleassets inprogressandadvances | Total |
|---|---|---|---|---|---|---|
| Historical cost as of December 31, 2023 | 25,451 | 12,146 | 10,562 | 3,636 | 474 | 52,269 |
| Additions | - | - | 8,830 | - | 589 | 9,419 |
| Disposals | - | - | - | - | - | - |
| Business combination | 19,586 | 47,495 | 41 | - | - | 67,122 |
| Reclassifications | - | - | 305 | - | (471) | (166) |
| Exchange differences | 628 | 462 | 315 | 235 | - | 1,640 |
| Historical cost as of December 31, 2024 | 45,665 | 60,103 | 20,053 | 3,871 | 592 | 130,284 |
| Additions | - | - | 5,258 | - | 1,512 | 6,770 |
| Disposals | - | - | (34) | - | - | (34) |
| Business combination | - | - | - | - | - | - |
| Reclassifications | - | - | 313 | - | (199) | 114 |
| Exchange differences | (1,214) | (881) | (1,356) | (452) | - | (3,903) |
| Historical cost as of December 31, 2025 | 44,451 | 59,222 | 24,234 | 3,419 | 1,905 | 133,231 |
| Accumulated amortization as of December 31, 2023 | - | (2,402) | (5,972) | (575) | - | (8,949) |
| Amortization | - | (3,440) | (2,427) | (324) | - | (6,191) |
| Disposals | - | - | - | - | - | - |
| Impairments | (1,951) | - | (706) | (2,799) | - | (5,456) |
| Exchange differences | - | (195) | (67) | (171) | - | (433) |
| Accumulated amortization as of December 31, 2024 | (1,951) | (6,037) | (9,171) | (3,869) | - | (21,029) |
| Amortization | - | (4,736) | (4,661) | (3) | - | (9,400) |
| Disposals | - | - | - | - | - | - |
| Impairments | - | - | - | - | - | - |
| Exchange differences | - | 336 | 344 | 453 | - | 1,133 |
| Accumulated amortization as of December 31, 2025 | (1,951) | (10,437) | (13,488) | (3,419) | - | (29,296) |
| Net book value as of December 31, 2024 | 43,714 | 54,066 | 10,882 | 2 | 592 | 109,255 |
| Net book value as of December 31, 2025 | 42,500 | 48,785 | 10,746 | - | 1,905 | 103,935 |

As of December 31, 2025 and 2024, the Group has not identified any indicators of impairment with respect to intangible assets.
Intangible assets with a finite useful life
Investments in intangible assets with a finite useful life for the year ended December 31, 2025 and 2024, amounted to Euro 6,770 thousand and Euro 9,419 thousand respectively, and they were primarily attributable to software and patents purchases.
The know-how was recognized as a result of the Purchase Price Allocation (PPA) exercise relating to the acquisition of DIS Tech which happened on May 27, 2024 from ex Harbor Electronics (now DIS Tech America Inc.) and from Microfabrica which respectively took place in 2023 and 2019. Microfabrica was merged by incorporation into Technoprobe America Inc. in the previous financial period.
Intangible assets with an indefinite useful life
Goodwill
As of December 31, 2025, goodwill amounted to Euro 42,500 thousand (Euro 43,714 thousand as of December 31, 2024) and mainly refers to goodwill recognized as part of the acquisition of Microfabrica Inc in 2019, merged by incorporation into Technoprobe America Inc. in the previous financial period, as well as the acquisition of ex Harbor Electronics (now DIS Tech America Inc.) and MW Plasma which took place in 2023. This goodwill also includes the portion attributable to the acquisition of the DIS Tech Group companies during the previous fiscal year.
The value of goodwill, in line with IFRS's requirements, has been assessed through an "impairment test" as of December 31, 2025. To this extent, it should be noted that, for the purpose of the impairment test of goodwill, a single Cash Generating Unit ("CGU") was identified, consisting of the Group's operating activities as a whole. In order to identify the CGU, the elements provided by IAS 36 were taken into account, including the fact that the management monitors the Group's operations on a consolidated basis and the fact that the management makes strategic decisions, with particular reference to the product range and investment decisions, at Group level. The "recoverable amount" of the CGUs or group of CGUs to be considered for the purposes of the impairment test is equal to the higher of the "fair value less costs of disposal" and the "Value in use".
The value configuration used to determine the recoverable amount of the Group's assets (including goodwill) as of December 31, 2025 is the fair value determined using the Parent Company's market capitalization as of December 31, 2025, as adjusted for the fair value of items in the financial statements not included in the book value of the CGU, mainly the net financial position. For further information on the Group's net financial position, please refer to Note 6.11.
The impairment test as of December 31, 2025 did not reveal any loss in value, as the fair value of the Group's assets including goodwill is significantly higher than the related carrying amount.
The difference between the recoverable amount and the carrying amount of the Group's assets would be zeroed against a potential decrease of more than 90% in the market prices of ordinary shares.
6.3. Equity-accounted investments
The item, amounting to Euro 6,794 thousand as at 31 December 2025 and a null value as at 31 December 2024, respectively, refers to the acquisition of the minority interest in Innostar Service Inc.
| (In thousands of Euro) | Equity-accounted investments |
|---|---|
| Balance as at 31 December 2024 | - |
| Investments | 6,612 |
| Share of profit (loss) attributable | 590 |
| Dividends | (145) |
| Elimination of intercompany profits/losses | 14 |
| Other movements | (29) |
| Exchange rate differences | (249) |
| Balance as at 31 December 2025 | 6,794 |
The following table shows the equity-accounted investments details:
| As of December 31, | |||
|---|---|---|---|
| (In thousands of Euro) | 2025 | 2024 | |
| Innostar Service Inc | 6,794 | - | |
| Equity-accounted investments | 6,794 | - |
The main information relating to equity-accounted investments is provided below:
| Company name | Registered office | Functionalcurrency | Share capitalas of 31December2025 | 2025 | Ownershippercentage asof 31 December2024 | Investment heldby: |
|---|---|---|---|---|---|---|
| Innostar Service Inc | Taiwan | TWD | 366,859,110 | 9.27% | - | TechnoprobeS.p.A. |
6.4. Deferred tax asset and deferred tax liabilities
The following tables provide breakdown and movements of deferred tax assets for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | As ofDecember31, 2024 | Provisions/releasesto incomestatement | Equityeffect | Exchangedifferences | As ofDecember31, 2025 |
|---|---|---|---|---|---|
| Impairment of raw materials | 8,712 | 751 | - | (21) | 9,442 |
| Other costs | 2,923 | (867) | - | (299) | 1,757 |
| Property, plant and equipment | 3,993 | 169 | - | (41) | 4,121 |
| Tax loss carry forwards | 5,213 | (1,696) | - | (518) | 2,999 |
| Exchange differences | (642) | 642 | - | - | - |
| Unrealized intra-group margin | 4,484 | 160 | - | - | 4,644 |
| Right of use assets | 91 | (19) | - | (9) | 63 |
| Stock grant tax benefit | - | 346 | 1,747 | - | 2,093 |
| Derivative financial instruments | 140 | (140) | - | - | - |
| Intangible assets | 492 | 191 | - | (64) | 619 |
| Total deferred tax assets (gross) | 25,406 | (462) | 1,747 | (952) | 25,740 |
| Offsetting with deferred tax liabilities | (3,412) | 1,775 | - | 361 | (1,276) |
| Total deferred tax assets | 21,995 | 1,312 | 1,747 | (590) | 24,464 |
| (In thousands of Euro) | As ofDecember 31,2023 | Provisions/releasesto incomestatement | Exchangedifferences | As ofDecember 31,2024 |
|---|---|---|---|---|
| Impairment of raw materials | 7,721 | 983 | 8 | 8,712 |
| Other costs | 3,973 | (814) | (236) | 2,923 |
| Property, plant and equipment | 4,190 | (206) | 9 | 3,993 |
| Tax loss carry forwards | 6,061 | (961) | 113 | 5,213 |
| Exchange differences | - | (642) | - | (642) |
| Unrealized intra-group margin | 2,299 | 2,185 | - | 4,484 |
| Right of use assets | 51 | 38 | 2 | 91 |
| Intangible assets | 229 | 378 | 25 | 632 |
| Total deferred tax assets (gross) | 24,524 | 962 | (79) | 25,406 |
| Offsetting with deferred tax liabilities | (3,598) | - | - | (3,412) |
| Total deferred tax assets | 20,926 | 962 | (79) | 21,995 |
Deferred tax assets are recognized to the extent to which it is probable that future taxable profit will be available against which they can be utilized. Deferred tax assets relating to tax loss carry forward were recognized only to the extent they are expected to be recovered in the future.
The following tables provide breakdown and movements of deferred tax liabilities for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | As ofDecember31, 2024 | Provisions/releasesto incomestatement | Businesscombination | Reclass. | Exchangedifferences | As ofDecember31, 2025 |
|---|---|---|---|---|---|---|
| Intangible assets | 12,335 | (1,099) | - | - | - | 11,236 |
| Exchange differences | 139 | (185) | - | - | (11) | (57) |
| Property, plant and equipment | 4,317 | (1,838) | - | (792) | (328) | 1,359 |
| Derivative financial instruments | - | 51 | - | - | - | 51 |
| Other temporary taxabledifferences | 264 | 326 | - | - | (25) | 565 |
| Total deferred tax liabilities(gross) | 17,055 | (2,745) | - | (792) | (364) | 13,154 |
| Offsetting with deferred taxassets | (3,412) | 1,775 | - | - | 361 | (1,276) |
| Total deferred tax liabilities | 13,643 | (970) | - | (792) | (3) | 11,878 |
| (In thousands of Euro) | As ofDecember31, 2023 | Provisions/releases to incomestatement | Businesscombination | Exchangedifferences | As ofDecember31, 2024 |
|---|---|---|---|---|---|
| Intangible assets | 1,524 | (799) | 11,610 | - | 12,335 |
| Exchange differences | 127 | 9 | - | 3 | 139 |
| Property, plant and equipment | 5,225 | (1,173) | - | 265 | 4,317 |
| Derivative financial instruments | - | - | - | - | - |
| Other temporary taxable differences | 207 | 52 | - | 5 | 264 |
| Total deferred tax liabilities (gross) | 7,083 | (1,911) | 11,610 | 273 | 17,055 |
| Offsetting with deferred tax assets | (3,598) | - | - | - | (3,412) |
| Total deferred tax liabilities | 3,485 | (1,911) | 11,610 | 273 | 13,643 |
Deferred tax liabilities are recognized for temporary differences that will become taxable in future years.
6.5. Non-current financial assets
The following table provides the breakdown of non-current financial assets as of December 31, 2025 and 2024.
| As of December 31, | |||
|---|---|---|---|
| (In thousands of Euro) | 2025 | 2024 | |
| Security deposits | 1,083 | 1,074 | |
| Debt securities | 274 | 9 | |
| Non-current financial assets | 1,357 | 1,083 |
6.6. Other non-current assets
Other non-current assets, amounting to Euro 762 thousand and Euro 1,418 thousand as of December 31, 2025 and 2024, respectively, mainly refers to tax credits.
6.7. Inventories
The following table provides the breakdown of inventories as of December 31, 2025 and 2024.
| As of December 31, | ||||
|---|---|---|---|---|
| (In thousands of Euro) | 2025 | 2024 | ||
| Raw materials, supplies and consumables | 84,189 | 85,786 | ||
| Work in progress and semi-finished goods | 79,203 | 78,013 | ||
| Finished products and goods | 5,048 | 4,632 | ||
| Inventories (gross) | 168,440 | 168,431 | ||
| Provisions for inventory write-downs | (43,145) | (31,672) | ||
| Inventories | 125,295 | 136,759 |
Net changes in provisions for inventory write-downs amounted to Euro 11,473 thousand and Euro 3,917 thousand for the years ended December 31, 2025 and 2024, respectively.
The decrease in inventories for the financial year ended 31 December 2025 is totally due to the increase in the allowance for obsolescence recorded during the 2025 financial year.
6.8. Trade receivables
The following table provides the breakdown of trade receivables as of December 31, 2025 and 2024.
| As of December 31, | ||||
|---|---|---|---|---|
| (In thousands of Euro) | 2025 | 2024 | ||
| Trade receivables (gross) | 120,765 | 119,750 | ||
| Allowance for doubtful receivables | (842) | (947) | ||
| Trade receivables | 119,923 | 118,803 |

The following table provides the breakdown and movement of allowance for doubtful receivables as of December 31, 2025 and 2024.
| (In thousands of Euro) | Allowance for doubtful receivables |
|---|---|
| As of December 31, 2023 | 945 |
| Net provision | 77 |
| Utilization | (78) |
| Exchange differences | 3 |
| As of December 31, 2024 | 947 |
| Net provision | 50 |
| Utilization | (91) |
| Exchange differences | (64) |
| As of December 31, 2025 | 842 |
Net provision for doubtful receivables is recognized in the income statement line-item "Net impairment of financial assets" (see Note 7.5 – "Net impairment of financial assets").
There are no trade receivables due beyond 5 years as of December 31, 2025 and 2024.
6.9. Current financial assets
The following table provides the breakdown of current financial assets as of December 31, 2025 and 2024.
| As of December 31, | |||
|---|---|---|---|
| (In thousands of Euro) | 2025 | 2024 | |
| Security deposits | 191 | 840 | |
| Time deposits | 8,526 | - | |
| Derivative financial instruments | 211 | - | |
| Receivables from banks for interest | 1,897 | 6,626 | |
| Other receivables | 5 | 1,274 | |
| Current financial assets | 10,830 | 8,740 |
Derivative financial assets refer to contracts entered into to mitigate exchange rate risk on currency transactions.
The derivative contracts have not been designated as hedging financial instruments based on the criteria set by IFRS. Consequently, changes in the fair value of derivatives are recognized in the income statement under the item Gains (losses) on exchange differences.
6.10. Current tax receivables and current tax payables
Current tax receivables amounted to Euro 7,744 thousand as of December 31,2025 and Euro 17,632 thousands as of December 31, 2024.
Current tax payables amounted to Euro 7,876 thousand as of December 31,2025 and Euro 5,353 thousand as of December 31, 2024.
The decrease in current tax receivables as of December 31, 2025 compared to December 31, 2024 is mainly attributable to the utilisation of tax credits to offset current taxes following the increase in the tax burden for the 2025 financial year. Please refer to Note 8.10 – "Income Taxes" for further information.

The following table provides the breakdown of other current assets as of December 31, 2025 and 2024.
| As of December 31, | |||
|---|---|---|---|
| (In thousands of Euro) | 2025 | 2024 | |
| Tax receivables | 17,830 | 22,990 | |
| Prepaid expenses | 3,988 | 5,558 | |
| Prepayments and advance | 472 | 1,684 | |
| Other receivables | 81 | 867 | |
| Other current assets | 22,371 | 31,099 |
Tax receivables are mostly VAT receivables.
Prepaid expenses include mainly prepaid expenses relating to multi-year insurance policies.
6.12. Cash and cash equivalents
The following table provides the breakdown of cash and cash equivalents as of December 31, 2025 and 2024.
| As of December 31, | ||
|---|---|---|
| (In thousands of Euro) | 20252024 | |
| Bank and postal deposits | 688,188 | 666,361 |
| Cash and cash on hand | 14 | 16 |
| Cash and cash equivalents | 688,202 | 666,377 |
As of December 31, 2025 and 2024, bank and postal deposits are not subject to restrictions or limitations and are held at banks and financial institutions primarily located in Italy and Asia. In order to optimize the return on liquidity held, the Group used term deposit which can be released upon request.
Refer to the consolidated statement of cash flows for details on changes in cash and cash equivalents for the years ended December 31, 2025 and 2024.
The table below shows the composition of the Group's net financial position as of December 31, 2025 and 2024 determined in accordance with the provisions of CONSOB communication DEM/6064293 of July, 28 2006 as amended by CONSOB Attention Notice no, 5/21 of April, 29 2021 and in accordance with the ESMA Recommendations 32-382-1138 of March 4, 2021.
| (In thousands of Euro) | As of December 31, | |
|---|---|---|
| 2025 | 2024 | |
| A, Cash | 688,202 | 666,377 |
| B, Cash equivalents | - | - |
| C, Other current financial assets | 10,619 | 8,740 |
| D, Liquidity (A+B+C) | 698,821 | 675,117 |
| E, Current financial debt | - | (3) |
| F, Current portion of non-current financial debt | (4,283) | (4,955) |
| G, Current financial indebtedness (E+F) | (4,283) | (4,958) |
| - of which guaranteed | - | - |
| - of which not guaranteed | (4,283) | (4,958) |
| H, Net current financial indebtedness (G-D) | 694,538 | 670,159 |
| I, Non-current financial debt | (10,321) | (13,843) |
| J, Debt instruments | - | - |
|---|---|---|
| K, Non-current trade and other payables | - | - |
| L, Non-current financial indebtedness (I+J+K) | (10,321) | (13,843) |
| - of which guaranteed | - | - |
| - of which not guaranteed | (10,321) | (13,843) |
| M, Net financial position (surplus) (*) (H-L) | 684,217 | 656,316 |
(*) As of December 31, 2025, Euro 14,604 thousand refer to the financial liability relating to IFRS 16 (Euro 18,798 thousand as of December 31, 2024), of which Euro 4,283 thousand current (Euro 4,955 thousand as of December 31, 2024) and Euro 10,321 thousand non-current current (Euro 13,843 thousand as of December 31, 2024).
6.13. Total equity
The following table provides the breakdown of total equity as of December 31, 2025 and 2024.
| As of December 31, | ||
|---|---|---|
| (In thousands of Euro) | 2025 | 2024 |
| Share capital | 6,533 | 6,533 |
| Legal reserve | 1,307 | 1,202 |
| Share premium reserve | 523,338 | 523,338 |
| Treasury shares reserve | (100,801) | (46,416) |
| Other reserves | 9,552 | 32,183 |
| Translation reserve | (6,865) | 9,566 |
| Retained earnings | 706,615 | 647,315 |
| Net profit attributable to the owners of the Parent | 97,662 | 63,832 |
| Equity attributable to non-controlling interests | 4,680 | (376) |
| Total equity | 1,242,020 | 1,237,177 |
Share capital
The share capital of the Parent, fully subscribed and paid-up, amounted to Euro 6,533 thousand as of December 31, 2025 (Euro 6,533 thousand as of December 31, 2024), consisted of n. 210,448,232 ordinary shares and n. 442,812,638 ordinary shares with increased voting rights. The shares are registered with no par value and are issued in dematerialized form.
Legal reserve
The legal reserve, amounted to Euro 1,307 thousand and Euro 1,202 thousand as of December 31, 2025 and 2024 respectively.
Share premium reserve
The share premium reserve amounted to Euro 523,338 thousand as of December 31, 2025 and to Euro 523,338 thousand as of December 31, 2024 and it was generated in part in the year ended December 31, 2022 in connection with the EGM Listing and in part during the year ended December 31, 2024 following the capital increase subscribed by Teradyne International Holding B.V.
Translation reserve
The translation reserve includes all differences arising from the translation into Euro of the financial statements of the companies included in the scope of consolidation expressed in currencies other than Euro.

The "Treasury shares reserve" amounted to Euro 100,801 thousand includes the equivalent value of the n. 12,941,522 treasury shares, of which 7,199,071 purchased by Technoprobe in the year ended December 31, 2024, and 790,157 utilized in the first half of 2025 as part of the transaction carried out for the repurchase of the non‑controlling interests in Yee Wei Inc.
Other reserve
Other reserves amounted to Euro 9,522 thousand as of December 31, 2025 (Euro 32,183 thousand as of December 31, 2024) and include, among others, the effects of applying IFRS and the registration of the stock grant plan named "Restricted Shares 2024-2026" and "Performance shares 2025-2027" and of its fiscal reserve. The decrease relates to the agreement signed in May 2025 for the acquisition of the non-controlling interests in Yee Wei Inc. This transaction resulted in an increase in non-controlling interests' equity to the detriment of equity attributable to the Group, impacting Other reserves.
The movements that affected shareholders' equity for the year ended December 31, 2025 relate to:
- the purchase of the minority interests in Yee Wei Inc., which resulted in an increase in noncontrolling interests' equity to the detriment of the Group's equity for a total amount of Euro 20,420 thousand.
- the purchase of n. 7,199,071 treasury shares amounting to Euro 60,000 thousand partially offset by the treasury shares disposed of and used as part of the transaction for the acquisition of non‑controlling interests in Yee Wei Inc;
- the recognition of the stock grant plan for Euro 1,686 thousand and of the related tax effect for an amount equal to Euro 1,747 thousand; and
- the recognition of the total comprehensive income for the year of Euro 98,845 thousand.
The movements that affected shareholders' equity for the year ended December 31, 2024 relate to:
- The capital increase subscribed by Teradyne International Holding B.V. for a total amount of Euro 384,744 thousand, of which Euro 523 thousand was allocated to share capital and the remaining part to the share premium reserve;
- the purchase of n. 5,032,608 treasury shares amounting to Euro 34,669 thousand;
- the registration of the stock grant plan for Euro 250 thousand; and
- the recognition of the total comprehensive income for the year of Euro 70,756 thousand.
6.14. Employee benefits obligations
The item includes employee severance indemnity for the employee of Technoprobe SpA.
The following table reports the movements in the employee benefit obligations as of and for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | Employee severanceindemnity | End of mandateindemnity | Total employee benefitsobligations |
|---|---|---|---|
| As of December 31, 2023 | 288 | - | 288 |
| Provisions | 4,694 | - | 4,694 |
| Benefits paid to the fund | (4,557) | - | (4,557) |
| As of December 31, 2024 | 425 | - | 425 |
| Provisions | 4,725 | - | 4,725 |
| Benefits paid to the funds | (4,743) | - | (4,743) |
| As of December 31, 2025 | 407 | - | 407 |
The average number of employees of the Group as of December 31, 2025 is 3,137 units (2,876 units as of December 31, 2024), of which 46 directors, 1,743 white collars and 1,348 blue collars.
6.15. Provision for risks and charges
The provision for risks and charges amounting to Euro 20,144 thousand as of December 31, 2025 (Euro 21,610 thousand as of December 2024), related to accrual made in relation to risk mainly of a fiscal nature. In fact, in its business operations, the Group puts in place several transactions with foreign third parties.
6.16. Trade payables
Trade payables, amounting to Euro 66,824 thousand and Euro 56,904 thousand as of December 31, 2025 and 2024, respectively, are mainly attributable to transactions for the purchase of raw materials, components and services.
6.17. Current financial liabilities
The table that follows shows the current financial liabilities detail as of December 2025 and 2024.
| (In thousands of Euro) | As of December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Financial debt to banks | - | 3 |
| Derivative financial instruments | - | 582 |
| Total current financial liabilities | - | 585 |
Financial debt to banks
Bank debts, amounting to a null value as of December 31, 2025, and amounting to Euro 3 thousand in 2024, mainly refer to the debt incurred for commissions and banking expenses.
Derivative financial instruments
Derivative financial liabilities, amounting to a null value as of December 31, 2025, and to Euro 582 thousand in 2024, refer to contracts entered into to mitigate exchange rate risk on currency transactions.
The derivative contracts have not been designated as hedging financial instruments based on the criteria set by IFRS. Consequently, changes in the fair value of derivatives are recognized in the income statement under the item Gains (losses) on exchange differences.
6.18. Other current liabilities
The following table provides the breakdown of other current liabilities as of December 31, 2025 and 2024.
| As of December 31, | |||
|---|---|---|---|
| (In thousands of Euro) | 2025 | 2024 | |
| Payables due to employees | 31,218 | 24,502 | |
| Payables due to social security institutions | 10,948 | 9,388 | |
| Tax payables | 4,089 | 4,173 | |
| Payables to directors | 1,116 | 601 | |
| Deferred income | 5,641 | 5,504 | |
| Other minor liabilities | 2,700 | 9,625 | |
| Other current liabilities | 55,712 | 53,793 |
Payables due to employees primarily refer to payroll, production bonuses, MBOs and deferred expenses, such as vacation, leave and additional monthly payments.

Payables due to social security institutions primarily refer to liabilities to pension and social security institutions for the payment of contributions.
Tax payables primarily include amounts due to non-income taxes, primarily consisting of withholding taxes on employees, VAT payables and other indirect taxes.

7.1. Revenue
The following table provides the breakdown of Revenue for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | Year ended December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Revenue from sales | 628,380 | 543,153 |
| Revenue | 628,380 | 543,153 |
The following table provides the breakdown of Revenue by geographical area for the years ended December 31, 2025 and 2024, classified according to the billing country.
| (In thousands of Euro) | Year ended December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Asia | 330,961 | 254,552 |
| America | 251,346 | 250,250 |
| Europe (excluding Italy) | 34,387 | 26,648 |
| Italy | 11,686 | 11,703 |
| Revenue | 628,380 | 543,153 |
Almost all the contracts with customers entered by the Group do not include variable consideration.
The Group considers that there is no contract containing a significant financial component, i.e.for which the period between the transfer to the customer of the promised good and the related payment exceeds twelve months. Therefore, the Group has not made any adjustment to the consideration received to consider the time value of money.
7.2. Cost of revenue
The following table provides the breakdown of cost of revenue for the years ended December 31, 2025 and 2024.
| Year ended December 31, | ||
|---|---|---|
| (In thousands of Euro) | 2025 | 2024 |
| Raw materials, supplies, consumables and goods | 152,684 | 141,187 |
| Personnel expenses | 108,149 | 99,354 |
| Depreciation, amortization and impairment | 53,141 | 45,913 |
| Outsourced services and industrial services | 12,513 | 12,772 |
| Maintenance and repairs | 6,595 | 6,447 |
| Utilities | 6,880 | 5,733 |
| Lease and rental costs | 3,395 | 3,347 |
| Other minor costs | 5,936 | 4,961 |
| Cost of revenue | 349,293 | 319,714 |
7.3. Research and development
The following table provides the breakdown of research and development for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | Year ended December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Personnel expenses | 31,009 | 35,366 |
| Consultancy and professional services | 6,959 | 6,956 |
| Depreciation, amortization and impairment | 6,872 | 10,794 |
| Raw materials, supplies, consumables and goods | 5,174 | 5,941 |
| Software licenses | 2,367 | 2,269 |
| Maintenance and repairs | 231 | 376 |
| Utilities | 630 | 287 |
| Other minor costs | 1,113 | 1,385 |
| Research and development | 54,355 | 63,374 |
The Group's R&D activities are aimed at both introducing new products and implementing new production processes, Raw materials, supplies, consumables and goods and the costs for the use of third-party assets are attributable to research and development centers entered into operation.
7.4. Selling, general and administrative
The following table provides the breakdown of selling, general and administrative for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | Year ended December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Personnel expenses | 46,593 | 35,877 |
| Sales commissions | 7,900 | 10,784 |
| Consultancy and professional services | 10,149 | 12,890 |
| Office costs | 3,652 | 2,099 |
| Depreciation, amortization and impairment | 5,090 | 12,630 |
| Transportation costs | 1,053 | 1,012 |
| Lease and rental costs | 1,328 | 1,013 |
| Maintenance and repairs | 1,800 | 1,306 |
| Travel costs | 2,296 | 2,584 |
| Utilities | 1,165 | 2,208 |
| Directors' compensation | 2,980 | 2,388 |
| Other minor costs | 4,390 | 8,087 |
| Selling, general and administrative | 88,396 | 92,878 |
7.5. Net impairment of financial assets
Net impairment of financial assets, recognized in accordance with the requirements of IFRS 9, amounting to a net revaluation of Euro 50 thousand and a net revaluation of Euro 77 thousand for the years ended December 31, 2025 and 2024, respectively, relate to the impairment of trade receivables.
Changes in the allowance for doubtful receivables for the years ended December 31, 2025 and 2024 are shown in Note 7.7 – "Trade Receivables"
7.6. Other income (expenses), net
Other income (expenses), net amounting to an income of Euro 19,743 thousand and to an income of Euro 2,452 thousand for the years ended December 31, 2025 and 2024, respectively.
Other revenues for the year ended December 31, 2025 and 2024 are mainly attributable to tax credits for research and development, investment in capital goods, and energy consumption. For the year ended 31 December 2025, this item was affected by the gain realized by DIS Tech America, Inc. on the disposal for USD 30 million of a building owned by the company, together with the related land and certain improvements connected to the property located in Santa Clara, California. The transaction was executed as part of the reorganization process in the United States initiated in the previous financial year.
7.7. Finance income
The following table provides the breakdown of net finance income for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | Year ended December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Interest income | 18,062 | 16,992 |
| Other finance income | 218 | 117 |
| Finance income | 18,280 | 17,109 |
The increase in finance income is mainly attributable to the increase in interest income, mainly attributable to the higher balance of cash and cash equivalents in bank current accounts and term deposit accounts which can be released upon request and, to a lesser extent, to interest income on other financial activities.
7.8. Finance expenses
The following table provides the breakdown of finance expenses for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | Year ended December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Interests on lease and other minor liabilities | 872 | 1,606 |
| Finance expenses | 872 | 1,606 |
7.9. Foreign exchange gains (losses)
Exchange gains (losses) amounted to losses of Euro 45,941 thousand (of which Euro 24,438 thousand unrealized) and to profits of Euro 11,937 thousand (of which Euro 19,158 thousand unrealized, partially offset by a realized loss of Euro 7,848 thousand) for the financial year ended December 31, 2025 and 2024, respectively, This value includes the change in the fair value of foreign exchange derivatives recognized during the year.
7.10. Income tax expense
The following table provides the breakdown of income tax expense for the years ended December 31, 2025 and 2024.
| Year ended December 31, | |||
|---|---|---|---|
| (In thousands of Euro) | 2025 | 2024 | |
| Current taxes | (31,527) | (36,662) | |
| Prior periods taxes | (11) | (421) | |
| Deferred taxes | 2,283 | 2,873 | |
| Income tax expense | (29,255) | (34,210) |
For details of the item "Deferred tax assets and liabilities", see Note 7.3 - "Deferred tax assets and deferred tax liabilities". The following table provides a reconciliation of the theoretical and the reported tax charge with respect to the Italian Corporate Income Tax (IRES) for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | Year ended December 31, | ||
|---|---|---|---|
| 2025 | 2024 | ||
| Profit before tax | 128,100 | 97,002 | |
| Theoretical tax rate % | 24% | 24% | |
| Theoretical tax charge | 30,744 | 23,280 | |
| Foreign tax rate differences | (2,197) | (1,095) | |
| Non-taxable income and non-deductible expenses | (3,287) | 12,241 | |
| Excluded share of dividends collected | - | (7,973) | |
| Effect of asset impairments | - | 3,436 | |
| Equity investment deduction (ACE) | - | - | |
| Patent Box benefit related to previous years | (11) | (421) | |
| IRAP and other taxes/benefits | 4,006 | 4,742 | |
| Income tax expense | 29,255 | 34,210 |
7.11. Earnings per share
The following table sets forth the calculation of net profit per share for the year ended December 31, 2025 and 2024.
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Net profit attributable to the owners of the Parent (in thousand of Euro) | 97,662 | 63,832 |
| Weighted average number of ordinary shares | 645,209,422 | 630,713,342 |
| Basic and diluted net profit per share (in Euro) | 0.15 | 0.10 |
Net profit per share was calculated by dividing the net profit by the average number of ordinary shares outstanding during the year, excluding treasury shares.
The shares composing the share capital are ordinary shares and there are no obligations relating to the distribution of privileged dividends or other privileged forms of allocation of results among the shares, Furthermore, there are no existing instruments with a potential diluting effect.
7.12. Share-based payments
In order to implement an incentive and retention system for executives and employees who hold key roles within the Technoprobe group, the Technoprobe SpA Shareholders' Meeting approved on 24 April 2024 a 2024-2026 incentive plan, called the "2024-2026 Restricted Shares Plan" and on 29 April 2025 another 2025-2027 incentive plan called the "2025-2027 Performance Shares Plan". Both plans provide for the free assignment of Technoprobe SpA shares to the Chief Executive Officer and to certain key Executives and Employees within the Company.
The first incentive plan, with a duration of three years, concerned the free assignment to the beneficiaries of 195,914 ordinary shares of Technoprobe SpA, while the second plan, also for a duration of three years, concerned the free assignment to the beneficiaries of 642,690 ordinary shares of Technoprobe SpA, equal to a total of approximately 0.13% of the share capital.
The 2024-2026 Restricted Shares Plan is subject to the continuation of the existing relationship between the beneficiary and the Company until the vesting date, 31 December 2026, while the 2025-2027 Performance Shares Plan is both subject to the continuation of the existing relationship between the beneficiary and the Company until the vesting date, 31 December 2027, as well as conditional on the fulfilment of certain performance conditions.
Both plans are in line with the resolution of the Board of Directors on 14 March 2024 and 24 March 2025 respectively.
The implementation of the plan will take place with Technoprobe SpA treasury shares already in the portfolio or to be purchased in accordance with Article 2357 of the Italian Civil Code.
The fair value of the services received by the plan participants as compensation for the assigned capital instruments was determined directly by referring to the fair value of the instruments themselves. The portion allocated to the financial year was determined on a pro-rata temporis basis over the vesting period, which is the period to which the incentive refers, The fair value assessment was conducted in accordance with applicable accounting principles, particularly IFRS 2.
Technoprobe Group's Chief Executive Officer
The incentive plan allocation related to both the Restricted Shares and Performance Shares for the Chief Executive Officer of Technoprobe S.p.A. was carried out respectively for n. 85,461 and 189,107 stock rights.
The parameters used for the fair value calculation for the Restricted Shares plan were as follows:
| First allocation | Second allocation | ||
|---|---|---|---|
| Share price | (Euro) | 8.456 | 6.002 |
| Exercise price | (Euro) | N/A | N/A |
| Vesting period | (years) | 3 | 3 |
The parameters used for the fair value calculation for the Performance Shares plan were as follows:
| Share price | First allocation | |
|---|---|---|
| Share price | (Euro) | 6.068 |
| Exercise price | (Euro) | N/A |
| Vesting period | (years) | 3 |
Since the shares are granted free of charge, the exercise price is zero. The fair value of the stock grants as of December 31, 2025, amounting to Euro 583 thousand was recognized under Selling, general and administrative Expenses, with a corresponding entry in Other Reserves within Shareholders' Equity.
Technoprobe Group's Strategic Executives
The incentive plan allocation related to both the Restricted Shares and Performance Shares for some Strategic Executives of Technoprobe S.p.A. was carried out for n. 104,206 stock rights for the Restricted Shares plan and for n. 141,728 stock rights for the Performance Shares plan.
The parameters used for the fair value calculation for the Restricted Shares plan were as follows:
| First allocation | Second allocation | ||
|---|---|---|---|
| Share price | (Euro) | 8.456 | 6.002 |
| Exercise price | (Euro) | N/A | N/A |
| Vesting period | (years) | 3 | 3 |
The parameters used for the fair value calculation for the Performance Shares plan were as follows:
| Share price | First allocation | |
|---|---|---|
| Share price | (Euro) | 6.068 |
| Exercise price | (Euro) | N/A |
| Vesting period | (years) | 3 |
Technoprobe Group's Manager
In May 2025, the incentive plan allocation related to the Performance Shares for some Manager of Technoprobe S.p.A. was carried out or n. 304,813 stock rights. The unit fair value of the shares granted, based on the average share price at the grant date during the vesting period, is Euro 6.068.
The parameters used for the fair value calculation for the Performance Shares plan were as follows:
| Share price | First allocation | |
|---|---|---|
| Share price | (Euro) | 6.068 |
| Exercise price | (Euro) | N/A |
| Vesting period | (years) | 3 |
Since the shares are granted free of charge, the exercise price is zero. The fair value of the stock grants as of December 31, 2025, for both Strategic Executives and Manager, amounting to Euro 909 thousand was recognized under personnel costs, partly in Cost of Sales Expenses, partly in Research and Development Expenses and partly in, Selling, General and Administrative Expenses, with a corresponding entry in Other Reserves within Shareholders' Equity.
The rights existing as of December 31, 2025, are represented as follows:
| Shares number | Average exercise price | |
|---|---|---|
| Rights existing as of January 01, 2025 | 88,695 | |
| New rights granted during the period | 761,403 | N/A |
| (Rights canceled during the period) | (24,783) | |
| (Rights converted into cash during the period) | ||
| (Rights expired during the period) | ||
| Rights existing as of December 31, 2025 | 825,315 | N/A |
| Of which exercisable at the end of the period | - | - |
8. Segment information
Segment information has been prepared in accordance with IFRS 8 – "Operating segments" (hereafter "IFRS 8"), which requires the presentation of disclosures consistent with how directors take operating decisions.
At the management level, the Group identifies a single strategic vision for its operating activities. In particular, top management reviews the economic results at Group level as a whole, and therefore no operating segments can be identified. Consequently, the Group's business has been represented as a single reportable segment in accordance with IFRS 8.
Revenue by geographical area is presented in Note 7.1 – "Revenues".
In accordance with the provisions of IFRS 8, paragraph 34, it should be noted that for both the years ended December 31, 2025 and 2024, there were two and three individual customers respectively that individually generated more than 10% of the Group's total revenue.
The following table provides the detail of revenue relating to customers that individually generated more than 10% of the Group's total revenue for the year ended December 31, 2025 and 2024.
| Year ended December 31, | |||||||
|---|---|---|---|---|---|---|---|
| (In thousands of Euroand percentage) | 2025 | 2024 | |||||
| Revenue | % on Revenue | Revenue | % on Revenue | ||||
| First customer | 173,402 | 27.6% | 106,649 | 19.6% | |||
| Second customer | 100,979 | 16.1% | 92,779 | 17.1% | |||
| Third customer | - | - | 63,197 | 11.6% |
The table below provides non-current assets, other than financial assets and deferred tax assets, by geographical area as of December 31, 2025 and 2024, presented according to where the assets are located.
| (In thousands of Euro) | Italy | Asia | Europe(excludingItaly) | America | Nonallocated | Total noncurrentasset |
|---|---|---|---|---|---|---|
| Property, plant and equipment | 190,771 | 109,163 | 677 | 7,344 | - | 307,955 |
| Goodwill | 1,773 | 1,823 | 686 | 9,260 | 28,958 | 42,500 |
| Intangible assets | 2,901 | 9,561 | 2 | 3,789 | 45,182 | 61,435 |
| Other non-current assets | 762 | - | - | - | - | 762 |
| As of December 31, 2025 | 196,207 | 120,547 | 1,365 | 20,393 | 74,140 | 412,652 |
| Property, plant and equipment | 177,041 | 92,687 | 1,056 | 24,363 | - | 295,147 |
| Goodwill | 1,773 | 1,823 | 686 | 10,473 | 28,959 | 43,714 |
| Intangible assets | 2,796 | 8,640 | 3 | 4,595 | 49,507 | 65,541 |
| Other non-current assets | 1,397 | 21 | - | - | - | 1,418 |
| As of December 31, 2024 | 183,007 | 103,171 | 1,745 | 39,431 | 78,466 | 405,820 |
Non-allocated assets are entirely attributable to goodwill and know-how.
9. Related party transactions
Significant transactions carried out with related parties, identified on the basis of the criteria defined by IAS 24 they are predominantly commercial in nature and conducted under normal market conditions.
The following table sets forth the statement of financial position transactions with related party as of December 31 2025 and December 31, 2024.
| (In thousands of Euro) | TeradyneGroup | InnostarService Inc | Topmanagement | Total | Total lineitem | Impact onthe lineitem |
|---|---|---|---|---|---|---|
| Trade receivables | ||||||
| As of December 31, 2025 | 2,824 | 539 | - | 3,363 | 119,923 | 2.8% |
| As of December 31, 2024 | 2,964 | - | - | 2,964 | 118,803 | 2.5% |
| Trade payables | ||||||
| As of December 31, 2025 | 630 | 3,152 | - | 3,782 | 66,824 | 5.7% |
| As of December 31, 2024 | 1,826 | - | - | 1,826 | 56,904 | 3.2% |
| Other current liabilities | ||||||
| As of December 31, 2025 | - | - | 1,785 | 1,785 | 55,712 | 3.2% |
| As of December 31, 2024 | 2,342 | - | 914 | 3,256 | 53,793 | 6.1% |
| Other current assets | ||||||
| As of December 31, 2025 | - | - | - | - | 22,371 | 0.0% |
| As of December 31, 2024 | 1,274 | - | - | 1,274 | 31,099 | 4.1% |
The following table sets forth the income statement transactions with related party as of December 31 2025 and December 31, 2024.
| (In thousands of Euro) | TeradyneGroup | InnostarServiceInc | Topmanagement | Total | Total lineitem | Impacton thelineitem |
|---|---|---|---|---|---|---|
| Revenue | ||||||
| As of December 31, 2025 | 12,142 | 42 | - | 12,183 | 628,380 | 1.9% |
| As of December 31, 2024 | 24,906 | - | - | 24,906 | 543,153 | 4.6% |
| Cost of revenue | ||||||
| As of December 31, 2025 | 4,491 | 43 | - | 4,534 | 349,293 | 1.3% |
| As of December 31, 2024 | 5,691 | - | - | 5,691 | 319,714 | 1.8% |
| Research and development | ||||||
| As of December 31, 2025 | - | - | 982 | 982 | 54,355 | 1.8% |
| As of December 31, 2024 | 224 | - | 386 | 610 | 63,374 | 1.0% |
| Selling, general and administrative | ||||||
| As of December 31, 2025 | 1,518 | - | 4,032 | 5,550 | 88,396 | 6.3% |
| As of December 31, 2024 | 1,915 | - | 2,488 | 4,403 | 92,878 | 4.7% |
| Other income (expenses), net | ||||||
| As of December 31, 2025 | - | 2,081 | - | 2,081 | 19,743 | 10.5% |
| As of December 31, 2024 | - | - | - | - | 2,452 | 0.0% |

Teradyne Group
Transactions with the Teradyne Group, a minority shareholder of the Company since May 27, 2024, are of a commercial nature and refer to the purchase and sale of goods and services carried out by DIS Tech.
Innostar Service Inc
The transactions carried out with Innostar Service Inc, a non‑controlling interest acquired in January 2025, are of a commercial nature and relate to the reciprocal purchase and sale of assembling machinery.
Top Management
Top Management includes: the members of the Company's Board of Directors and the managers with strategic responsibilities identified in the following figures: (i) Chief Executive Officer (CEO); (ii) Chief Financial Officer (CFO); (iii) Chief Commercial Officer (CCO); and (iv) Chief Technology Officer (CTO).
10. Other information
Compensation to directors and statutory auditors
Compensation due to directors and statutory auditors for the years ended December 31, 2025 and 2024 amounted to Euro 3,184 thousand and 2,627 thousand, respectively.
Fees due to independent auditors
Pursuant to applicable regulations, the total fees for the year ended December 31, 2025 for audit and non-audit services rendered by PricewaterhouseCoopers S.p.A. and entities both within and outside its network are shown below.
| (In thousands of Euro) | Service provider | Recipient | Fees |
|---|---|---|---|
| Audit services | PricewaterhouseCoopers S.p.A. | Technoprobe S.p.A. | 452 |
| Network PricewaterhouseCoopers | Subsidiaries | 312 | |
| Other entities outside the NetworkPricewaterhouseCoopers | Subsidiaries | 102 | |
| Non-audit services | PricewaterhouseCoopers S.p.A. | Technoprobe S.p.A. | 20 |
| Network PricewaterhouseCoopers | Technoprobe S.p.A. | - | |
| Network PricewaterhouseCoopers | Controlled entities | 3 |
Disclosure on subsidies and public contributions
In compliance with the transparency and publicity obligations required under Law no. 124 of August 4, 2017 article 1 paragraphs 125-129 (as replaced by art. 35 of Legislative Decree no. 34 of April 30, 2019), it is noted that the Group for the year ended December 31,2025 has not received grants, subsidies, advantages, contributions or aid, not of a general character and without remunerative, retributive or compensatory purposes, from public administrations and/or entities assimilated.
Commitments
The Group has not undertaken any commitments that have not been recognized in the balance sheet, with the exception of commitments undertaken with suppliers which amount to Euro 64 million as of December 31, 2025.
Guarantees
As of December 31, 2025, the Group has not provided guarantees.
Potential liabilities
The Group has not assumed potential liabilities that have not been recognized in the financial statements except as described in Note 7.14 - " Provisions for risks and charges".
Significant non-recurring events and operations
Pursuant to Consob Communication No. 6064293 of July 28, 2006, it should be noted that for the year ended December 31, 2025, there were no non-recurring events and transactions.
Atypical and/or unusual operations
Pursuant to Consob Communication No. 6064293 of July 28, 2006, it should be noted that during the year ended December 31, 2025, the Group did not engage in any atypical and/or unusual transactions, as defined in the aforementioned communication.
11. Significant events occurring after the year-end
No significant events occurred after the end of the reporting period.
Management's attestation to the Consolidated Financial Statements pursuant to Article 81-ter of CONSOB regulation no. 11971 of May 14, 1999, as amended and extended
The undersigned Stefano Felici and Stefano Beretta in their capacity respectively as Chief Executive Officer and Manager in Charge of Company's Financial Reports of Technoprobe S.p.A., certify, also taking into account the provisions of the art. 154-bis, paragraphs 3 and 4, of Legislative Decree February, 24 1998, n. 58:
- the adequacy in relation to the characteristics of the company and
- the effective application of the administrative and accounting procedures for the preparation of the Consolidated Financial Statements as of December 31, 2025.
No significant aspects emerged in this regard.
It is also certified that the Consolidated Financial Statements as of December 31, 2025:
- are drawn up in compliance with the applicable international accounting standards recognized in the European Community pursuant to Regulation (EC) no, 1606/2002 of the European Parliament and of the Council of July 19 2002;
- corresponds to the results of the accounting books and records;
- is suitable for providing a true and correct representation of the equity, economic and financial situation of the issuer and of all the companies included in the consolidation.
The Directors' Report on Operations includes a reliable analysis of the performance and results of operations, as well as the situation of the issuer and of all the companies included in the consolidation, together with the description of the main risks and uncertainties to which it is exposed.
___________________________ ___________________________
Cernusco Lombardone, March 18, 2026
Technoprobe S.p.A.
Stefano Felici Stefano Beretta
(Chief Executive Officer) (Manager in Charge of Company's Financial Reports)

Independent auditor's report






| pwc |
|---|
| established by article 8 of Regulation (EU) 852/2020 are expressed by ourselves in the reportprepared in accordance with article 14-bis of Legislative Decree 39/2010. |
| Milan, 2 April 2026PricewaterhouseCoopers SpA |
| Signed by |
| Fabio Chierico |
| (Partner) |
| As disclosed by the directors, the accompanying consolidated financial statements of Technoprobe SpAconstitute a non-official version which is not compliant with the provisions of the CommissionDelegated Regulation (EU) 815/2019. This independent auditor's report has been translated into theEnglish language solely for the convenience of international readers. Accordingly, only the original textin Italian language is authoritative. |


Separate Financial Statements as of December 31, 2025


Courtesy translation
This document has been translated into English from the Italian original solely for the convenience of international readers. In case of discrepancy between the Italian language original text and the English language translation, the Italian version shall prevail.
Statement of financial position
| (In Euro) | As of December 31, | ||||||
|---|---|---|---|---|---|---|---|
| Notes | 2025 | of whichrelatedparties(note 9) | 2024 | of which relatedparties(note 9) | |||
| ASSETS | |||||||
| Non-current assets | |||||||
| Property, plant and equipment | 6.1 | 195,233,866 | - | 178,260,140 | - | ||
| Intangible assets | 6.2 | 2,900,709 | - | 2,795,567 | - | ||
| Goodwill | 6.2 | 21,686,419 | - | 21,686,419 | - | ||
| Investment in subsidiaries | 6.4 | 243,519,282 | - | 177,966,031 | - | ||
| Deferred tax assets | 6.5 | 15,746,240 | - | 13,297,900 | - | ||
| Non-current financial assets | 6.6 | 6,787,943 | - | 45,350 | - | ||
| Other non-current assets | 6.7 | 761,126 | - | 1,395,285 | - | ||
| Total non-current assets | 486,635,585 | 395,446,692 | |||||
| Current assets | |||||||
| Inventories | 6.7 | 93,985,871 | - | 105,330,966 | - | ||
| Trade receivables | 6.8 | 138,828,972 | 114,447,217 | 158,271,454 | 134,651,565 | ||
| Current financial assets | 6.9 | 86,178,925 | 84,066,131 | 134,830,912 | 127,867,078 | ||
| Current tax receivables | 6.10 | 6,592,320 | - | 14,886,822 | - | ||
| Other current assets | 6.11 | 15,481,609 | 293,954 | 18,103,831 | - | ||
| Cash and cash equivalents | 6.12 | 545,524,275 | - | 532,084,728 | - | ||
| Total current assets | 886,591,972 | 963,508,713 | |||||
| Total Assets | 1,373,227,557 | 1,358,955,405 | |||||
| EQUITY AND LIABILITIES | |||||||
| Equity | 6.13 | ||||||
| Share capital | 6,532,609 | - | 6,532,609 | - | |||
| Reserves | 1,192,539,514 | - | 1,127,887,575 | - | |||
| Net profit | 49,494,498 | - | 115,786,932 | - | |||
| Equity | 1,248,566,621 | - | 1,250,207,116 | - | |||
| Non-current liabilities | |||||||
| Non-current lease liabilities | 6.1 | 5,432,716 | - | 5,916,461 | - | ||
| Deferred tax liabilities | 6.4 | 200,485 | - | 149,819 | - | ||
| Employee benefits obligations | 6.14 | 407,335 | - | 425,342 | - | ||
| Provision for risks and charges | 6.15 | 20,073,000 | - | 20,073,000 | - | ||
| Other non-current liabilities | 166,111 | - | 17.898 | - | |||
| Total non-current liabilities | 26,279,647 | - | 26,582,520 | - | |||
| Current liabilities | |||||||
| Trade payables | 6.16 | 56,671,966 | 23,606,518 | 48,442,595 | 14,158,289 | ||
| Current financial liabilities | 6.17 | - | - | 584,862 | - | ||
| Current lease liabilities | 6.1 | 657,979 | - | 654,079 | - | ||
| Current tax payables | 6.10 | 1,444,609 | - | - | - | ||
| Other current liabilities | 6.18 | 39,606,735 | - | 32,484,233 | 600,689 | ||
| Total current liabilities | 98,381,289 | - | 82,165,769 | - | |||
| Total liabilities | 124,660,936 | - | 108,748,289 | - | |||
| Total equity and liabilities | 1,373,227,557 | - | 1,358,955,405 | - |
Income statement
| (In Euro) | Year ended December 31, | ||||||
|---|---|---|---|---|---|---|---|
| Notes | 2025 | of whichrelated parties(note 9) | 2024 | of which relatedparties (note 9) | |||
| Revenue | 7.1 | 423,252,139 | 328,802,771 | 392,904,318 | 317,741,036 | ||
| Cost of revenue | 7.2 | (232,696,323) | (42.573.861) | (220,407,605) | (37,516,423) | ||
| Gross profit | 190,555,816 | 172,496,713 | |||||
| Operating expenses | |||||||
| Research and development | 7.3 | (46,717,232) | (1,915,366) | (52,144,963) | (4,263,542) | ||
| Selling, general and administrative | 7.4 | (48,259,827) | (8,355,246) | (51,412,591) | (8,723,186) | ||
| Net impairment losses/reversals onfinancial assets | (30,172) | - | - | - | |||
| Total operating expenses | (95,007,231) | - | (103,557,554) | - | |||
| Operating profit | 95,548,585 | - | 68,939,159 | - | |||
| Other income (expenses), net | 7.5 | 2,219,765 | 2,081,296 | 2,655,253 | - | ||
| Finance income | 7.6 | 22,903,026 | 7,404,228 | 56,753,201 | 40,641,198 | ||
| Finance expenses | 7.7 | (183,171) | - | (180,421) | - | ||
| Foreign exchange gains (losses) | 7.8 | (50,964,280) | - | 15,429,519 | - | ||
| Profit before tax | 69,523,925 | - | 143,596,711 | - | |||
| Income tax expense | 7.9 | (20,029,427) | - | (27,809,779) | - | ||
| Net profit | 49,494,498 | - | 115,786,932 | - |
Statement of comprehensive income
| (In Euro) | Year ended December 31, | ||||||
|---|---|---|---|---|---|---|---|
| Notes | 2025 | of which relatedparties (note 9) | 2024 | of which relatedparties (note 9) | |||
| Net profit | 49,494,498 | - | 115,786,932 | - | |||
| Other comprehensive incomethat may be reclassified to profitor loss in subsequent periods: | |||||||
| Total other comprehensiveincome that may be reclassifiedto profit or loss in subsequentperiods, net of tax | -- | -- | -- | -- | |||
| Total comprehensive income | 49,494,498 | - | 115,786,932 | - |

Statement of changes in equity
| Reserves | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| (In Euro) | Notes | Sharecapital | Legalreserve | Sharepremiumreserve | Treasurysharesreserve | Demergersurplusreserve | Otherreserves | Retainedearnings | Net profit | Total equity |
| Balance as of January 1, 2024 | 6.13 | 6,010,000 | 1,202,000 | 139,115,865 | (11,746,748) | 31,288,542 | 1,441,775 | 496,528,596 | 120,254,821 | 784,094,851 |
| Net profit | - | - | - | - | - | - | - | 115,786,932 | 115,786,932 | |
| Total other comprehensive income | - | - | - | - | - | - | - | - | - | |
| Total comprehensive income | - | - | - | - | - | - | - | 115,786,932 | 115,786,932 | |
| Allocation of prior year profit | - | - | - | - | - | 182,472 | 120,072,349 | (120,254,821) | - | |
| Acquisition of treasury shares | - | - | - | (34,669,192) | - | - | - | - | (34,669,192) | |
| Capital increase | 522,609 | - | 384,221,916 | - | - | - | - | - | 384,744,525 | |
| Other changes | - | - | - | - | - | 250,000 | - | - | 250,000 | |
| Balance as of December 31, 2024 | 6.13 | 6,532,609 | 1,202,000 | 523,337,781 | (46,415,940) | 31,288,542 | 1,874,247 | 616,600,945 | 115,786,932 | 1,250,207,116 |
| Net profit | - | - | - | - | - | - | - | 49,494,498 | 49,494,498 | |
| Total other comprehensive income | - | - | - | - | - | - | - | - | - | |
| Total comprehensive income | - | - | - | - | - | - | - | 49,494,498 | 49,494,498 | |
| Allocation of prior year profit | - | 104,522 | - | - | - | 14,855,852 | 100,826,558 | (115,786,932) | - | |
| Acquisition of treasury shares | - | - | - | (59,999,920) | - | - | - | - | (59,999,920) | |
| Capital increase | - | - | - | - | - | - | - | - | - | |
| Other changes | - | - | - | 5,614,278 | - | 3,250,649 | - | - | 8,864,927 | |
| Balance as of December 31, 2025 | 6.13 | 6,532,609 | 1,306,522 | 523,337,781 | (100,801,582) | 31,288,542 | 19,980,748 | 717,427,503 | 49,494,498 | 1,248,566,621 |
Statement of cash flows
| (In Euro) | Year ended December 31, | |||||
|---|---|---|---|---|---|---|
| Notes | 2025 | of whichrelated parties(note 9) | 2024 | of which relatedparties (note 9) | ||
| Profit before tax | 69,523,925 | 143,596,711 | ||||
| Adjustments for: | ||||||
| Amortization, depreciation and impairment | 36,771,494 | 37,076,753 | ||||
| Gains (losses) on disposals | 16,343 | (102,562) | ||||
| Net Finance (income) expenses | 7.6 - 7.7 | (22,719,855) | (7,404,228) | (56,572,780) | (40,641,198) | |
| Accruals to provisions | 7,673,321 | 8,084,461 | ||||
| Other non-cash adjustments | 31,462,849 | (14,069,570) | ||||
| Cash flow generated by operating activitiesbefore changes in net working capital | 122,728,077 | 118,013,013 | ||||
| Change in inventories | 6.7 | 10,488,522 | 4,387,696 | |||
| Change in trade receivables | 6.8 | 17,403,375 | 20,204,349 | (40,296,005) | (44,910,825) | |
| Change in trade payables | 6.16 | 8,394,727 | 9,448,229 | 15,290,557 | 5,999,650 | |
| Changes in other assets/ liabilities | 6.6 – 6.11 –6.18 | 12,397,204 | 2,620,433 | |||
| Uses of provisions for risks and charges andemployee benefits obligations | 6.14 – 6.15 | (4,743,329) | (4,557,027) | |||
| Income taxes paid | 7.9 | (6,926,737) | (1,044,328) | |||
| Net cash flow generated by operating activities | 159,741,839 | 94,414,339 | ||||
| Purchase of property, plant and equipment(excluding right of use assets) | 6.1 | (54,346,644) | (34,479,237) | |||
| Purchase of intangible assets | 6.2 | (1,927,495) | (22,505,172) | |||
| Investments in subsidiaries | 6.3 | (24,635,376) | (56,692,593) | |||
| Disposal of property, plant and equipment | 6.1 | 501,986 | 610,959 | |||
| Payment for acquisition of [DIS], net of cashacquired | - | (2,429,508) | ||||
| Net investments in financial assets | 6.3 | (6,637,778) | (24,963,715) | (50,312,262) | (55,427,251) | |
| Dividends received | 144,800 | 144,800 | 34,970,624 | 34,970,624 | ||
| Finance income received | 7.7 | 14,340,458 | 5,381,778 | |||
| Net cash flow used in investing activities | (72,560,049) | (125,455,411) | ||||
| Proceeds from borrowings | 6.17 | - | 2,722 | |||
| Financial liabilities reimbursement | 6.17 | (584,862) | - | |||
| Repayment of lease liabilities | 6.1 | (665,824) | (647,791) | |||
| Finance expenses paid | 7.8 | (183,171) | (180,421) | |||
| Acquisition of treasury shares | 6.13 | (59,999,920) | (34,669,192) | |||
| Capital increase | 6.13 | - | 384,744,525 | |||
| Net cash flow generated by (used in) financingactivities | (61,433,777) | 349,249,843 | ||||
| Total cash flow generated (used) during theyear | 25,748,013 | 318,208,771 | ||||
| Cash and cash equivalents at the beginning ofthe year | 6.12 | 532,084,728 | 220,257,657 | |||
| Total changes in cash and cash equivalents | 25,748,013 | 318,208,771 | ||||
| Exchange differences from translation of cashand cash equivalents | (12,308,466) | (6,381,700) | ||||
| Cash and cash equivalents at the end of theyear | 6.12 | 545,524,275 | 532,084,728 |
Explanatory notes to the Financial Statements as of and for the year ended December 31, 2025
1. General information
Technoprobe S.p.A. (hereafter "Technoprobe", the "Company") is a company incorporated and domiciled in Italy, with its registered offices in Cernusco Lombardone (LC), Via Cavalieri di Vittorio Veneto, 2, organized under Italian law.
Since May 2, 2023, the Company's shares are listed on Euronext Milan.
As of December 31, 2025 Technoprobe is controlled by T-PLUS S.p.A. (hereinafter, "T-PLUS"), which holds a stake in the Company's share capital equal to 56.43% and voting rights equal to 67.27%.
T-Plus S.p.A., with registered office in Milan, Via Meravigli 8, prepares the consolidated financial statements of the largest and smallest set of companies to which the Company belongs as a subsidiary company, available at the company's registered office.
Technoprobe operates in the production of electronic circuits, mechanical interfaces for electrical contacting of hybrid circuits and semiconductor devices and it is specialized in the design, development and production of probe cards used to test the operation of chips.
2. Summary of accounting policies and criteria used in preparing the Financial Statements
2.1. Basis of preparation
These financial statements as of and for the year December 31, 2025 were approved by the Company's Board of Directors on March 18, 2026 and were audited by PricewaterhouseCoopers S.p.A.
2.2. Statement of compliance with International Financial Reporting Standards
The Financial Statements have been prepared in compliance with the International Financial Reporting Standards as adopted by the European Union and effective on December 31, 2025. IFRS means all "International Financial Reporting Standards", all "International Accounting Standards" ("IAS") and all interpretation documents of the "International Financial Reporting Interpretations Committee" ("IFRIC"), formerly the "Standing Interpretations Committee" ("SIC") (hereafter, "IFRS").
The Financial Statements have been prepared in accordance with the provisions issued in implementation of Article 9, Paragraph 3 of Legislative Decree No. 38 of February 28, 2005.
2.3. Criteria used in preparation of the Financial Statements
The Financial Statements comprise the statements required by the accounting standard IAS 1, i.e. statement of financial position, a income statement, a statement of comprehensive income, a statement of changes in equity and a statement of cash flows, and the related explanatory notes.
The Company has elected to present the income statement by classifying costs by destination, while assets and liabilities presented in the statement of financial position are classified separately as either current or non-current. The statement of cash flows is prepared using the indirect method. The statements used are those that best represent the Company's economic and financial situation.
An asset is classified as current when:

- it is expected to be realized, or it is intended for sale or consumption, in the Company's normal operating cycle;
- it is held primarily for the purpose of being traded;
- it is expected to be realized within twelve months from the end of the reporting period; or
- it is cash or a cash equivalent (unless it is restricted from being exchanged or used to settle a liability for at least twelve months from the end of the reporting period).
All other assets are classified as non-current. Specifically, IAS 1 uses the term "non-current" to include property plant and equipment, intangible assets and financial assets of a long-term nature.
A liability is classified as current when:
- it is expected to be settled in the Company's normal operating cycle;
- it is held primarily for the purpose of being traded;
- it is due to be settled within twelve months from the end of the reporting period; or
- there is no unconditional right to defer the settlement of the liability for at least twelve months from the end of the reporting period. Terms of the liability that could, at the option of the counterparty, result in its settlement by issue of equity instruments do not affect its classification.
All other liabilities are classified as non-current.
The operating cycle is the time that elapses between the acquisition of goods for the production process and their realization in cash or cash equivalents. When the normal operating cycle is not clearly identifiable, its duration is assumed to be twelve months.
The Financial Statements have been prepared in Euro, the Company's functional currency. Unless otherwise stated, all financial amounts, explanatory notes and tables are presented in thousands of Euro.
The Financial Statements have been prepared:
- on a going concern basis;
- using the accrual basis of accounting, respecting the principle of materiality and significance, ensuring the prevalence of substance over form and with a view to facilitating consistency with future financial statements. Neither assets and liabilities nor income and expenses are offset, unless required or allowed by IFRS;
- on a historical cost basis, except for financial assets and liabilities required to be measured at fair value.
Business combinations
Business combinations in which control is acquired are recorded as set out in IFRS 3, applying the acquisition method of accounting.
Specifically, at the acquisition date, that is the date in which control is obtained (the "Acquisition Date"), identifiable assets acquired and liabilities assumed are recognized at their fair value, except for deferred tax assets and liabilities, assets and liabilities relating to employee benefits, and the assets held for sale, which are instead recognized on the basis of the relevant accounting standard.
If positive, the difference between the amount of the consideration transferred in the business combination and the fair value of the assets and liabilities acquired is recognized in intangible assets as goodwill; if negative, after reviewing the fair value measurements of the assets and liabilities acquired, it is recognized directly in the consolidated income statement as a gain.
Non-controlling interests in the acquiree, at the acquisition date, can be measured at fair value or on a pro-quota basis of the value of the net assets recognized for the acquired company. The choice of the method is made transaction by transaction.
When the fair value of the assets acquired and liabilities assumed is estimated on a provisional basis, it shall be determined within twelve months from the date of acquisition, taking into account only information relating to facts and circumstances existing at the Acquisition Date. In the period when such values are finally determined, the provisional values are adjusted retrospectively. Transaction costs are recognized in the consolidated income statement income when incurred.
In addition to the fair value at the Acquisition Date of the assets transferred, the liabilities assumed and of any capital instruments issued for the purposes of the acquisition, the consideration for the acquisition also includes contingent consideration, or that share of the consideration, whose amount and timing are contingent on future events. Contingent consideration is measured at fair value at the Acquisition Date and subsequent changes in fair value are recognized in the consolidated income statement if the contingent consideration is a financial asset or liability while, if the contingent consideration is classified as equity, the original amount is not remeasured, and it is recognized directly in equity when settled.
During the year, no transactions were undertaken that would fall within the scope of IFRS 3
2.4. Accounting policies and measurement criteria
The following paragraphs describe the criteria adopted with respect to the classification, recognition, measurement and derecognition of assets and liabilities as well as the criteria used to recognize income statement items.
Property, plant and equipment
Items of property, plant and equipment are accounted for only when both the following conditions are satisfied:
- it is likely that the future economic benefits relating to the asset will flow to the company; and
- the cost of the asset can be determined reliably.
Items of property, plant and equipment are originally measured at cost, defined as the cash or cash equivalents paid or the fair value of other consideration given to acquire an asset at the time of its acquisition or substitution. Subsequently, property, plant and equipment are carried at cost less any accumulated depreciation and any accumulated impairment losses.
Cost includes amounts directly attributable to enabling the asset to be used as well as any expected costs of dismantling and removing the asset and restoring it to its original condition if a contractual obligation exists.
Expenses incurred for ordinary and/or cyclical maintenance and repairs are charged directly to profit or loss when incurred. The capitalization of costs inherent to the expansion, modernization or improvement of facilities owned or used by third parties is recorded solely to the extent that they meet the conditions for being classified separately as an asset or part of an asset.
Depreciation is calculated on a straight-line basis over the estimated useful life of the individual assets.
The Company's estimated expected useful life by class of property, plant and equipment is as follows.
| Property, plant and equipment class | Expected useful life (in years) |
|---|---|
| Buildings | 33-39 |
| Plants and machinery | 3-13 |
| Industrial and commercial equipment | 3-7 |
| Other assets | 3-7 |
The depreciation period of leasehold improvements and right of use assets is the lower of the residual useful life of the asset and the residual duration of the lease, considering any renewal period, if dependent on the lessee. Land held by the Company is not depreciated.
At each year end, the Company determines whether there have been any significant changes in the expected economic benefits to be derived from capitalized property, plant and equipment and, in such case, makes appropriate changes to the relevant depreciation rate, which is considered a change in accounting estimate in accordance with IAS 8.
Property, plant and equipment amount is derecognized when it is sold or otherwise disposed of or when no economic benefit can be derived from its sale.
Intangible assets
An intangible asset is an asset that meets all the following conditions:
- it can be identified;
- it is non-monetary;
- it is without physical substance;
- it is under the control of the company that prepares the financial statements; and
- it is expected to produce future economic benefits for the company.
If an asset does not meet all of the above requirements to be considered an intangible asset, the amount incurred to acquire or produce that asset internally is expensed when it is incurred.
Intangible assets are initially recognized at cost. The cost of intangible assets acquired externally includes both the purchase price and any cost that may be directly attributed.
Intangible assets of the Company comprise the followings:
Intangible assets with definite useful life
Intangible assets with definite useful life are recognized at cost, as previously described, less any accumulated amortization and any accumulated impairment losses.
Amortization starts when the asset is available for use and is calculated on a straight-line basis over the asset's estimated useful life.
The Company's estimated expected useful life by class of intangible assets with definitive useful life is as follows.
| Intangible asset class | Expected useful life (in years) |
|---|---|
| Software | 3-5 |
| Patents and intellectual property rights | 8-9 |
| Know-how | 15 |
(a) Intangible assets with indefinite useful life - Goodwill
Goodwill represents the residual amount of the acquisition cost, as it is the excess of the cost of the business combination over the fair value of the assets, liabilities and contingent liabilities identified (including intangible assets and potential liabilities that meet the requirements for recognition in the financial statements).
It represents the consideration paid by the buyer in anticipation of future economic benefits deriving from assets that cannot be identified individually and recognized separately, effectively incorporating the value of the expected synergies, the brand of the acquired company, the know-how, the professional skills, procedures and other indistinct factors. Specifically, at the acquisition date, goodwill is measured

as the difference between the fair value of the identifiable net assets of the acquired company and the sum of the following components:
- the consideration transferred, generally measured at fair value;
- the amount relating to non-controlling interests;
- the fair value at the acquisition date of the interests already held by the buyer prior to the business combination.
Goodwill acquired in a business combination is not amortized. Each year, or more frequently, whenever events or changes in circumstances indicate that goodwill may be impaired, the Group performs impairments tests to ensure that the value of goodwill recognized in the consolidated financial statements has not been impaired.
Right of use assets and lease liabilities
In accordance with IFRS 16, a contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. The contract is then reassessed to determine whether it is, or contains, a lease only if the terms and conditions of the contract are changed.
For a contract that is, or contains, a lease, each lease component within the contract is accounted for as a lease separately from non-lease components of the contract, unless the Company applies the practical expedient of IFRS 16. Under such practical expedient, the Company may elect, by class of underlying asset, not to separate non-lease components from lease components, and instead to account for each lease component and any associated non-lease components as a single lease component. The Company has chosen to apply such practical expedient.
The lease term is the non-cancellable period of a lease, together with both:
- the periods covered by an option to extend the lease, if the Company is reasonably certain to exercise that option; and
- the periods covered by an option to terminate the lease, if the Company is reasonably certain not to exercise that option.
In assessing whether the Company is reasonably certain to exercise an option to extend a lease, or not to exercise an option to terminate a lease, the Company shall consider all relevant facts and circumstances that create an economic incentive for the Company to exercise the option to extend the lease, or not to exercise the option to terminate the lease. The Company shall re-assess the lease term if there is a change in the non-cancellable period of a lease.
At the contract commencement date, the Company recognizes the right of use asset and the related lease liability.
At the commencement date, the right of use asset is measured at cost, which comprises:
- a) the amount of the initial measurement of the lease liability;
- b) any lease payments made at or before the commencement date, less any lease incentives received;
- c) any initial direct costs incurred by the lessee; and
- d) an estimate of costs to be incurred by the lessee in dismantling and removing the underlying asset, restoring the site on which it is located or restoring the underlying asset to the condition required by the terms and conditions of the lease, unless those costs are incurred to produce inventories.

At the commencement date, the Company measures the lease liability at the present value of the lease payments that are not paid as of that date. The lease payments included in the measurement of the lease liability comprise the following:
- a) fixed payments, less any lease incentives receivable;
- b) variable lease payments that depend on an index or a rate, initially measured using the index or rate at the commencement date;
- c) amounts expected to be payable by the lessee under residual value guarantees;
- d) the exercise price of a purchase option if the lessee is reasonably certain to exercise that option; and
- e) payments of penalties for terminating the lease, if the lease term reflects the lessee exercising an option to terminate the lease.
Lease payments are discounted to their present value using the interest rate implicit in the lease if that rate can be readily determined. If that rate cannot be readily determined, the Company is required to use its incremental borrowing rate, which is the rate of interest it would have to pay to borrow a similar amount over a similar term as the lease contract.
Following initial recognition, the right of use asset is measured at cost:
- a) less any accumulated depreciation and any accumulated impairment losses; and
- b) adjusted for any remeasurement of the lease liability.
Following initial recognition, the lease liability is measured by:
- a) increasing the carrying amount to reflect interest on the lease liability;
- b) reducing the carrying amount to reflect the lease payments made; and
- c) remeasuring the carrying amount to reflect any reassessment or lease modifications, or to reflect revised in-substance fixed lease payments.
For a lease modification that is not accounted for as a separate lease, the right of use asset is remeasured (up or down) in line with the change in the lease liability at the modification date. The lease liability is remeasured based on the new contract conditions, using the discount date at the effective date of the modification.
The Company has elected to exploit two exceptions permitted by IFRS 16, regarding short-term leases (leases that, at the commencement date, have lease terms of 12 months or less) and leases for which the underlying asset is of low value (leases for which the underlying asset value, when new, is less than USD 5,000). In such cases the right of use assets and related lease liabilities are not recognized, and lease payments are charged directly to profit or loss.
Right of use assets are classified under "Property, plant and equipment".
Impairment of property, plant and equipment, intangible assets and right of use assets
At each reporting date, the Company assesses whether there are any indications of impairment of property, plant and equipment, intangible assets and right of use assets not fully depreciated or amortized.
When indicators of impairment exist, the recoverable amount is estimated and the carrying amount of the asset reduced accordingly, with the impairment loss being charged to profit or loss. The recoverable amount of an asset is the higher of its fair value less costs of disposal and its value in use, where value in use is determined by discounting the asset's estimated future cash flows including, if materially

significant and reasonably certain, those relating to disposal of the asset at the end of its useful economic life, less any costs of disposal. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.
For assets that do not generate cash inflows that are largely independent of those from other assets or groups of assets, the Company estimates the recoverable amount of the Cash-Generating Unit ("CGU") to which the asset belongs.
If the carrying amount of an asset or the CGU to which it belongs exceeds the recoverable amount, an impairment loss is charged to profit or loss. Such impairment losses are allocated first to reduce the carrying amount of any goodwill allocated to the CGU and then to other assets of the unit pro-rata on the basis of their carrying amounts. The carrying amounts of other assets of the unit may not be reduced below their recoverable amounts. If the conditions that gave rise to an impairment loss no longer exist, the carrying amount of the asset or CGU is increased to the revised estimate of its recoverable amount, up to the carrying amount that would have been recorded had no impairment loss been recognized, with the increase being reflected in the income statement.
Investments in subsidiaries
Investments in subsidiaries, other than those held for sale, are measured at acquisition cost. In the presence of events leading to the presumption of a reduction in value, the recoverability of the book value of equity investments is verified by comparing the book value with the relative recoverable value represented by the greater of fair value, net of disposal costs, and value in use. If the aforementioned check reveals a book value higher than the recoverable value, the relevant investment is written down to its recoverable value. Should the reasons for the write-downs cease to exist, investments measured at cost are revalued within the limits of the write-downs made, with the effect recognized in the income statement under 'Income/expenses from investments in subsidiaries'. The risk arising from any losses exceeding shareholders' equity is recognized in a special provision to the extent that the investor is committed to fulfil legal or constructive obligations towards the investee company or otherwise cover its losses. Dividend income is recognized in the income statement when the right to collect it arises, which normally corresponds to the shareholders' resolution to distribute dividends, regardless of whether these dividends derive from pre- or post-acquisition profits of the investee companies. The distribution of dividends to shareholders is recognized as a liability in the Company's financial statements at the time the distribution of such dividends is approved.
Financial assets
On initial recognition, financial assets are measured at fair value and are subsequently classified in one of the three categories specified below based on the following elements:
- the entity's business model for managing the financial assets; and
- the contractual cash flows characteristics of the financial asset.
Financial assets are derecognized from the statement of financial position when the Company has substantially transferred all the risks and rewards of ownership of the financial asset.
(a) Financial assets at amortized cost
Financial assets are measured at amortized cost if both of the following conditions are met:
- the financial asset is held within a "Hold to collect" business model, the objective of which is to hold financial assets in order to collect contractual cash flows (Business model "Hold to Collect"); and
- the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding (that pass the SPPI test).
At initial recognition, such assets are measured at fair value including directly attributable transaction costs or income. After initial recognition, such financial assets are measured at amortized cost, calculated using the effective interest method. The amortized cost method is not used for those assets (measured at historical cost) whose short-term nature means there is no requirement to discount to present value, assets with no set maturity date or revocable credit lines.
(b) Financial assets at fair value through other comprehensive income
Financial assets are measured at fair value through other comprehensive income if both of the following conditions are met:
- the financial asset is held within a "Hold to collect and sell" business model whose objective is achieved by both collecting contractual cash flows and selling financial assets; and
- the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding (i.e., that pass the SPPI test).
(c) Financial assets at fair value through profit or loss
This category includes all financial assets other than those classified as "Financial assets at fair value through other comprehensive income" or "Financial assets at amortized cost".
Specifically, the category includes financial assets held for trading and derivatives not eligible as hedging instruments (which are represented as assets if their fair value is positive or liabilities if their fair value is negative).
At initial recognition, financial assets at fair value through profit or loss are measured at fair value, not including directly attributable transaction costs or income. After initial recognition, such financial assets are measured at fair value and the changes in fair value recorded in profit or loss.
Inventories
Inventories are assets:
- held for sale in the ordinary course of business;
- in the process of production for such sale; or
- in the form of materials or supplies to be consumed in the production process or in the rendering of services.
Inventories are recognized and measured at the lower of cost and net realizable value.
The cost of inventories includes all purchase costs, transformation costs, and other costs incurred to bring the inventories to their current location and condition.
In accordance with the provisions of IAS 2, the Company calculates the cost of inventories using the weighted average cost method.
If net realizable value is lower than cost, the difference is immediately recognized in the income statement.
Trade receivables
Trade receivables are initially recognized at fair value and subsequently measured at amortized cost, net of the allowance for doubtful accounts estimated according to the expect credit losses model as set out in IFRS 9.
As trade receivables are typically short-term in nature and do not involve payment of interest, amortized cost is not calculated and they are accounted for at the nominal value stated on the invoice or in the customer contract: such arrangement is followed even for those receivables due after more than 12 months, unless the effect is particularly significant. This is due to the fact that the value of short-term receivables is very similar whether the historical cost method or amortized cost method is adopted, and the impact of discounting is insignificant.
Trade receivables are tested for impairment in accordance with the requirements of IFRS 9. For measurement purposes, trade receivables are categorized by due date.
Cash and cash equivalents
Cash and cash equivalents are recognized, depending on their nature, at nominal value or at amortized cost. Other cash equivalents represent highly liquid short-term financial assets that can be easily converted to known cash amounts and are subject to negligible risk of change in their value, and which have an original maturity, on purchase, of less than 3 months.
Payables
Trade payables and other payables are initially recognized at fair value and subsequently measured using the amortized cost method. However, short-term trade payables, whose maturity falls within the normal commercial terms, are not discounted since the effect of the discounting of financial flows is irrelevant.
Financial liabilities are initially recognized at fair value, net of directly attributable accessory costs, and subsequently measured at amortized cost, using the effective interest rate method. In the event of a change in the estimated expected cash flows, the value of the liabilities is recalculated to reflect this change on the basis of the present value of the new expected cash flows and the effective internal rate initially determined. Financial liabilities are classified under current liabilities, unless the Company has an unconditional right to defer their payment for at least twelve months after the reporting date.
Payables are derecognized when settled and when the Company has transferred all risks and the charges related to the instrument.
Provisions for employee benefits
Employee benefits include benefits granted to employees or their dependents, settled through cash payments (or through the supply of goods and services) directly to employees, their spouses, children or other dependents or to third parties, such as insurance companies. They include short-term benefits, benefits payable to employees on termination of employment and post-employment benefits.
Short-term employee benefit obligations include incentive schemes such as annual bonuses, the MBO and the one-off renewals of the national collective labor agreements and are recognized as liabilities (accrued expenses) after deducting any advances paid, and costs, unless a given IFRS requires or allows the inclusion of such benefits in the cost of a capitalized asset.
Benefits relating to the termination of employment include voluntary redundancy incentive schemes, which in the case of voluntary redundancy provide for the employee or group of employees taking part in trade union agreements involving the use of so-called solidarity funds, and (non-voluntary) redundancy arrangements, which apply in the case of termination of employment as a result of a unilateral decision by the company. The Company recognizes the cost of such benefits as a liability on the earliest date between:
- the time at which the Company may no longer withdraw the offer of such benefits;
- the time at which the Company recognizes the costs of a restructuring that falls within the scope of IAS 37 and involves the payment of termination benefits.
Post-employment benefits for employees are divided in two categories: defined contribution plans and defined benefit plans.
For defined benefit plans, which also include the severance indemnity due to employees pursuant to article 2120 of the Italian Civil Code, the amount of the benefit to be paid to employees can be determined only after termination of employment, and is linked to one or more factors such as age, years of service and remuneration. Therefore, the related cost is charged to the income statement on an actuarial basis. The liability recognized in the statement of financial position for defined benefit plans is equal to the present value of the obligation at the reporting date.
Starting from January 1, 2007, the so-called "2007 Finance Law" and the related implementing decrees introduced significant changes to the rules governing severance indemnities, including the choice left to workers regarding the destination of their accruing severance indemnities. Specifically, employees may now allocate new provision flows to alternative external pension plans or elect for them to be retained by the employer. If an external pension plan is chosen, the Company is only obliged to make defined contributions to such plan and, accordingly, from the aforementioned date, the related new provision flows are deemed to be payments to a defined contribution plan not subject to actuarial valuation.
Provisions for risks and charges
Provisions for risks and charges are recognized in respect of costs or losses of a known nature, the occurrence of which is certain or likely, but in respect of which the amount and timing are not known.
Provisions are only recognized when there is a current obligation (legal or constructive) for a future outflow of economic resources as a result of past events and it is likely that such outflow is required to settle the obligation. This provision represents the best estimate of the charge to settle the obligation. The rate used to determine the present value of the liability reflects current market values and takes into account the specific risk associated with each liability.
Where the effect of the time value of money is material and the payment dates relating to the obligations can be reliably estimated, provisions are measured at the present value of the expected outflow using a rate that reflects market conditions, the change in the time value of money and the specific risk associated with the obligation. The increase in the value of the provision determined by changes in the time value of money is accounted for as a financial expense.
Risks, in relation to which the occurrence of a liability is only possible are reported as contingent liabilities and no provision is made in respect of them.
Treasury shares
Treasury shares are recorded as a reduction of shareholders' equity. In the event of any subsequent sales, any difference between the purchase value and the sale price is recognized in equity.

Revenue
Revenue is recognized when the following conditions are met:
- the contract with a customer has been identified;
- the performance obligations in the contract have been identified;
- the transaction price has been determined;
- the transaction price has been allocated to the performance obligations in the contract; and
- the related performance obligation contained in the contract is satisfied.
The Company recognizes revenue at a given time or when it satisfies its performance obligations, by transferring the promised goods (i.e., an asset), typically probe cards, to the customer. An asset is transferred when the customer obtains control of that asset. Transfer of control depends on the terms of sale and related Incoterms, which may vary from customer to customer.
The contractual consideration included in a contract with a customer may include fixed amounts, variable amounts, or both. If the contractual consideration includes a variable amount (e.g., discounts, price concessions, incentives, penalties or other similar items), the Company estimates the amount of consideration to which it is entitled in exchange for transferring the promised goods or services to a customer. The Company includes a variable consideration in the transaction price only to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved.
With reference to sales with right of return, and in compliance with the provisions of IFRS 15, the Company recognizes as a reduction in revenues the amount of returns expected from the sale of products against "Other current liabilities" and recognizes an asset in "Other current assets" with a corresponding adjustment to the cost of revenue representing the right to recover the products from the customer upon exercise of the right of return.
Cost recognition
Costs are recognized in profit or loss on an accrual basis.
Dividends
Dividends distributed are recognized as a movement in equity in the financial year in which they are approved by the shareholders' meeting.
Dividends received are recognized in the financial statements on an accrual basis in the financial year in which, as a result of the resolution passed by the shareholders' meeting of the investee company to distribute the profit or any reserves, the Company's right to collect them arises.
Government grants
Any government grants are recognized when there is reasonable certainty that they will be received and all related conditions are satisfied.
Any public contributions related to property, plant and equipment are recorded by directly deducting them from the asset they refer to. The value of an asset is adjusted through systematic depreciation, calculated based on the remaining possibility of utilization according to its useful life.
Income tax expenses
Current income tax expenses are calculated based on taxable income for the year, applying tax rates in effect at the reporting date. Taxes due for the current and previous years are recognized as liabilities to the extent they are still unpaid. Income tax receivables and payables, for the current and previous years, represent the amounts that are likely to be recovered from/paid to the tax authorities, applying the tax rates and the tax laws in effect, or effectively issued, at the reporting date.
Deferred taxes are divided into:
- deferred tax liabilities, are the amounts of income taxes payable in future periods in relation to taxable temporary differences;
- deferred tax assets, are the amounts of income taxes that may be recovered in future years in respect of deductible temporary differences, carry forward of unused tax losses, and carry forward of unused tax credits.
Deferred tax liabilities and assets are calculated by applying the relevant tax rate to the temporary differences identified, whether taxable or deductible, unused tax losses or unused tax credits.
At each reporting date, both unrecognized and recognized deferred tax assets are remeasured to confirm the likelihood of recovering such deferred tax assets.
Moreover, in the event of uncertainties over income tax treatments, the Company proceeds as follows: (i) if it considers it likely that the tax authorities will accept an uncertain tax treatment, it determines the (current and/or deferred) income taxes to be reported in the financial statements based on the tax treatment that it has applied or expects to apply when filing its returns; (ii) if it concludes it is not probable that the taxation authority will accept an uncertain tax treatment, it reflects the effect of uncertainty in determining the related (current and/or deferred) income taxes to be reported in the financial statements.
Share-based payments
The cost of transactions settled with equity instruments is determined based on the fair value at the grant date, as detailed in the notes to this financial report, to which reference is made, and is not subject to any subsequent adjustment. This cost is recognized either under personnel expenses or under services if the beneficiary of the incentive plan is a non-employee, over the period in which the conditions related to the achievement of objectives or the provision of service (the so-called vesting period) are met, with a corresponding entry in a specific Equity reserve. The cumulative costs recognized are based on the best estimate of the number of equity instruments that will actually vest. The cost recognized in the income statement for the period represents the change in the cumulative cost recorded at the beginning and end of the period. No cost is recognized for rights that do not vest if the performance or service conditions are not met.
Translation of transaction in other currencies
Transactions in currencies other than the functional currency are translated using the exchange rate applicable at the transaction date. Assets and liabilities denominated in currencies other than Euro are translated at the closing exchange rate. Foreign currency exchange gains and losses are recognized in the profit or loss line-item "Foreign currency gains (losses)".

3. Recently issued accounting standards
Accounting standards not yet applicable as not yet endorsed by the European Union (UE)
At the date of approval of the Financial Statements, the following standards and amendments had not yet been endorsed by the EU:
| Accounting standard/amendment | Endorsed by the EU | Effective date |
|---|---|---|
| IFRS 19 – Subsidiaries Without Public Accountability | NO | January 1, 2027 |
| IFRS 18 – Presentation and Disclosures in Financial Statements | NO | January 1, 2027 |
| Sale or contribution of assets between an investor and itsassociate or joint venture (Amendments to IFRS 10 and IAS 28) | NO | Deferred untilcompletion of the IASBequity method project |
With respect to IFRS 18, the Group has started a preliminary assessment aimed at evaluating the potential impacts arising from its adoption. As at the date of preparation of these financial statements, the effects that may result from the application of this new standard have not yet been determined. For the other standards, no impacts on the Company's Separate Financial Statements are expected from their future application.
Accounting standards, amendments and interpretations endorsed by the EU but not yet adopted by the Company
Accounting standards, amendments and interpretations endorsed by the EU but not yet adopted by the Company.
| Accounting standard/amendment | Endorsed by the EU | Effective date |
|---|---|---|
| Amendments to the classification and measurement of financialinstruments (IFRS 9 and IFRS 7) | YES | January 1, 2026 |
| Annual Cycle of Improvements to IFRS – Volume 11(Amendments to IFRS 1, IFRS 7, IFRS 9, IFRS 10, and IAS 7) | YES | January 1, 2026 |
No impacts are expected on the Company's Financial Statements deriving from the future application of these accounting standards or amendments.
The Company has not adopted in advance any new standard, interpretation or amendment issued but not yet in force.
New accounting standards, interpretations and amendments adopted by the Company
The only amendment applied from 1 January 2025 that did not have a significant impact on the Consolidated Financial Statements is the amendment relating to IAS 21 The Effects of Changes in Foreign Exchange Rates — Lack of Exchangeability.

4. Estimates and assumptions
The preparation of financial statements in conformity with relevant accounting standards and methods in certain cases requires management to make estimates and assumptions based on difficult and subjective judgments, in turn based on past experience and hypotheses considered reasonable and realistic, given the information known at the time.
Such estimates have an effect on the amounts reported in the financial statements, including the statement of financial position, the income statement, the statement of comprehensive income, the statement of changes in equity, the statement of cash flows and the related notes. Actual results may then differ, even significantly, from those reported in the financial statements due to changes in the factors considered in determining the estimates, given the uncertainties that characterize the assumptions and conditions on which estimates are based.
The accounting estimates that more than others involve a high degree of subjectivity and judgement on the part of management, and where a change in the conditions underlying the assumptions could have a significant effect on the Company's financial results, are detailed below:
- a) Useful life of property, plant and equipment and intangible assets: useful life is determined when the asset is first recognized in the financial statements. Considerations regarding an asset's useful life are based on historical experience, market conditions and expected future events that may affect them, such as technological changes. An asset's actual useful life may, therefore, differ from its estimated useful life.
- b) Use of valuation models for the measurement of investments in subsidiaries: investments in subsidiaries are assessed to establish whether there was a decrease in value, to be recorded with impairment, if there are indications that it will be difficult to recover their net accounting value. To establish the presence of said indications, Directors must make subjective assessment on the basis of information available within the Company and the market, as well as historical experience. Moreover, if it is determined that a potential impairment loss may be generated, the Company
- calculates this loss using appropriate measurement techniques. The proper identification of
- elements indicating the existence of a potential impairment loss, and the estimates for calculating
- the amount of such losses, depend on factors that may vary over time, affecting the assessments
- and estimates made by Directors. In particular, the key assumptions used by management are
- estimates of future increases in sales, operating cash flows, growth rate of operating cash flows
- beyond the explicit forecast period for the purpose of estimating the terminal value, and the weighted
- average cost of capital (discount rate).
- c) Inventories: final inventories of products that are obsolete or slow-moving are periodically tested for impairment and written down if their recoverable amount is lower than their carrying amount. The write-downs made are based on assumptions and estimates made by management based on their experience and historical results.
- d) Sales with right of return: the accounting of assets for sales with right of return and liabilities for sales with right of return is based on assumptions regarding the quantity of products expected to be returned and the estimated realizable value of these returned products.
- e) Provision for risks and charges: identification of the existence of a current (legal or constructive) obligation is in certain cases not a simple matter. Management reviews such matters on a caseby-case basis, together with estimates of the outflow of resources required to satisfy the obligation. When managers believe the likelihood of a liability occurring to be only possible, the relevant risks are disclosed in the note on risks and charges, but no provision is made.
5. Management of financial risks
In terms of business-related risks faced, the main risks identified, monitored and actively managed by the Company as described below, are the following:
- market risk, deriving from fluctuations in exchange rates between the Euro and other currencies in which the Company operates, and in particular USD;
- credit risk, relating to the risk of default on the part of a counterpart;
- liquidity risk, relating to a lack of financial resources to meet financial obligations.
The Company aims at maintaining a balanced approach in managing its financial exposure by matching assets and liabilities and achieving operational flexibility through the use of liquidity generated by current operating activities and bank loans.
The Company's ability to generate liquidity from operations together with its borrowing capacity enable it to satisfy its operational requirements to fund working capital, invest and meet its financial obligations.
The Company's financial policy and the management of related financial risks are centrally managed and monitored.
The following paragraphs provide qualitative and quantitative information relating to the Company's exposure to the aforementioned financial risks.
5.1. Market risk
Exchange rate risk
Exposure to the risk of fluctuations in exchange rates derives from the Company's commercial activities, which are also denominated in currencies other than the Euro. Revenues and costs denominated in foreign currency may be influenced by fluctuations in exchange rates, with impacts on commercial margins (business risk); similarly, trade and financial payables and receivables denominated in foreign currency may be affected by the translation rates used, with an impact on profit and loss (transaction risk).
Revenue is generally denominated in Euro and USD. The Company sometimes uses derivative financial instruments for the purpose of hedging foreign exchange risk on transactions in foreign currency. For the years ended December 31, 2025 and 2024, the Company recorded an exchange loss amounting to Euro 50,964 thousand and an exchange gain amounting to Euro 15,430 thousand, respectively.
Sensitivity analysis related to exchange rate risk
For the purposes of the sensitivity analysis on the exchange rate, statement of financial position items as of December 31, 2025 and 2024 (financial assets and liabilities) denominated in currencies other than the functional currency of the company were identified. In assessing the potential effects on net income deriving from changes in exchange rates, intercompany payables and receivables denominated in currencies other than the functional currency were also taken into account.
For the purpose of this analysis, two scenarios were considered, which are affected respectively by an appreciation and a depreciation of 5% of the exchange rate between the currency in which the statement of financial position item is denominated and the reporting currency.
The following table sets forth the results of the analysis conducted.
| (In thousands of Euro) | As of December 31, 2025 | As of December 31, 2024 | ||
|---|---|---|---|---|
| Currency | Positive currencyexchange rate of5% | Negative currencyexchange rate of5% | Positive currencyexchange rate of5% | Negative currencyexchange rate of5% |
| USD | (8,512) | 9,408 | (10,213) | 11,288 |
| KRW | (187) | 207 | (599) | 662 |
| TWD | (320) | 353 | (1,878) | 2,076 |
| JPY | 81 | (90) | 107 | (118) |
| CHF | 4 | (4) | 2 | (2) |
| GBP | - | - | 1 | (1) |
| Total | (8,934) | 9,874 | (12,580) | 13,905 |
Interest rate risk
The Company has available liquidity that marginally invests in market instruments based on market conditions and according to its own interest. In fact, the Company's liquidity is mainly deposited in primary credit institutions. Interest rates changes have an impact on the cost and yield of the various forms of funding and investment, thus affecting finance income and expenses. During the financial years under review the Company did not have floating-rate financial liabilities and, therefore, did not enter into derivative financial instruments designed to hedge the risk of fluctuations in interest rates.
Sensitivity analysis related to interest rate risk
With reference to interest rate risk, a sensitivity analysis was carried out to determine the effect on the income statement and the statement of changes in equity that would result from a hypothetical positive and negative change of 50 bps in interest rates compared with those recorded in each period.
The analysis was carried out having regard primarily to the following items:
- Cash and cash equivalents;
- Current and non-current financial liabilities.
In relation to cash and cash equivalents, the average amount and the average rate of return for the period were considered, whilst regarding current and non-current financial liabilities, the impact was calculated precisely.
The following table sets forth the results of the analysis.
| (In thousands of Euro) | Effect on profit and equity (net of tax) | |||
|---|---|---|---|---|
| - 50 bps | + 50 bps | |||
| Year ended December 31, 2025 | (2,024) | 2,024 | ||
| Year ended December 31, 2024 | (1,429) | 1,429 |
A positive sign indicates a higher profit and an increase in equity; a negative sign indicates a lower profit and a decrease in equity.
5.2. Credit risk
The Company is exposed to credit risk inherent in the possibility of default and/or impairment in the creditworthiness of customers by means of instruments to assess each individual counterparty, mitigated through a dedicated organizational structure, equipped with the appropriate tools to constantly monitor customers' behaviour and creditworthiness.
The Company is currently structured to perform a continuous monitoring process for receivables, with different collection levels, which vary based on specific knowledge of the customer and past due days, to optimize working capital and minimize the aforementioned risk.
The following table sets forth the breakdown of trade receivables as of December 31, 2025 and 2024, grouped by past due period, net of allowance for doubtful receivables.
| (In thousands of Euro) | Current | 1-90 dayspast due | 91-180dayspast due | Over 181days pastdue | Total |
|---|---|---|---|---|---|
| Trade receivables (gross) as of December 31, 2025 | 81,557 | 44,322 | 1,853 | 11,887 | 139,618 |
| Allowance for doubtful receivables | (790) | (790) | |||
| Trade receivables as of December 31, 2025 | 81,557 | 44,322 | 1,853 | 11,097 | 138,829 |
| Trade receivables (gross) as of December 31, 2024 | 134,826 | 10,580 | 1,954 | 11,701 | 159,061 |
| Allowance for doubtful receivables | - | - | (699) | (91) | (790) |
| Trade receivables as of December 31, 2024 | 134,826 | 10,580 | 1,255 | 11,610 | 158,271 |
Net trade receivables as of December 31, 2025 include Euro 57,272 thousand referring to past due positions (Euro 23,445 thousand as of December 31, 2024), of which Euro 12,950 thousand (Euro 12,865 thousand as of December 31, 2024) related to positions past due by more than 90 days.
5.3. Liquidity risk
Liquidity risk is represented by the possibility that the Company's financial resources may not be sufficient to ensure current operations and the fulfilment of obligations falling due, or that these resources may be available at a high cost.
In order to mitigate this risk, the Company: (i) periodically verifies forecast financial requirements on the basis of management needs, in order to act promptly to find any additional resources needed, (ii) implements all the actions for such finding, (iii) manages an adequate composition in terms of deadlines, tools and level of availability.
Cash and cash equivalents as of December 31, 2025 amounted to Euro 545,524 thousand (Euro 532,085 thousand as of December 31, 2024) and consisted of balances in current accounts and fixedterm deposit accounts releasable on request at leading banking institutions mainly in Italy.
The Company believes that the cash flows that will be generated by operating activities will be sufficient to meet its financial requirements in terms of capital expenditure, working capital management and the repayment of financial liabilities when due.
The following tables set forth a maturity analysis, based on contractual repayment obligations, outstanding as of December 31, 2025 and 2024.
| (In thousands of Euro) | As of December 31, 2025 | |||||
|---|---|---|---|---|---|---|
| Within 1 year | 1 to 2 years | 3 to 5 years | Over 5 years | Contractualamount | Carrying amount | |
| Financial liabilities | - | - | - | - | - | - |
| Lease liabilities | 658 | 824 | 2,302 | 2,968 | 6,752 | 6,091 |
| Trade payables | 56,672 | - | - | - | 56,672 | 56,672 |
| Other liabilities | 39,607 | 166 | - | - | 39,773 | 39,773 |

| (In thousands of Euro) | As of December 31, 2024 | |||||
|---|---|---|---|---|---|---|
| Within 1 year | 1 to 2 years | 3 to 5 years | Over 5 years | Contractualamount | Carrying amount | |
| Financial liabilities | 585 | - | - | - | 585 | 585 |
| Lease liabilities | 656 | 803 | 2,308 | 3,458 | 7,225 | 6,571 |
| Trade payables | 48,443 | - | - | - | 48,443 | 48,443 |
| Other liabilities | 32,484 | 18 | - | - | 32,502 | 32,502 |
The amounts shown in the above tables represent non-discounted nominal values, determined with reference to the remaining contractual due dates, for both principal and interest portion.
5.4. Capital management
The Company's capital management is aimed at guaranteeing solid credit ratings and adequate capital indicators to support its investment plans, while meeting contractual obligations with lenders.
5.5. Financial assets and liabilities by category and information on fair value
Financial assets and liabilities by category
The following table provides the breakdown, in accordance with IFRS 9, of financial assets by category as of December 31, 2025 and 2024.
| (In thousands of Euro) | As of December 31, | |
|---|---|---|
| 2025 | 2024 | |
| FINANCIAL ASSETS: | ||
| Financial assets measured at amortized cost: | ||
| Non-current financial assets | 6,788 | 45 |
| Other non-current assets | 761 | 1,395 |
| Trade receivables | 138,829 | 158,271 |
| Other receivables (*) | 595 | 344 |
| Current financial assets | 86,179 | 134,831 |
| Cash and cash equivalents | 545,524 | 532,085 |
| Financial assets measured at fair value through income statement: | ||
| Derivative financial assets (**) | 211 | - |
| TOTAL FINANCIAL ASSETS | 778,887 | 826,971 |
(*) Other receivables are included in the line-item Other current assets.
(**) Derivative financial instruments are included in the line-item Current financial assets.

| (In thousands of Euro) | As of December 31, | |
|---|---|---|
| 2025 | 2024 | |
| FINANCIAL LIABILITIES: | ||
| Financial liabilities measured at amortized cost: | ||
| Non-current lease liabilities | 5,433 | 5,916 |
| Current financial liabilities | - | 3 |
| Current lease liabilities | 658 | 654 |
| Trade payables | 56,672 | 48,443 |
| Other current liabilities (*) | 31,852 | 25,571 |
| Financial assets measured at fair value through income statement: | ||
| Derivative financial liabilities (**) | - | 582 |
| TOTAL FINANCIAL LIABILITIES | 94,615 | 81,169 |
(*) Other current liabilities include payables to employees, social security institutions, directors and other payables recorded under other current liabilities.
(**) Derivative financial liabilities are included in the line item "Current financial liabilities".
In view of the nature of current financial assets and liabilities, for most of them the carrying amounts are deemed to be reasonable approximations of their fair value.
Non-current financial assets and liabilities are settled or measured at market rates, consequently, their fair values are deemed to be substantially in line with their carrying amounts.
Information on fair value
For assets and liabilities recognized at fair value in the statement of financial position, IFRS 13 requires that such values be classified according to a hierarchy of levels that reflects the significance of the inputs used in the calculation of fair value. The fair value hierarchy classifies the inputs to valuation techniques used to measure fair value as follows:
- Level 1: fair value is calculated with reference to (unadjusted) prices quoted in active markets for identical financial instruments. Accordingly, the emphasis within Level 1 is on determining both of the following: (a) the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability; and (b) whether the entity can enter into a transaction for the asset or liability at the price in that market at the measurement date.
- Level 2: fair value is calculated using valuation techniques based on observable inputs in active markets. Level 2 inputs include the following: (a) quoted prices for similar assets or liabilities in active markets; (b) quoted prices for identical or similar assets or liabilities in markets that are not active; (c) inputs other than quoted prices that are observable for the asset or liability, for example: interest rates and yield curves observable commonly quoted intervals, implied volatilities and credit spreads and market-corroborated inputs.
- Level 3: fair value is calculated using valuation techniques based on unobservable market inputs.
The following tables provide the breakdown of financial assets and liabilities at fair value, split by fair value hierarchy level, as of December 31, 2025. There were financial liabilities recognized at fair value as of December 31, 2024 for an amount of Euro 211 thousand.

| As of December 31, 2025 | ||||
|---|---|---|---|---|
| (In thousands of Euro) | Level 1 | Level 2 | Level 3 | |
| Non-current financial assets | - | - | - | |
| Derivative financial assets (*) | - | 211 | - | |
| Total assets at fair value | - | 211 | - | |
| Derivative financial assets (**) | - | - | - | |
| Total liabilities at fair value | - | - | - |
(*) Derivative financial assets are included in the line-item Current financial assets.
(**) Derivative financial liabilities are included in the line-item, Current financial liabilities.
| As of December 31, 2024 | ||||
|---|---|---|---|---|
| (In thousands of Euro) | Level 1 | Level 2 | Level 3 | |
| Non-current financial assets | - | - | - | |
| Derivative financial assets (*) | - | - | - | |
| Total assets at fair value | - | - | - | |
| Derivative financial assets (**) | - | (582) | - | |
| Total liabilities at fair value | - | (582) | - |
(*) Derivative financial assets are included in the line-item Current financial assets.
(**) Derivative financial liabilities are included in the line-item, Current financial liabilities.
There were no transfers between fair value hierarchy levels during the periods under review.
6. Notes to the statement of financial position
6.1. Property, plant and equipment
The following table provides the breakdown and movements of property, plant and equipment for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | Land andbuildings | Plant andmachinery | Industrialandcommercialequipment | Right of use | Leaseholdimprovement Other assets | Property,plant andequipment inprogress andadvances | Total | |
|---|---|---|---|---|---|---|---|---|
| Historical cost as ofDecember 31, 2024 | 35,838 | 218,347 | 18,004 | 8,517 | 4,915 | 11,061 | 32,362 | 329,043 |
| Additions | 1,020 | 14,090 | 2,620 | 186 | 17 | 697 | 35,902 | 54,533 |
| Disposals | - | (2,346) | (3) | - | - | (297) | - | (2,646) |
| Business combination | - | - | - | - | - | - | - | - |
| Reclassifications | 5,353 | 7,822 | 1,059 | - | 49 | 21 | (16,510) | (2,205) |
| Historical cost as ofDecember 31, 2025 | 42,211 | 237,914 | 21,680 | 8,703 | 4,981 | 11,482 | 51,753 | 378,725 |
| Accumulateddepreciation as ofDecember 31, 2024 | (7,008) | (124,237) | (10,269) | (1,627) | (1,176) | (6,466) | - | (150,783) |
| Depreciation | (1,060) | (26,924) | (3,822) | (769) | (898) | (1,362) | - | (34,836) |
| Disposals | - | 1,853 | 3 | - | - | 272 | - | 2,128 |
| Reclassifications | - | 175 | (175) | - | - | - | - | 0 |
| Accumulateddepreciation as ofDecember 31, 2025 | (8,068) | (149,133) | (14,264) | (2,396) | (2,074) | (7,556) | - | (183,491) |
| Net book value as ofDecember 31, 2024 | 28,830 | 94,110 | 7,735 | 6,890 | 3,738 | 4,595 | 32,362 | 178,260 |
| Net book value as ofDecember 31, 2025 | 34,143 | 88,781 | 7,416 | 6,306 | 2,907 | 3,927 | 51,753 | 195,234 |
Property, plant and equipment mainly includes land and buildings and plant and machinery used in the production process. Property, plant and equipment in progress and advances as of December 31, 2025 and 2024 mainly include buildings, plant and machinery that will be used in the production process.
Investments in property, plant and equipment for the year ended December 31, 2025 amounted to Euro 54,533 thousand (Euro 34,690 thousand for the year ended December 31, 2024), are mainly attributable to plant and machineries and new buildings not yet entered in operations aimed to increase the production capacity.
Reclassifications mainly refers to: (i) the reclassification from "property, plant and equipment in progress and advances" to "plant and machinery" for an amount of Euro 7,822 thousand;(ii) the reclassification from "property, plant and equipment progress and advances" to "land and buildings" for an amount of Euro 5,353 thousand (iii) the reclassification of some machinery under production, initially destined for internal use, to the inventory, following the Company's decision to make such machinery available for sale to customers.
As of December 31, 2025 and 2024, there were no indicators of possible impairment with respect to property, plant and equipment.
As of December 31, 2025 and 2024, there were no property, plant and equipment encumbered by any type of guarantee provided in favour of third parties.
Right of use assets and lease liabilities
The following table sets forth the main financial information for the lease contracts of the Company, that mainly operates as lessee.
| As of December 31, | |||
|---|---|---|---|
| (In thousands of Euro) | 2025 | 2024 | |
| Net book value of right of use assets | 6,306 | 6,890 | |
| Current lease liabilities | 658 | 654 | |
| Non-current lease liabilities | 5,433 | 5,916 | |
| Total lease liabilities | 6,091 | 6,570 |
The following table sets forth the main income statement information for the lease contracts of the Company, that mainly operates as lessee.
| (In thousands of Euro) | Year ended December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Total depreciation of right of use assets | 769 | 779 |
| Lease interest expenses | 183 | 180 |
| Total other expenses | 73 | 87 |
| Total lease expenses | 666 | 648 |
Right of use assets related to buildings mainly relate to the lease of buildings.
As of December 31, 2025 and 2024, the Company has not identified any indicators of impairment with respect to right of use assets.
The following table sets forth the undiscounted contractual flows of the Company's lease liabilities as of December 31, 2025 and 2024.
| (In thousands of Euro) | Within 1year | 1 to 2years | 3 to 5years | After 5years | Contractualamount | Carryingamount |
|---|---|---|---|---|---|---|
| As of December 31, 2025 | 658 | 824 | 2,302 | 2,968 | 6,752 | 6,091 |
| As of December 31, 2024 | 656 | 803 | 2,308 | 3,458 | 7,225 | 6,571 |
Lease payments due are discounted using the incremental borrowing rate, which is the rate of interest that the Company would have to pay to borrow a similar sum over a similar term as the lease contract.
6.2. Intangible assets
The following table provides the breakdown and movements of intangible assets for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | Goodwill | Software andPatents | Intangibleassets inprogress andadvances | Total |
|---|---|---|---|---|
| Historical cost as of December 31, 2024 | 21,686 | 6,679 | 592 | 28,958 |
| Additions | - | 416 | 1,512 | 1,927 |
| Business combination | - | - | - | - |
| Reclassifications | - | 313 | (199) | 114 |
| Historical cost as of December 31, 2025 | 21,686 | 7,408 | 1,905 | 30,999 |
| Accumulated amortization as of December 31, 2024 | - | (4,476) | - | (4,476) |
| Amortization | - | (1,936) | - | (1,936) |
| Accumulated amortization as of December 31, 2025 | - | (6,412) | - | (6,412) |
| Net book value as of December 31, 2024 | 21,686 | 2,203 | 592 | 24,482 |
| Net book value as of December 31, 2025 | 21,686 | 996 | 1,905 | 24,587 |
As of December 31, 2025 and 2024, the Company has not identified any indicators of impairment with respect to intangible assets.
Investments in intangible assets for the year ended December 31, 2025 and 2024, amounted to Euro 1,927 thousand and Euro 22,501 thousand respectively, mainly due to the purchase of software used in the production process.
Goodwill for the year ended December 31, 2025, for a total amount of Euro 21,686 thousand, refers to the acquisition of DIS branch and the subsequent merger by incorporation of DIS Tech Italia Srl, which occurred in the previous financial period.
The goodwill value, in line with the requirements of IFRS, has been subject to impairment tests as of December 31, 2025. It should be noted that, for the purposes of the goodwill impairment test, only one group of Cash Generating Units ("CGU") has been identified, consisting of all the operating activities of Technoprobe SpA as well as the controlling interests. The assets of the parent company and that of the subsidiaries are highly interrelated and the recoverability of the goodwill recorded in the parent company's financial statements is assessed with reference to all the flows generated by the Group, including through its subsidiaries. The value configuration used to identify the recoverable amount of the parent company's assets (including equity investments) is the fair value net of disposal costs determined using the Parent Company's market capitalisation as of 31 December 31, 2025, the date of the impairment test, adjusted for the fair value of the balance sheet items not included in the carrying amount of the CGU, mainly the net financial position. The impairment test as of December 31, 2025 did not show any impairment, as the fair value of the parent company's assets, including equity investments and goodwill, is significantly higher than the relevant book value.
6.3. Investments in subsidiaries
The table provides the detail of investments in subsidiaries as of December 31, 2025 and 2024.
| (In thousands of Euro) | Year ended December 31,20252024 | |
|---|---|---|
| Technoprobe US Holding LLC | 45,699 | 45,699 |
| Yee Wei Inc. | 82,528 | 16,976 |
| Technoprobe Asia Pte Ltd. | 13,323 | 10,200 |
| Technoprobe France S.a.s. | 7,500 | 7,500 |
| Technoprobe (Suzhou) Co. Ltd. | 3,183 | 3,183 |
| Technoprobe Korea Co Ltd. | 2,785 | 2,785 |
| Technoprobe Taiwan Co. Ltd. | 1,361 | 1,361 |
| Technoprobe America Inc. | 33,831 | 33,831 |
| Technoprobe Germany Gmbh | 300 | 300 |
| Technoprobe Japan KK | 266 | 266 |
| DIS Tech Singapore, Pte, Ltd | - | 3,123 |
| DIS Tech Japan, G.K. | 4,377 | 4,377 |
| DIS Tech Philippines, LLC | 697 | 697 |
| DIS Tech Taiwan, LLC | 47,116 | 47,116 |
| Device Interface Solutions Technology (Shanghai), Co. Ltd | 553 | 553 |
| Total | 243,519 | 177,966 |
The increase in the item under review as of December 31, 2025 compared to December 31, 2024 is mainly attributable to all the transactions carried out with Yee Wei Inc., as a result of the acquisition of the related minority interests, the waiver of part of the financial receivable in connection with its simultaneous conversion into equity, and the subsequent capital increase granted In addition, following the merger by incorporation of DIS Tech Singapore Pte, Ltd into Technoprobe Asia Pte Ltd., the value of the Investments in subsidiaries as of December 31, 2025 is increased by the respective value of the merged company.
The following table provides the main details of the subsidiaries as of December 31, 2025.
| Country | FunctionalCurrency | Share capital | Share capitalCurrency | Percentage | |
|---|---|---|---|---|---|
| Technoprobe France S.a.s. | France | EUR | 500,000 | EUR | 100% |
| Technoprobe (Suzhou) Co. Ltd. | China | CNY | 24,515,750 | CNY | 100% |
| Technoprobe Asia Pte Ltd. | Singapore | USD | 60 | USD | 85% |
| Technoprobe Korea Co Ltd. | South Korea | KRW | 2,000,010,000 | KRW | 100% |
| Technoprobe Japan KK | Japan | JPY | 22,500,000 | JPY | 100% |
| Technoprobe America Inc. | USA | USD | 1,250,000 | USD | 100% |
| Technoprobe Taiwan Co. Ltd. | Taiwan | TWD | 46,500,000 | TWD | 100% |
| Technoprobe Germany Gmbh | Germany | EUR | 300,000 | EUR | 100% |
| Yee Wei Inc. | Taiwan | TWD | 231,648,574 | TWD | 100% |
| Technoprobe US Holding LLC | USA | USD | 25,000,000 | USD | 100% |
| DIS Tech Singapore, LLC | Singapore | USD | 3.386.625 | USD | 100%* |
| DIS Tech Japan, G.K. | Japan | USD | 1 | JPY | 100% |
| DIS Tech Philippines, LLC | USA | USD | 10,000 | USD | 100% |
| DIS Tech Taiwan, LLC | USA | USD | 5,000,000 | TWD | 100% |
| Device Interface SolutionsTechnology (Shanghai) Co., Ltd | China | USD | 7,000,000 | CNY | 100% |
* Merged by incorporation into Technoprobe Asia Pte Ltd starting from December 31, 2025
With respect to the investments in subsidiareis listed above, the Company has not identified any indicators of impairment as of December 31, 2025.
6.4. Deferred tax assets and deferred tax liabilities
The following tables provide breakdown and movements of deferred tax assets for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | As of December31, 2024 | Provisions/releasesto incomestatement | Equity effect | As of December31, 2025 |
|---|---|---|---|---|
| Revaluation of property, plant andequipment | 3,537 | (587) | - | 2,950 |
| Inventory write-downs | 8,469 | 823 | - | 9,292 |
| Additional statutory depreciation | 908 | 137 | - | 1,045 |
| Estimated negative exchange ratedifferences | 1 | (1) | - | - |
| Unpaid directors' compensation | 122 | 123 | - | 245 |
| Stock grant tax benefit | - | 346 | 1,747 | 2,093 |
| Impairment of derivative instruments | 140 | (140) | - | - |
| Other deductible temporarydifferences | 121 | - | - | 121 |
| Total deferred tax assets | 13,298 | 701 | 1,747 | 15,746 |
| (In thousands of Euro) | As of December 31,2023 | Provisions/releasesto income statement | As of December 31,2024 |
|---|---|---|---|
| Revaluation of property, plant and equipment | 4,281 | (537) | 3,744 |
| Inventory write-downs | 7,524 | 945 | 8,469 |
| Additional statutory depreciation | 702 | - | 702 |
| Estimated negative exchange rate differences | 643 | (642) | 1 |
| Unpaid directors' compensation | 180 | - | 180 |
| Impairment of derivative instruments | - | 140 | 140 |
| Other deductible temporary differences | 120 | (57) | 63 |
| Total deferred tax assets | 13,450 | (152) | 13,298 |
Deferred tax assets are recognized to the extent to which it is probable that future taxable profit will be available against which they can be utilized.
The following tables provide breakdown and movements of deferred tax liabilities for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | As of December 31,2024 | Provisions/releases toincome statement | As of December 31,2025 |
|---|---|---|---|
| Reduction in statutory depreciation | - | - | - |
| Estimated positive exchange rate differences | - | - | - |
| Revaluation of derivative instruments | - | 50 | 50 |
| Other taxable temporary differences | 150 | - | 150 |
| Total deferred tax liabilities | 150 | 50 | 200 |

| (In thousands of Euro) | As of December 31,2023 | Provisions/releasesto income statement | As of December 31,2024 |
|---|---|---|---|
| Reduction in statutory depreciation | 575 | (575) | - |
| Estimated positive exchange rate differences | 127 | (127) | - |
| Other taxable temporary differences | 150 | - | 150 |
| Total deferred tax liabilities | 852 | (702) | 150 |
6.5. Non-current financial assets
Non-current financial assets, amounting to Euro 6,788 thousand and Euro 45 thousand as of December 31, 2025 and 2024, respectively, mainly refers to security deposits and the acquisition of a minority share in Innostar Service Inc equal to 9.27%. For further details, reference is made to Section 4, 'Significant Management events", included in the Management Report.
6.6. Other non-current assets
Other non-current assets, amounting to Euro 761 thousand and Euro 1,395 thousand as of December 31, 2025 and 2024, respectively, mainly refers to tax receivables.
6.7. Inventories
The following table provides the breakdown of inventories as of December 31, 2025 and 2024.
| As of December 31, | |||
|---|---|---|---|
| (In thousands of Euro) | 2025 | 2024 | |
| Raw materials, supplies and consumables | 62,544 | 62,778 | |
| Work in progress | 62,549 | 69,181 | |
| Finished products and goods | 2,198 | 3,729 | |
| Inventories (gross) | 127,291 | 135,688 | |
| Provisions for inventory write-downs | (33,305) | (30,357) | |
| Inventories | 93,986 | 105,331 |
Net provisions for inventory write-downs amounted to Euro 2,948 thousand and Euro 3,390 thousand for the years ended December 31, 2025 and 2024, respectively.
The decrease in inventories in the year ended December 31, 2025 is mainly due to a decreasein workin-progress and semi-finished products, as well as an increase in the inventory provision due to the increase in their technological obsolescence.
6.8. Trade receivables
The following table provides the breakdown of trade receivables as of December 31, 2025 and 2024.
| (In thousands of Euro) | As of December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Trade receivables due from subsidiaries (gross) | 114,447 | 134,650 |
| Trade receivables due from third party (gross) | 25,171 | 24,411 |
| Allowance for doubtful receivables | (790) | (790) |
| Trade receivables | 138,829 | 158,271 |
The following table provides the breakdown and movement of allowance for doubtful receivables as of December 31, 2025 and 2024.
| (In thousands of Euro) | Allowance for doubtful receivables |
|---|---|
| As of December 31, 2024 | 790 |
| Net provision | - |
| Utilization | - |
| As of December 31, 2025 | 790 |
There are no trade receivables due beyond 5 years as of December 31, 2025.
6.9. Current financial assets
The following table provides the breakdown of current financial assets as of December 31, 2025 and 2024:
| As of December 31, | |||
|---|---|---|---|
| (In thousands of Euro) | 2025 | 2024 | |
| Security deposits | - | 338 | |
| Loans from subsidiaries | 84,066 | 126,593 | |
| Derivative financial instruments | 211 | - | |
| Receivables from banks for interest | 1,897 | 6,626 | |
| Other receivables | 4 | - | |
| Other receivables from related parties | - | 1,274 | |
| Current financial assets | 86,179 | 134,831 |
Loans to subsidiaries mainly refer to loans mainly includes the loans granted to the subsidiaries for a total amount of Euro 84,066 thousand and Euro 126,593 thousand as of December 31, 2025 and 2024, respectively. "The decrease is attributable to Technoprobe SpA waiver of the receivable relating to part of the funds disbursed to Yee Wei Inc., in connection with its simultaneous conversion into equity, as well as to the repayment made in the second half of 2025 by certain companies of the DIS Tech Group."
Derivative financial assets refer to contracts entered into to mitigate exchange rate risk on currency transactions. The derivative contracts have not been designated as hedging financial instruments based on the criteria set by IFRS. Consequently, changes in the fair value of derivatives are recognized in the income statement under the item Gains (losses) on exchange differences.
6.10. Current tax receivables and current tax payables
Current tax receivables amounted to Euro 6,592 thousand as of December 31, 2025 and Euro 14,887 thousand as of December 31, 2024.
Current tax payables amounted to a null value, Euro 1,444 thousand and a null value as of December 31, 2025 and 2024 respectively.
6.11. Other current assets
The following table provides the breakdown of other current assets as of December 31, 2025 and 2024.
| As of December 31, | ||
|---|---|---|
| (In thousands of Euro) | 2025 | 2024 |
| Tax receivables | 12,673 | 13,990 |
| Prepaid expenses | 2,214 | 2,622 |
| Prepayments and advance | - | 1,148 |
| Other receivables | 301 | 344 |
| Other receivables towards related parties | 294 | - |
| Other current assets | 15,482 | 18,104 |
Tax receivables are mostly VAT receivables and tax credits not related to current income taxes.
As of December 31, 2025, prepaid expenses include, among others, the prepayment of a multi-year insurance policy signed at the time of the EGM Listing.
6.12. Cash and cash equivalents
The following table provides the breakdown of cash and cash equivalents as of December 31, 2025 and 2024.
| As of December 31, | ||
|---|---|---|
| (In thousands of Euro) | 2025 | 2024 |
| Bank and postal deposits | 545,523 | 532,084 |
| Cash and cash on hand | 1 | 1 |
| Cash and cash equivalents | 545,524 | 532,085 |
As of December 31, 2025 and 2024, bank and postal deposits are not subject to restrictions or limitations, except for the use of term deposit accounts that can be released upon request in order to optimize the return on the liquidity in stock. Refer to the statement of cash flows for details on changes in cash and cash equivalents for the years ended December 31, 2025 and 2024.
6.13. Total equity
The following table provides the breakdown of total equity as of December 31, 2025 and 2024.
| As of December 31, | |||
|---|---|---|---|
| (In thousands of Euro) | 2025 | 2024 | |
| Share capital | 6,533 | 6,533 | |
| Legal reserve | 1,307 | 1,202 | |
| Share premium reserve | 523,338 | 523,338 | |
| Treasury shares reserve | (100,802) | (46,416) | |
| Demerger surplus reserve | 31,289 | 31,289 | |
| Revaluation reserves | 1,305 | 1,305 | |
| Reserve for unrealized exchange gains | 15,387 | 531 | |
| Other reserves (including IFRS F.T.A.) | 3,288 | 37 | |
| Retained earnings | 717,428 | 616,601 | |
| Net profit | 49,494 | 115,787 | |
| Total equity | 1,248,567 | 1,250,207 |

Share capital
The share capital of the Company, fully subscribed and paid-up, amounted to Euro 6,533 thousand as of December 31, 2025 (Euro 6,533 thousand as of December 31, 2024), consisted of 210,448,232 ordinary shares and 442,812,638 ordinary shares with increased voting rights. The shares are registered, with no par value and are issued in dematerialized form.
Legal reserve
The legal reserve, amounted to Euro 1,307 thousand as of December 31, 2025 and Euro 1,202 thousand as of December, 2024.
Share premium reserve
The share premium reserve, amounting to Euro 523,338 thousand as of December 31, 2025 (Euro 523,338 thousand as of December 31, 2024), was generated in part in the year ended December 31, 2022 as a result of the capital increase subscribed in February 2022 during the Company's share listing on the Euronext Growth Milan market ("EGM Listing") and in part during the year ended in December 31, 2024 following the capital increase subscribed by Teradyne International Holding B.V.
Treasury shares reserve
The "Treasury shares reserve" includes the equivalent value of the n. 12,941,522 treasury shares purchased by the Company in the financial year ended December 31, 2025.
The movements that affected shareholders' equity for the year ended December 31, 2025 are related to:
- to the reduction in treasury shares used for the acquisition of the non‑controlling interests in Yee Wei Inc. ;
- the purchase of n. 7,199,071 treasury shares amounting to Euro 60,000 thousand;
- the recognition of the stock grant plan for Euro 1,686 thousand and its relative fiscal effect for an amount of Euro 1,747 thousand; and
- the recognition of the total comprehensive income for the year of Euro 49,494 thousand.
The movements that affected shareholders' equity for the year ended December 31, 2024 are related to:
- a total of Euro 384,744 thousand, of which 523 thousand are recognised as share capital and the remainder as share premium reserve;
- the purchase of 5,032,608 treasury shares for an amount of Euro 34,669 thousand;
- the recognition of the reserve for stock grant plans for an amount of Euro 250 thousand; and
- recognition of the total comprehensive income for the year of Euro 115,787 thousand.
As of December 31, 2025, the Company's share capital and reserves were as follows according to origin, possibility of utilisation and distribution as follows:
| (In thousands of Euro) | Amount | Possibility of use (*) | Available amount |
|---|---|---|---|
| Share capital | 6,533 | - | |
| Legal reserve | 1,307 | B | 1,307 |
| Share premium reserve | 523,338 | A, B, C | 523,338 |
| Treasury shares reserve | (100,802) | - | |
| Demerger surplus reserve | 31,289 | B | 3,544 |
| Of which distributable | 1,265,091 | ||
|---|---|---|---|
| Total | 1,119,072 | 1,265,091 | |
| Retained earnings | 717,428 | A, B, C | 717,428 |
| Other reserves (including IFRS F.T.A.) | 3,288 | A, B, C | 3,288 |
| Reserve for unrealized exchange gains | 15,387 | A, B, C | 14,881 |
| Revaluation reserves | 1,305 | A, B | 1,305 |
(*) Legend:
A - for capital increase
B - for loss coverage
C - for distribution to shareholders
6.14. Employee benefits obligations
The following table provides the breakdown of employee benefits obligations as of December 31, 2025 and 2024.
| (In thousands of Euro) | Employee severanceindemnity | End of mandateindemnity | Total employee benefitsobligations |
|---|---|---|---|
| As of December 31, 2023 | 425 | - | 425 |
| Provisions | 4,725 | - | 4,725 |
| Benefits paid to the funds | (4,743) | - | (4,743) |
| As of December 31, 2024 | 407 | - | 407 |
This item includes Company directors' end of mandate indemnity and employee severance indemnity. It should be noted that in the year ended December 31, 2025, the provision for termination indemnity was fully settled and no further accruals were recognized. The following table reports the breakdown of the average number of employees for the years ended December 31, 2025 and 2024.
| Year ended December 31, | |||
|---|---|---|---|
| 2025 | 2024 | ||
| Executive | 20 | 20 | |
| White collar | 770 | 732 | |
| Blue collar | 894 | 891 | |
| Total | 1,684 | 1,643 |
6.15. Provision for risks and charges
The Company recorded a provision for risks and charges of Euro 20,073 thousand as of December 31, 2025 and 2024, following the accrual made in relation to risk mainly of a fiscal nature. In fact, in its business operations, the Company puts in place several transactions with foreign third parties. The complexity of such transactions implies the risk that the relevant taxation authorities might provide for a treatment for these transactions different from that adopted by the Company.
6.16. Trade payables
The following table provides the breakdown of trade payables as of December 31, 2025 and 2024.
| As of December 31, | |||
|---|---|---|---|
| (In thousands of Euro) | 2025 | 2024 | |
| Trade payables | 33,065 | 34,285 | |
| Trade payables to subsidiaries | 23,607 | 14,158 | |
| Trade receivables | 56,672 | 48,443 |
Trade payables are mainly attributable to transactions for the purchase of raw materials, components and services.
6.17. Current financial liabilities
The following table provides the breakdown of current financial liabilities as of December 31, 2025 and 2024.
| (In thousands of Euro) | As of December 31, | ||
|---|---|---|---|
| 2025 | 2024 | ||
| Bank liabilities | - | 3 | |
| Derivative financial instruments | - | 582 | |
| Total current financial liabilities | - | 585 |
Bank liabilities
Bank liabilities amount to a null value and to Euro 3 thousand as of December 31, 2025 and 2024 respectively, mainly refer to the debt opened for commissions and bank charges.
Derivative financial liabilities
Derivative financial liabilities, amount to a null value as of December 31, 2025 and to Euro 582 thousand as of December 31, 2024, refer to contracts signed to mitigate the exchange rate risk on currency transactions.
Derivative contracts have not been designated as hedging financial instruments in accordance with IFRS. Consequently, changes in the fair value of derivatives are recognised in the income statement under foreign exchange gains (losses).
The table below shows the composition of the Company's net financial position as of December 31, 2025 and 2024 determined in accordance with the provisions of CONSOB communication DEM/6064293 of July 28, 2006 as amended by CONSOB Attention Notice no. 5/21 of April 29, 2021 and in accordance with the ESMA Recommendations 32-382-1138 of March 4, 2021.
| (In thousands of Euro) | As of December 31, | |
|---|---|---|
| 2025 | 2024 | |
| A, Cash | 545,524 | 532,085 |
| B, Cash equivalents | - | - |
| C, Other current financial assets | 85,968 | 134,831 |
| D, Liquidity (A+B+C) | 631,492 | 666,916 |
| E, Current financial debt | - | (3) |
| F, Current portion of non-current financial debt | (658) | (654) |
| G, Current financial indebtedness (E+F) | (658) | (657) |
| - of which guaranteed | - | - |
| - of which not guaranteed | (658) | (657) |
| H, Net current financial indebtedness (G-D) | 630,834 | 666,259 |
| I, Non-current financial debt | (5,433) | (5,916) |
| J, Debt instruments | - | - |
| K, Non-current trade and other payables | - | - |
| L, Non-current financial indebtedness (I+J+K) | (5,433) | (5,916) |
| - of which guaranteed | - | - |
| - of which not guaranteed | (5,433) | (5,916) |
| M, Net financial position (surplus) (*) (H-L) | 625,401 | 660,343 |

(*) As of December 31, 2025, Euro 6,091 thousand referred to the financial liability related to IFRS 16 (Euro 6,570 thousand as of December 31, 2024), of which Euro 658 thousand was current (Euro 654 thousand as of December 31, 2024) and Euro 5,433 thousand non-current (Euro 5,916 thousand as of December 31, 2024).
6.18. Other current liabilities
The following table provides the breakdown of other current liabilities as of December 31, 2025 and 2024.
| As of December 31, | ||
|---|---|---|
| (In thousands of Euro) | 2025 | 2024 |
| Payables due to employees | 20,183 | 16,075 |
| Payables due to social security institutions | 10,553 | 8,881 |
| Tax payables | 2,105 | 2,564 |
| Payables to directors | 1,116 | 601 |
| Deferred income | 5,650 | 4,349 |
| Other | - | 14 |
| Other current liabilities | 39,607 | 32,484 |
Payables due to employees primarily refer to payroll, production bonuses, MBOs and deferred expenses, such as vacation, leave and additional monthly payments.
Payables due to social security institutions primarily refer to liabilities to pension and social security institutions for the payment of contributions.
Tax payables primarily include amounts due to non-income taxes, primarily consisting of withholding taxes on employees, and other indirect taxes.
7. Notes to the income statement
7.1. Revenue
The following table provides the breakdown of Revenue for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | Year ended December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Revenue from sales | 423,252 | 392,904 |
| Other revenues | - | - |
| Revenue | 423,252 | 392,904 |
The following table provides the breakdown of Revenue by geographical area for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | Year ended December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Asia | 269,030 | 253,516 |
| America | 121,107 | 112,773 |
| Europe (excluding Italy) | 21,604 | 15,260 |
| Italy | 11,511 | 11,356 |
| Revenue | 423,252 | 392,904 |
Almost all the contracts with customers entered into by the Company do not include variable consideration.
The Company considers that there is no contract containing a significant financial component, i.e. for which the period between the transfer to the customer of the promised good and the related payment exceeds twelve months. Therefore, the Company has not made any adjustment to the consideration received to take into account the time value of money.
7.2. Cost of revenue
The following table provides the breakdown of cost of revenue for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | Year ended December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Raw materials, supplies, consumables and goods | 109,920 | 114,188 |
| Personnel expenses | 69,121 | 59,795 |
| Depreciation, amortization and impairment | 29,596 | 28,810 |
| Outsourced services and industrial services | 12,214 | 8,852 |
| Maintenance and repairs | 4,289 | 3,454 |
| Utilities | 4,249 | 3,557 |
| Lease and rental costs | 1,028 | 680 |
| Other minor costs | 2,279 | 1,072 |
| Cost of revenue | 232,696 | 220,408 |
7.3. Research and development
The following table provides the breakdown of research and development for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | Year ended December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Personnel expenses | 27,464 | 29,253 |
| Consultancy and professional services | 8,876 | 10,842 |
| Depreciation, amortization and impairment | 5,905 | 6,530 |
| Raw materials, supplies, consumables and goods | 1,167 | 2,791 |
| Software licences | 2,367 | 2,269 |
| Maintenance and repairs | 161 | 89 |
| Utilities | 186 | 222 |
| Other minor costs | 591 | 149 |
| Research and development cost | 46,717 | 52,145 |
The Company's research and development activities are aimed at both introducing new products and implementing new production processes.
7.4. Selling, general and administrative
The following table provides the breakdown of selling, general and administrative for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | Year ended December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Personnel expenses | 16,154 | 13,826 |
| Sales commissions and fees | 16,186 | 17,683 |
| Consultancy and professional services | 5,705 | 8,557 |
| Office costs | 153 | 143 |
| Depreciation, amortization and impairment | 1,270 | 1,737 |
| Transportation costs | 152 | 120 |
| Lease and rental costs | 914 | 624 |
| Maintenance and repairs | 1,444 | 1,035 |
| Travel costs | 633 | 1,299 |
| Utilities | 365 | 529 |
| Directors' compensation | 2,980 | 2,388 |
| Other minor costs | 2,304 | 3,472 |
| Selling, general and administrative | 48,260 | 51,413 |
7.5. Other income (expenses)
Other income (expenses), net amounting to net income of Euro 2,202 thousand and to Euro 2,655 thousand for the years ended December 31, 2025 and 2024, respectively.
Other income, net recorded in the year ended December 31, 2025 and 2024 were mainly attributable to other revenues deriving from the tax credit for research and development.
7.6. Finance income
The following table provides the breakdown of finance income for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | Year ended December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Dividend income from subsidiaries | - | 34,971 |
| Dividend income from other companies | 145 | - |
| Interest income | 22,646 | 21,701 |
| Other finance income | 112 | 81 |
| Finance income | 22,903 | 56,753 |
The finance income is mainly attributable to the dividends received from subsidiaries, other investment in financial activities and interest income, accrued from cash and cash equivalents in bank current accounts and term deposit accounts which can be released upon request, as well as the interests related the loans granted to the subsidiaries.
7.7. Finance expenses
The following table provides the breakdown of finance expenses for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | Year ended December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Interests on lease and other minor liabilities | 183 | 180 |
| Finance expenses | 183 | 180 |
The finance expenses are mainly attributable to interest expenses on lease liabilities.
7.8. Foreign exchange gains (losses)
The following table provides the breakdown of foreign exchange gains (losses) for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | Year ended December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Foreign exchange gains | 4,973 | 21,383 |
| Foreign exchange losses | (56,148) | (5,371) |
| Derivative financial instruments impairment | 211 | (582) |
| Foreign exchange gains (losses) | (50,964) | 15,430 |
Exchange gains (losses) amounted to losses of Euro 50,964 thousand (of which Euro 30,072 thousand unrealized) and to profits of Euro 15,430 thousand (of which Euro 15,387 thousand unrealized, partially offset by a realized loss of Euro 4,886 thousand) for the financial year ended December 31, 2025 and 2024, respectively. This value includes the change in the fair value of foreign exchange derivatives recognized during the year. The item includes the gains and losses on foreign exchange including exchange rate derivatives.
7.9. Income tax expenses
The following table provides the breakdown of income tax expenses for the years ended December 31, 2025 and 2024.
| Year ended December 31, | ||
|---|---|---|
| (In thousands of Euro) | 2025 | 2024 |
| Current taxes | (20,669) | (27,939) |
| Prior periods taxes | (11) | (421) |
| Deferred taxes | 651 | 550 |
| Income tax (benefit) expense | (20,029) | (27,810) |
For details of the item "Deferred tax assets and liabilities", see Note 6.3 – "Deferred tax assets and deferred tax liabilities".
The following table provides a reconciliation of the theoretical and the reported tax charge with respect to the Italian Corporate Income Tax (IRES) for the years ended December 31, 2025 and 2024.
| (In thousands of Euro) | Year ended December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Profit before tax | 69,524 | 143,597 |
| Theoretical tax rate % | 24% | 24% |
| Theoretical tax charge | 16,686 | 34,463 |
| Non-taxable revenues and income | 1,125 | (3,872) |
| Non-deductible costs | (1,744) | 870 |
| Excluded share of dividends received | (33) | (7,973) |
| Patent box benefit related to prior years | - | (421) |
| Prior-year income taxes | (11) | - |
| IRAP and other taxes/benefits | 4,006 | 4,743 |
| Net effective tax expense (benefit) | 20,029 | 27,810 |
8. Related party transactions
Related party transactions, identified on the basis of the IAS 24 criteria, are mainly of a financial nature and are carried out at normal market conditions.
The following table provides details of the Company's statement of financial position transactions with related parties as of December 31, 2025.
| As of December 31, 2025 | |||||||
|---|---|---|---|---|---|---|---|
| (In thousands of Euro) | Tradereceivables | Otherreceivables | Currentfinancial assets | Tradepayables | Current financialliabilities | ||
| Technoprobe France S.a.s. | 2,398 | - | - | 79 | - | ||
| Technoprobe Asia Pte Ltd | 10,018 | 22 | - | 628 | - | ||
| Technoprobe America Inc. | 10,875 | 157 | - | 2,475 | - | ||
| Technoprobe Korea Co. Ltd | 4,109 | 28 | - | 601 | - | ||
| Technoprobe Japan KK | 10,944 | 17 | - | - | - | ||
| Technoprobe Taiwan Co. Ltd | 70,803 | 40 | - | 959 | - | ||
| Technoprobe (Suzhou) Co. Ltd | 772 | - | - | 88 | - | ||
| Technoprobe Germany Gmbh | - | 30 | - | 617 | - | ||
| Yee-Wei Co Ltd | - | - | 81,623 | 12,385 | - | ||
| Technoprobe US Holding LLC | 246 | - | - | 1,065 | - | ||
| DIS Tech Singapore, Pte, Ltd | - | - | - | - | - | ||
| DIS Tech Japan G.K. | 41 | - | - | 52 | - | ||
| DIS Tech Philippines, LLC | 220 | - | 826 | 297 | - | ||
| DIS Tech Taiwan, LLC | 2,186 | - | - | 1,062 | - | ||
| Device Interface SolutionsTechnology (Shanghai), Co. Ltd | 917 | - | 1,617 | - | - | ||
| Teradyne Group | 498 | - | - | 146 | - | ||
| Innostar Service Inc | 420 | - | - | 3,152 | - | ||
| Total | 114,447 | 294 | 84,066 | 23,607 | - |
The following table provides details of the Company's statement of financial position transactions with related parties as of December 31, 2024.
| As of December 31, 2024 | ||||||||
|---|---|---|---|---|---|---|---|---|
| (In thousands of Euro) | Tradereceivables | Current financialassets | Trade payables | Current financialliabilities | ||||
| Technoprobe France S.a.s. | 2,531 | - | 563 | - | ||||
| Technoprobe Asia Pte Ltd | 28,686 | - | 613 | - | ||||
| Technoprobe America Inc. | 10,666 | - | 6,731 | - | ||||
| Technoprobe Korea Co. Ltd | 13,220 | - | 599 | - | ||||
| Technoprobe Japan KK | 13,096 | - | - | - | ||||
| Technoprobe Taiwan Co. Ltd | 64,148 | - | 739 | - | ||||
| Technoprobe (Suzhou) Co. Ltd | 51 | - | 194 | - | ||||
| Technoprobe Germany Gmbh | - | - | 663 | - | ||||
| Yee-Wei Co Ltd | - | 105,421 | 1,185 | - | ||||
| Technoprobe US Holding LLC | - | 7,911 | 509 | - |
| 189 | 1,274 | 1,787 | - |
|---|---|---|---|
| 591 | 1,829 | - | - |
| 1,147 | 8,955 | 574 | - |
| 210 | 885 | - | - |
| 66 | - | - | - |
| 40 | 985 | - | - |
| 10 | 606 | - | - |
The Company's statement of financial position transactions mainly include:
- trade receivables and trade payables mainly related to (i) transfer pricing contract between the Company and Technoprobe Asia Pte Ltd, Technoprobe Korea Co. Ltd, Technoprobe Taiwan Co. Ltdand Technoprobe Germany Gmbh, Technoprobe Japan KK and Yee-Wei Co Ltd; (ii) supply and services contract between the Company and Technoprobe Asia Pte Ltd, Technoprobe Korea Co. Ltd, Technoprobe America Inc and Technoprobe France S.a.s; (iii) distribution and service contract between the Company and Technoprobe Taiwan Co. Ltd.; (iv) supply of components made by Technoprobe America Inc to the Company; and (v) reciprocal supply of assembly machinery with Innostar Service Inc.
- current financial assets mainly related to the loans granted by the Company to Yee Wei Inc. for a total value of Euro 81,623 thousand and Euro 105,421 thousand as of December 31, 2025 and 2024, to Technoprobe US Holding, LLC for a null value and Euro 7,911 thousand as of December 31, 2025 and 2024 and to the companies of the DIS Tech Group for a total value of Euro 2,443 thousand and Euro 13,260 thousand as of December 31, 2025 and 2024. These loans are aimed at supporting the operations of the subsidiaries. For further information on the decreases recognised in loans granted, reference is made to Section 6.9
The following table provides details of the Company's income statement transactions with related party for the year ended December 31, 2025.
| Year ended December 31, 2025 | |||||||
|---|---|---|---|---|---|---|---|
| (In thousands of Euro) | Revenue | Cost ofrevenue | Researchanddevelopment | Selling,general andadministrative | Other income(expenses),net | Financeincome | |
| Technoprobe France S.a.s. | 7,005 | 442 | - | - | - | - | |
| Technoprobe Asia Pte Ltd | 49,677 | 2,246 | 175 | 62 | - | - | |
| Technoprobe America Inc. | 76,233 | 5,160 | 140 | 6,723 | - | - | |
| Technoprobe Korea Co. Ltd | 21,683 | 2,004 | 13 | (11) | - | - | |
| Technoprobe Japan KK | 967 | - | - | (17) | - | - | |
| Technoprobe Taiwan Co. Ltd | 170,407 | 3,280 | - | (40) | - | - | |
| Technoprobe Suzhou Co. Ltd | 1,520 | 1,095 | - | - | - | - | |
| Technoprobe Germany Gmbh | - | 118 | - | 1,478 | - | - | |
| Yee-Wei Co Ltd | 21 | 18,924 | 102 | 112 | - | 6,438 | |
| Technoprobe US Holding LLC | - | 4,670 | 250 | (180) | - | 426 | |
| DIS Tech Singapore, Ltd | - | - | - | - | - | 28 | |
| DIS Tech Japan G.K. | 34 | 408 | - | (39) | - | - | |
| DIS Tech Philippines, LLC | - | (101) | 297 | (198) | - | 44 | |
| DIS Tech Taiwan, LLC | 568 | 4,386 | 938 | (626) | - | 323 | |
| Device Interface SolutionsTechnology (Shanghai), Co. Ltd | - | (90) | - | (350) | - | - |
| Teardyne Group | 689 | 31 | - | 1,441 | - | - |
|---|---|---|---|---|---|---|
| Innostar Service Inc. | - | - | - | - | 2,081 | 145 |
| Total | 328,804 | 42,573 | 1,915 | 8,355 | 2,081 | 7,404 |
The following table provides details of the Company's income statement transactions with related party for the year ended December 31, 2024.
| Year ended December 31, 2024 | |||||||
|---|---|---|---|---|---|---|---|
| (In thousands of Euro) | Revenue | Cost ofrevenue | Research anddevelopment | Selling, generalandadministrative | Financeincome | ||
| Technoprobe France S.a.s. | 5,612 | 367 | - | - | - | ||
| Technoprobe Asia Pte Ltd | 63,160 | 1,665 | 203 | 33 | 6,813 | ||
| Technoprobe America Inc. | 77,474 | 4,547 | 907 | 5,872 | 27,460 | ||
| Technoprobe Korea Co. Ltd | 39,000 | 3,123 | 12 | - | 698 | ||
| Technoprobe Japan KK | 1,788 | - | - | - | - | ||
| Technoprobe Taiwan Co. Ltd | 127,532 | 2,776 | 5 | - | - | ||
| Microfabrica Inc. | 2 | 11,558 | 2,379 | - | - | ||
| Technoprobe (Suzhou) Co Ltd | 739 | 1,131 | - | - | - | ||
| Technoprobe Germany Gmbh | - | - | - | 1,306 | - | ||
| Yee-Wei Co Ltd | 48 | 4,849 | 231 | - | 5,139 | ||
| Technoprobe US Holding LLC | 2 | 4,928 | 176 | - | 202 | ||
| DIS Tech Singapore, Pte, Ltd | 10 | - | - | - | 9 | ||
| DIS Tech America, LLC | 38 | - | - | - | 22 | ||
| DIS Tech Japan G.K. | 63 | 133 | - | - | - | ||
| DIS Tech Philippines, LLC | 202 | - | - | - | 18 | ||
| DIS Tech Taiwan, LLC | 1,112 | 2,261 | 126 | - | 280 | ||
| Device Interface SolutionsTechnology (Shanghai), Co. Ltd | 567 | - | - | - | - | ||
| Teradyne Group | 391 | 180 | 224 | 1,512 | - | ||
| Total | 317,741 | 37,518 | 4,263 | 8,723 | 40,641 |
The Company's income statement transactions with related party include:
- revenue from (i) transfer pricing contract between the Company and Technoprobe Asia Pte Ltd, Technoprobe Korea Co. Ltd, Technoprobe Taiwan Co. Ltd, Technoprobe Germany Gmbh, Technoprobe Japan KK and Yee-Wei Co Ltd; (ii) supply and services contract between the Company and Technoprobe Asia Pte Ltd, Technoprobe Korea Co. Ltd, Technoprobe America Inc; (iii) distribution and services contract between the Company and Technoprobe Taiwan Co. Ltd;(iv) supply of components made by Technoprobe America Inc to the Company;
- cost of revenue mainly attributable to the supply of components by Technoprobe America Inc to the Company; and (v) reciprocal supply of assembly machinery with Innostar Service Inc.
- financial income related to the dividends paid by Technoprobe Asia Pte Ltd, Technoprobe America Inc and Technoprobe Korea Co. Ltd, as well as the loan interests from Yee Wei Inc., Technoprobe US Holding, LLC and to the companies of the DIS Tech Group of which a portion was repaid during the financial year ended 31 December 2025. For further information on the decreases recognised in loans granted, reference is made to Section 6.9.
In addition to the statement of financial position and income statement transactions with related parties presented in the tables above, it should be noted that:
| (In thousands of Euro) | TeradyneGroup | InnostarService Inc | Topmanagement | Total | Total line item | Impact onthe lineitem |
|---|---|---|---|---|---|---|
| Trade receivables | ||||||
| As of December 31, 2025 | 501 | 420 | - | 921 | 138,829 | 0.7% |
| As of December 31, 2024 | 189 | - | - | 189 | 157,566 | 0.1% |
| Trade payables | ||||||
| As of December 31, 2025 | 147 | 3,152 | - | 3,299 | 56,672 | 5.8% |
| As of December 31, 2024 | 1,787 | - | - | 1,787 | 47,737 | 3.7% |
| Other current liabilities | ||||||
| As of December 31, 2025 | - | - | 1,516 | 1,516 | 39,607 | 3.8% |
| As of December 31, 2024 | - | - | 909 | 909 | 32,484 | 2.8% |
| Other current assets | ||||||
| As of December 31, 2025 | - | - | - | - | 15,482 | 0.0% |
| As of December 31, 2024 | 1,274 | 1,274 | 18,104 | 7.0% |
| (In thousands of Euro) | TeradyneGroup | InnostarServiceInc | Topmanagement | Total | Total lineitem | Impacton theline item |
|---|---|---|---|---|---|---|
| Revenue | ||||||
| As of December 31, 2025 | 701 | - | - | 701 | 423,252 | 0.2% |
| As of December 31, 2024 | 391 | - | - | 391 | 392,904 | 0.1% |
| Cost of revenue | ||||||
| As of December 31, 2025 | 30 | - | - | 30 | 232,696 | 0.0% |
| As of December 31, 2024 | 180 | - | - | 180 | 220,408 | 0.1% |
| Research and development | ||||||
| As of December 31, 2025 | - | - | 305 | 305 | 46,717 | 0.7% |
| As of December 31, 2024 | 224 | - | 363 | 588 | 52,145 | 1.1% |
| Selling, general and administrative | ||||||
| As of December 31, 2025 | 1,437 | - | 3,819 | 5,257 | 48,260 | 10.9% |
| As of December 31, 2024 | 1,512 | - | 2,216 | 3,728 | 51,412 | 7.3% |
| Other income (expenses), net | ||||||
| As of December 31, 2025 | - | 2,081 | - | 2,081 | 2,220 | 93.8% |
| As of December 31, 2024 | - | - | - | - | 2,655 | 0.0% |
Teradyne Group
Transactions with the Teradyne Group, a minority shareholder of the Company since May 27, 2024, are of a commercial nature and with reference to the purchase and sale of goods and services carried out by DIS Tech and financial with reference to the purchase price adjustment of DIS Tech.
Innostar Service Inc
The transactions carried out with Innostar Service Inc, a non‑controlling interest acquired in January 2025, are of a commercial nature and relate to the reciprocal purchase and sale of assembling machinery.

Top Management
Top Management includes: the members of the Company's Board of Directors and the managers with strategic responsibilities identified in the following figures: (i) Chief Executive Officer (CEO); (ii) Chief Financial Officer (CFO); (iii) Chief Commercial Officer (CCO); and (iv) Chief Technology Officer (CTO).
9. Other information
Compensation to directors and statutory auditors
Compensation to directors and statutory auditors for the years ended December 31, 2025 and 2024 amounted to Euro 2,980 thousand and Euro 2,396 thousand, respectively.
Fees due to independent auditors
Pursuant to applicable regulations, the total fees for the year ended December 31, 2025 for audit and non-audit services rendered by PricewaterhouseCoopers S.p.A. and entities both within and outside its network are shown below.
| (In thousands of Euro) | Service provider | Recipient | Fees |
|---|---|---|---|
| Audit services | PricewaterhouseCoopers S.p.A. | Technoprobe S.p.A. | 452 |
| Non-audit services | PricewaterhouseCoopers S.p.A. | Technoprobe S.p.A. | 20 |
| Network PricewaterhouseCoopers | Technoprobe S.p.A. | - |
Disclosure on subsidies and public contributions
In compliance with the transparency and disclosure requirements provided for pursuant to law no. 124 of August 4, 2017 article 1 paragraphs 125-129 (as replaced by article 35 of decree-law no. 34 of April 30, 2019), we report that, for the fiscal year ended December 31,2025, the Company has not received grants, subsidies, advantages, contributions or aid, not of a general nature and without consideration, remuneration or compensation, from public administrations and/or parties assimilated.
Commitments
The Company has not undertaken any commitments that have not been recognized in the statement of financial position, with the exception of commitments made with suppliers that amounted to Euro 64 million as of December 31, 2025.
Guarantees
As of December 31, 2025, the Company has not provided guarantees.
Contingent liabilities
The Company has not assumed any contingent liabilities that have not been recognized in the financial statements, with the exception of those described in Note 7.15 – 'Provisions for liabilities and charges'.

10. Significant events occurring after the end of the period
No significant events occurred after the end of the reporting period.
11. Proposal for the allocation of profit
The financial statements for the year ended December 31, 2025 close with a net profit amounting to Euro 49,494,498, which is proposed to be entirely allocated to the dedicated equity reserve "Retained earnings".
Furthermore, it is noted that, as of December 31, 2025, the reserve for unrealized foreign exchange gains, recognized in shareholders' equity for a total amount of Euro 15,387,173 exceeds the amount of unrealized foreign exchange gains recorded in the financial year ended December 31, 2025 equal to Euro 505,861.
In accordance with the provisions of Article 2426, paragraph 1, nos. 8‑bis and 11‑bis of the Italian Civil Code, it is therefore proposed:
- to maintain restricted an amount of Euro 505,861 corresponding to the unrealized foreign exchange gains and fair value gains on derivative instruments outstanding as at December 31, 2025;
- to allocate the excess amount of Euro 14,881,312 from the "Reserve for unrealized foreign exchange gains" to the reserve "Retained earnings", making it available for future appropriations.
The Board of Directors proposes that the Shareholders' Meeting approve the financial statements of Technoprobe S.p.A. for the year ended December 31, 2025, including the Notes to the Financial Statements and the Management Report, which show shareholders' equity of Euro 1,248,566,621 inclusive of the profit for the year.

Management's attestation to the Separate Financial Statements
The undersigned Stefano Felici and Stefano Beretta in their capacity respectively as CEO and Manager in Charge of Company's Financial Reports of Technoprobe S.p.A., certify, also taking into account the provisions of the art. 154-bis, paragraphs 3 and 4, of Legislative Decree February 24 1998, n. 58:
- the adequacy in relation to the characteristics of the company and
- the effective application of the administrative and accounting procedures for the preparation of the Separate Financial Statements as of December 31, 2025.
No significant aspects emerged in this regard.
It is also certified that the Separate Financial Statements as of December 31, 2025:
___________________________ ___________________________
- are drawn up in compliance with the applicable international accounting standards recognized in the European Community pursuant to Regulation (EC) no. 1606/2002 of the European Parliament and of the Council of July 19, 2002;
- corresponds to the results of the accounting books and records;
- is suitable for providing a true and correct representation of the equity, economic and financial situation of the issuer.
Cernusco Lombardone, March 18, 2026
Technoprobe SpA
Stefano Felici Stefano Beretta
(Chief Executive Officer) (Manager in Charge of Company's Financial Reports)
Independent Auditors' Report









Statutory Board of Auditors' Report















