1.38 Shareholders’ equity

Please refer to the consolidated statement of changes in shareholders’ equity.

1.38.1 Paid-up and called-up capital

As at 31 December 2025 there were 1,299,848 shares outstanding each with a nominal value of €0.45. During the year, 1,541 (2024: 1,095) shares were issued for the participation plan.

No rights were assigned to taking shares in the capital of the company. Holders of ordinary shares are entitled to dividend distribution as approved on a regular basis by the General Meeting of Shareholders. Shareholders are entitled to one vote per share at the company’s general meeting of shareholders. The company’s authorised capital amounts to €2,250 thousand, divided into five million (5,000,000) shares of €0.45 each.

Hydratec has a share participation plan. If an employee chooses to join the plan after the end of the year, 50% of the variable remuneration is converted into shares. The shares are then issued on conversion at the average price during January and February and may not be sold for a period of three years. For a more detailed explanation on processing, see notes 1.25 and 1.38.6.

1.38.2 Share premium reserve

The share premium reserve can be considered as paid-up capital. The share premium reserve increased by €257 thousand due to the share issue in 2025 (2024: €136 thousand).

1.38.3 Translation reserve

The translation reserve contains all foreign exchange differences due to translating the financial statements for operations outside the Netherlands which are an integral part of the Group’s operations. These reserves are not distributable.

1.38.4 Hedge reserve

Derivatives (interest rate swaps on financing) are shown in the companies. Because these derivatives are classified as a cash flow hedge, a hedge reserve was created in the consolidated shareholders’ equity. The movement in 2025 amounted to €62 thousand negative (2024: €105 thousand negative) and was taken directly to shareholders’ equity. This reserve is not distributable.

1.38.5 Other statutory reserves

Other statutory reserves relate to the statutory reserve held for capitalised proprietary intangible fixed assets of €2.0 million (2024: €1.5 million) and the statutory reserve held for results from participations without control of €2.8 million (2024: €0).

1.38.6 Other reserves

Other reserves relate to retained earnings from previous years which are freely distributable.

The change in the share participation plan concerns the recognition of liabilities under IFRS 2 relating to this share participation plan. For a more detailed explanation and processing, please refer to note 1.25.

In 2025, Windmolen acquired the minority interest of 45.5% in ION. As there is no change in the controlling share of the participation, the difference between the purchase price of the minority interest and the carrying amount of the minority interest has been charged to the other reserves.

1.38.7 Unappropriated result

The unappropriated result is the result of the financial year.

1.38.8 Proposed profit appropriation

The net result for 2025 will be added to the other reserves.

1.38.9 Minority share

A minority share exists in the subsidiaries that are not or were not wholly-owned at any time during the reporting year.

The management report as referred to in Part 9 of Book 2 of the Dutch Civil Code monitors the elements from the foreword to the historical summary inclusive. This version of the annual financial reporting of Hydratec Industries N.V. for the financial year ending on 31 December 2025 is not presented in the ESEF format as specified in the regulatory technical standards for ESEF (Delegated Regulation (EU) 2019/815). The set of ESEF reports can be downloaded at the download page.