nykode-2025-12-31-en


Nykode Therapeutics	/	Annual Report 2025

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NYKODE AT A GLANCE

2027 READOUT

LEAD ASSET ABI-SUVA

CLINICAL EFFECT

Lead candidate targeting HPV16+ induced

malignancies, with head and neck cancer as the

primary indication in a Phase 2 randomized

controlled trial (Abili-T)

Abi-suva shows strong and consistent clinical effect

across several trials and HPV16 driven indications

Interim data from the randomized Phase 2 Abili-T

trial expected in 2027, representing a key clinical

inflection point

TARGETED IMMUNOLOGY

PLATFORM LEVERAGE

RUNWAY SECURED

Beyond abi‑suva, Nykode’s Individualized

Neoantigen Therapy (INT) and Antigen-Specific

Immune Tolerance (ASIT) platform provide

additional sources of potential value over time

As of December 31, 2025, the company had a

cash position of USD 60 million, providing runway

to progress prioritized programs and reach key

clinical inflection points

Nykode’s technology platform targets antigens

directly to antigen‑presenting cells (APCs),

enabling efficient immune priming, with 92% of

evaluable patients showing HPV16-specific T-cell

responses in a recent trial


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CORE ASSETS

Nykode has three core assets with the potential to

ABI-SUVA

Lead clinical asset potentially addressing all HPV-driven

cancers. Initiating a randomized Phase 2 clinical trial

(Abili-T) in 1L R/M head and neck cancer, with first

interim readout expected in 2027.

deliver significant clinical and commercial impact,

of which abi-suva is prioritized as the key value

driver.

VB10.NEO

Individualized Neoantigen Therapy (INT) with positive

data in two late-stage basket trials, proprietary antigen

selection and competitive COGS and turn around time.

Potential applicability across a broad spectrum of

cancer indications.

IMMUNE TOLERANCE

Preclinical Antigen-Specific Immune Tolerance (ASIT)

program with the aim to transform autoimmune

disease treatment.


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HIGHLIGHTS

Final VB-C-02 data

confirming clinical benefits

Published final Phase 2 data from the

VB-C-02 trial in the peer-reviewed BMJ

Journal for Immunotherapy of Cancer in

January 2025. The data confirmed the

prolonged clinical benefits and definitive

vaccination effect of abi-suva in

combination with atezolizumab for

advanced cervical cancer, reinforcing its

potential as a differentiated

immunotherapy.

Focused strategy on value

creation

Presented highly focused strategy in

August 2025, prioritizing three core

assets with the greatest potential to

deliver significant clinical and

commercial impact, with abi-suva

prioritized as lead value driver, with a

focus on initiating the Abili-T randomized

controlled trial in HPV16 driven first-line

recurrent/metastatic head and neck

cancer (1L r/m HNSCC) designed to

demonstrate clinical efficacy and support

continued advancement of the asset.

Abili-T protocol

approved in the UK

Approval of the Abili-T protocol by

UK regulatory authorities in

December 2025.

Abili-T protocol

approved in EU

Approval of the Abili-T

protocol by relevant EU

regulatory authorities in

March 2026.

Interim VB-C-03 showing

robust clinical activity and

immunogenicity

Presented interim data showing robust

immunogenicity and promising clinical

activity from the VB-C-03 trial

investigating abi-suva in combination

pembrolizumab in first-line

unresectable r/m head and neck

cancer.

New board members

elected

Susanne Stuffers elected as Chair of

the Board and Trygve Lauvdal as

member of the Board in April 2025.

Key patent granted

U.S. patent granted in November 2025

relating to the company's proprietary

NeoSELECT^TM platform used for the

selection of neoantigens for VB10.NEO,

strengthening our intellectual property

portfolio.

Further strengthening of

the board

Further strengthened the Board in

January 2026 with the election of Dr.

Barbara Krebs-Pohl as Chair of the

Board and Dr. John Beadle as

member of the Board. Susanne

Stuffers, outgoing Chair of the

Board, continued as member of the

Board.

New preclinical ASIT data

showing durable immune

responses

Presented new preclinical data in March

2026, demonstrating that selectively

targeting distinct antigen-presenting

cell (APC) receptors can meaningfully

influence both the strength and the

quality of immune responses.

Importantly, these findings have now

been shown in murine models and in

human cell systems

Abili-T sites opened

and patient

screening

commenced

First sites under the Abili-T

trial opened in April 2026

and screening of patients

commenced.


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2025

KEY FIGURES


USD ‘000	2025	2024
Total revenue and other income	453	9,158
Total operating expenses	29,041	57,489
Operating profit (loss)	(28,588)	(48,331)
Net profit (loss) for the year	(12,240)	(38,821)
Net cash flow	(59,536)	(45,689)
Cash and cash equivalents, year-end	60,289	115,398
Outstanding shares, year-end	326,546,444	326,546,444
Cash and cash equivalents/ total assets	60%	75%
Equity ratio	92%	89%
Equity	91,537	136,214
Total assets	99,955	153,481
Employees, average	73	167
Employees, year-end	59	139

• Nykode's main priority is initiating Abili-T, the randomized controlled trial in

HPV16-driven first-line recurrent/metastatic head and neck cancer, designed to

demonstrate clinical efficacy and support the continued advancement of abi-suva.

First patient is expected to be dosed during the second quarter of 2026. Interim

efficacy analyses are planned throughout the trial, with the first interim analysis

expected in 2027.

• With an established supply chain, an in-house AI-powered epitope selection

algorithm, and strong, durable clinical immune responses, VB10.NEO is well-

positioned to leverage on peer data readouts expected within the next 12 months.

• Nykode will also continue investing in its Antigen-Specific Immune Tolerance

(ASIT) platform to substantiate the platform's potential and explore partnerships to

advance development and diversify indications.

2026 OUTLOOK AND

KEY PRIORITIES

• Nykode will continue disciplined execution and financial focus to reach key

inflection points within the estimated cash runway into 2028, with further extension

into 2029 based on a positive outcome of the pending tax case.


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NYKODE’S VACCINE TECHNOLOGY PLATFORM

The Vaccibody^TM molecule

Nykode Therapeutic’s proprietary, targeted immunotherapy platform

The targeting unit directs the antigens to the immune system’s

APCs. The targeting unit is fully flexible and can be designed to

deliver T cell epitopes or antigens specifically to certain subset of

APC optimizing the desired effect. This controlled delivery allows for

induction of a specific immune response profile that correlates with

protection for each specific disease, e.g., antibody, CD4 (Th1/Th2/

Th17) and/or CD8 T cell responses; or in the case of inverse

vaccines, induces proliferation of antigen specific T regulatory cells

reducing auto-antibodies and effector T cells.

centers around the Vaccibody molecule format designed to induce tailor-

made and specific immune responses with focus on oncology and

autoimmune disease. The specificity of the targeting unit of the Vaccibody

molecule determines to which subsets of Antigen Presenting Cells (APCs) or

cell type the antigen is delivered, which may critically influence the

associated immune response.

Four different vaccine candidates based on the modular Vaccibody molecule

have been tested in clinical trials so far and all have shown to be well-

The dimerization unit joins the two protein chains into the dimeric

Vaccibody format. The dimeric format is designed to facilitate

attraction, activation and internalization into the APC by crosslinking

receptors on the surface of the APC.

tolerated and therefore may have the potential to be used in combination

with other therapeutic modalities such as immune checkpoint inhibitors.

The recombinant Vaccibody molecule consists of three core modules with

the possibility of adding additional modules:

CCL3L1, C-C motif chemokine ligand 3 like 1, is so far the most used

The antigen unit contains the epitopes and antigens selected, to

which a specific immune response is warranted. Epitopes and

antigens may be selected to address a vast range of diseases,

including cancer, infectious diseases and autoimmune diseases.

The flexibility of the platform allows for a broad immune response

and for inclusion of large globular antigens and multiple sets of T

cell epitopes.

targeting unit in Nykode’s vaccine candidates. CCL3L1 targeted

immunotherapies have been shown to have a unique ability to attract and

stimulate APC’s capable of eliciting broad, strong and dominant CD8 T cell

responses combined with supporting CD4 helper T cell responses,

distinguishing Nykode’s platform from both conventional vaccines, including

non-targeted DNA vaccines, RNA vaccines and peptide-based vaccines.

Induction of antigen specific tolerance can be achieved by targeting disease

4th

module

The 4th module is a concept where a 4th (or 5th etc.) module is

added in order to co-express immune enhancing, immune

inhibiting and/or immune guiding polypeptides. 4th module

polypeptides have been shown in preclinical models to have a

booster effect in both anti-tumor and infectious disease models, as

well as providing enhanced immune-inhibiting effect in an

autoimmune disease model.

causing epitopes to tolerogenic APCs. The tolergenic APCs will present the

antigens and can be supported by 4th module encoded suppressive

molecules, and prime regulatory T cell (Treg) activation and expansion. The

Tregs will inhibit disease-specific effector T and B cells and dampen

unwanted immune responses. Nykode has numerous exploratory inverse

vaccines built on multiple targeting units for receptors on tolerizing APCs in

preclinical phase.


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AI in Nykode

DATA DRIVEN DESIGN

Nykode applies in‑house AI/ML across the immunotherapy‑design lifecycle to support two

complementary goals: (1) selecting the right antigens and (2) engineering constructs that express,

fold and perform as intended. The capability spans across oncology and immune tolerance.

Nykode Therapeutics has a long-standing commitment to

integrating artificial intelligence (AI) and machine learning

(ML) into its immunotherapy design and development

processes. Our in-house capabilities span the full journey

from target discovery to construct optimization and are

actively applied across our key programs, including

VB10.NEO and immune tolerance.

NeoSELECT^TM

NeoSELECT^TM is Nykode's patented AI-powered platform for

neoantigen selection. It combines established statistical

methods with modern machine learning to analyze patient

tumor data and identify the neoantigens most likely to

trigger a strong immune response. NeoSELECT^TM has been

clinically validated across multiple trials and represents one

of the company's earliest and most proven AI capabilities.

Protein Structure and Interaction Modeling

Nykode uses advanced protein structure prediction tools to

model how our immunotherapies components interact with

targeted immune cells. These insights guide the design and

optimization of our constructs toward desired biophysical

properties such as proper folding and secretion.

In Silico Construct Design

Our team develops proprietary AI models trained on large-

scale protein data and validated against valuable

experimental data generated in-house, allowing us to design

and evaluate thousands of multi-antigen immunotherapy

constructs computationally. These models are actively

applied within both the VB10.NEO individualized cancer

vaccine program and our immune tolerance platform for

autoimmune disease, helping us prioritize designs with the

highest likelihood of favorable immunogenicity and optimal

biophysical properties, focusing laboratory resources on the

most promising candidates.


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Classification and Interpretability

Nykode applies a range of supervised machine learning

models for protein classification tasks across our pipeline.

Equally important, we employ established interpretability

methods to ensure our scientists understand the reasoning

behind each model's predictions, supporting confident and

informed decision-making at every stage.

Proprietary Data

The performance of any AI system is ultimately determined

by the quality and relevance of the data it learns from.

Nykode has built a substantial proprietary dataset of multi-

antigen constructs that have been designed, produced, and

experimentally characterized in-house. This data

complements publicly available datasets by adding real-

world, application-specific insights that link construct design

to biological outcome, making our models more precise and

relevant to the challenges we aim to solve. This growing

dataset represents a distinctive and valuable asset that will

allow us to continuously improve our models and accelerate

the success of future immunotherapy candidates.


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AI in Nykode

ENABLING SCALE, RIGOR AND DECISION MAKING

In addition to its application in immunotherapy design,

Nykode uses artificial intelligence and advanced analytics as

enabling tools across all parts of the organization. These

capabilities are focused on improving decision quality,

efficiency and scalability in areas characterized by complex

data and regulatory requirements.

Data‑driven finance and planning

Within finance and business operations, AI‑supported

analytics are used to enhance financial planning, forecasting

and cost control, particularly in scenario analysis and

long‑term runway planning. By integrating structured

financial data with operational and project‑level inputs,

management is supported in evaluating trade‑offs between

resource allocation, development priorities, and risk

exposure. These tools are intended to complement, rather

than replace, management judgment, strengthening

analytical rigor in capital‑intensive decisions.

Governance, reporting and compliance

AI‑enabled workflows are increasingly applied to reporting,

documentation and compliance processes, supporting

consistency and traceability across regulated disclosures.

This includes assistance in drafting, reviewing, and validating

complex documents such as financial reports and external

communications, helping ensure alignment across functions

while reducing manual effort. The use of AI in this context is

governed by internal controls and review processes to

maintain accuracy and regulatory compliance.

Organizational effectiveness and knowledge

management

Nykode also applies AI to improve internal knowledge access

and collaboration, enabling employees to retrieve relevant

information across documents, presentations and historical

materials more efficiently. This supports continuity in a highly

specialized organization and reduces reliance on informal

knowledge transfer, which is particularly important in a

rapidly evolving development environment.

Responsible and pragmatic use

Across all applications, Nykode approaches AI as a

decision‑support capability, not an autonomous system.

Human oversight, data governance, and information security

remain central, and AI tools are implemented with clear

boundaries appropriate for a publicly listed company.

Human oversight, data governance, and information security remain

central, and AI tools are implemented with clear boundaries

appropriate for a publicly listed company.


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ABIPAPOGENE SUVAPLASMID (ABI-SUVA)

Wholly-owned off-the-shelf therapeutic cancer immunotherapy candidate in

development for the treatment of HPV16-positive cancers.

Unmet need in HPV16 driven cancers

Human papillomavirus (HPV) is a major

cause of cancer, accounting for more than

134,000 new cases in the US and EU

annually. Among the high‑risk HPV types,

HPV16 is the predominant oncogenic

subtype, responsible for a substantial

proportion of HPV‑driven malignancies.

These include cervical cancer and head and

neck squamous cell carcinoma (HNSCC),

where HPV16 plays a particularly important

role.

HNSCC represents a large and growing

disease area, with oropharyngeal cancer

accounting for a significant share of cases. In

Western countries, the incidence of

HPV‑driven oropharyngeal cancer has

increased steadily over recent decades,

particularly in Northern Europe and North

America.

Despite advances in prevention, including

vaccination and screening, the long latency

between HPV infection and cancer

development means that HPV16‑driven

cancers will continue to represent a

significant clinical burden for years to come.

Our approach: targeted immunology,

designed for combination

Abi‑suva is Nykode’s lead clinical asset and is

designed to address the increasing number

of HPV-driven cancers, for which there is a

high unmet need, through a targeted

immunotherapy approach. Abi‑suva is a

DNA‑based therapeutic cancer vaccine that

delivers HPV16‑derived antigens directly to

antigen‑presenting cells, with the aim of

inducing a strong, focused and durable

HPV16‑specific T‑cell response. The

approach is intended to complement

immune checkpoint inhibition by enhancing

tumor‑specific immune activation rather

than replacing existing therapies.

VB-C-01 - proof of mechanism and

monotherapy potential

The VB-C‑01 trial represented the first clinical

evaluation of abi‑suva (then VB10.16) and

was designed to assess safety,

Information on HNSCC

The number of patients with

squamous cell head and neck

cancer (HNSCC) has risen

substantially during the last

decades. The rise in incidence in

HNSCC is mainly attributed to

Human Papillomavirus 16 (HPV16)

infections. HPV16 accounts for

more than 60,000 new cases each

year in the USA and EU. HNSCC can

be managed effectively in early

stages, however, most patients are

diagnosed at advanced stages

where treatment outcomes are less

favorable.

Source: HPV Information Centre; CDC.gov;

Cancer.org; GLOBOCAN

immunogenicity and early signals of clinical

activity in patients with precancerous lesions,

CIN. The study demonstrated a favorable

safety profile with no dose‑limiting toxicities

and confirmed the induction of robust

HPV16‑specific T‑cell responses. These

findings provided the first clinical validation

of Nykode’s APC‑targeted vaccine platform

and established biological

proof‑of‑mechanism, supporting further

development of abi‑suva in combination with

immune checkpoint inhibitors.

VB-C-02 - clinical proof‑of‑concept

The VB-C‑02 trial was a Phase 2 study

By inducing robust HPV16‑specific T‑cell responses, abi‑suva is

designed to enhance the proportion of patients who benefit from

checkpoint inhibition

evaluating abi‑suva in combination with

atezolizumab (Tecentriq®¹) in patients with

recurrent or metastatic HPV16‑positive

cervical cancer. The trial confirmed a

favorable safety and tolerability profile for

the combination and demonstrated durable

clinical benefit. An objective response rate

(ORR) of 29% and a median overall survival

(mOS) of 24.7 months both represent

significant increases over current standard

of care. Translational analyses showed a

clear association between HPV16‑specific

T‑cell responses and clinical outcomes,

1) Tecentriq® is a registered trademark of the Roche Group


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supporting a vaccine‑driven treatment effect.

Final data from the study were published in

the peer‑reviewed BMJ Journal for

Immunotherapy of Cancer, establishing

clinical proof‑of‑concept for the combination

strategy.

VB-C-03 - first‑line head and neck cancer

signal trial

The VB-C‑03 trial (n = 13) is a Phase 1/2a

study evaluating abi‑suva in combination

with MSD’s (Merck & Co., Inc., Rahway, NJ,

USA) anti-PD-1 therapy pembrolizumab

(KEYTRUDA®¹) in first‑line, PD‑L1‑positive,

HPV16‑positive recurrent or metastatic head

and neck squamous cell carcinoma. All

evaluated dose levels up to 9 mg were safety

cleared in accordance with prespecified

escalation criteria, confirming a favorable

safety profile in the first‑line combination

setting. Interim data demonstrated an ORR

of 38.5%, compared with 19.1% in the

reported historical control with standard of

care (pembrolizumab monotherapy) in a

comparable first line setting. Robust and

consistent HPV16‑specific T‑cell responses

were observed across evaluable patients,

and biomarker analyses supported a

mechanistic link between immune activation

and clinical outcomes

Looking forward: initiating the Abili-T trial

in first-line head and neck signal

Abili‑T is a randomized, open‑label Phase 2

trial comparing abi‑suva + pembrolizumab

against pembrolizumab alone in first‑line,

HPV16‑positive, PD‑L1‑positive recurrent or

metastatic head and neck squamous cell

carcinoma (HNSCC). The trial is powered to

deliver robust efficacy data in combination

with pembrolizumab, the current first‑line

standard of care, with the goal of

establishing the clinical contribution of

adding abi‑suva in this patient population.

Why this endpoint matters now

In this setting, PD‑1 monotherapy has

historically delivered objective response

rates (ORR) of ~19%, leaving substantial

room to improve both response rates and

durability of benefit. Abili‑T is designed to

test whether priming a strong,

HPV16‑specific T‑cell response with abi‑suva

can increase the proportion of patients who

respond when combined with

Objective response rate (ORR) of abi-suva in combination with CPI compared to

historical CPI monotherapy²

pembrolizumab, compared to

pembrolizumab alone.

2Goal_Generate clean, minimalistic visual concepts_.png

Building on signals already observed

The Abili-T trial targets the same patient

population as the VB-C-03 trial in first‑line

HPV16+ HNSCC, where abi‑suva +

pembrolizumab showed a confirmed ORR of

38.5% (vs. ~19% historical benchmark for

pembrolizumab monotherapy), with all dose

levels safety‑cleared and robust

HPV16‑specific T‑cell responses observed—

findings presented at ICHNO in March 2026.

While not head‑to‑head data, these single-

arm data support the combination

differentiation hypothesis that Abili‑T is

designed to validate under randomized

conditions.

What success would mean

A positive Abili‑T outcome would (i) establish

randomized proof‑of‑concept for abi‑suva in

the first‑line setting, (ii) de‑risk subsequent

development steps, and (iii) strengthen

partnering and market access narratives by

demonstrating added value over the

standard of care in a patient group with a

clear biomarker (HPV16, PD‑L1+) and high

unmet need.

Operational status and near‑term

milestones

During 2025, Nykode completed key trial

preparations, including protocol submissions

to UK and relevant EU regulatory authorities.

Further, supply of pembrolizumab was

secured through MSD. The protocol was

approved by UK regulatory authorities in

December 2025 and relevant EU regulatory

authorities in March 2026. The first sites

opened in April 2026 and screening of

patients has commenced, positioning the

study for expected first patient dosed during

the second quarter of 2026. The first interim

efficacy analysis is expected in 2027.

1) KEYTRUDA® is a registered trademark of Merck Sharp

& Dohme LLC, a subsidiary of Merck & Co., Inc., Rahway,

NJ, USA; 2) compared to CPI used in combination with abi-

suva in clinical trial CPI Monotherapy VB-C-02:Salani et al.

Efficacy and safety results from Skyscraper-04: An open-

label randomized phase 2 trial of tiragolumab plus

atezolizumab for PD-L1-positive recurrent cervical cancer.

IGCS 2023. CPI Monotherpay VB-C-03: Pembrolizumab

alone or with chemotherapy versus cetuximab with

chemotherapy for recurrent or metastatic squamous cell

carcinoma of the head and neck (KEYNOTE-048): a

randomised, open-label, phase 3 study


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INDIVIDUALIZED NEOANTIGEN THERAPY (VB10.NEO)

Individualized Neoantigen Therapy (INT) with potential applicability across a

broad spectrum of cancer indications.

A new way of fighting cancer

VB10.NEO is Nykode’s Individualized

Neoantigen Therapy program, applying the

company’s APC‑targeted vaccine technology

to the development of personalized

treatments based on tumor‑specific

mutations. VB10.NEO combines

individualized neoantigen selection with

targeted delivery of selected antigens to

antigen‑presenting cells, with the aim of

inducing mutation‑specific T‑cell responses

tailored to each patient’s tumor.

Clinical experience: N‑01 and N‑02 studies

The Phase 1/2a VB-N‑01 trial assessed

VB10.NEO as monotherapy and

demonstrated that individualized vaccines

could be manufactured and delivered within

clinically relevant timelines, while

maintaining a favorable safety profile. Robust

neoantigen‑specific T‑cell responses were

observed, confirming effective immune

priming using the APC‑targeted platform.

The subsequent Phase 1b VB-N‑02 trial

evaluated VB10.NEO in combination with

atezolizumab (Tecentriq®) in heavily

pre‑treated patients with advanced cancers

across multiple tumor types. The study

further supported the safety of the

individualized approach and demonstrated

broad and durable immune responses

against selected neoantigens.

NeoSELECT^TM — neoantigen selection

platform

A central element of the program is

NeoSELECT^TM, Nykode’s proprietary

bioinformatics platform for identifying and

prioritizing tumor‑specific neoantigens.

NeoSELECT^TM integrates multiple biological

parameters to support the selection of

neoantigens capable of inducing

mutation‑specific T‑cell responses and has

been validated through analyses from the

clinical studies.

Manufacturing and operational approach

Nykode has established a clinically validated

and scalable supply chain for individualized

neoantigen therapies. The DNA‑based

manufacturing platform enables lower

complexity, as well as competitive turn

around time and cost of goods, compared

with alternative modalities. Nykode has

successfully manufactured individualized

neoantigen therapy for two clinical trials,

demonstrating robust operational execution

and reproducibility. Together, these

capabilities position VB10.NEO as a

differentiated individualized neoantigen

therapy platform, combining speed,

reliability, and cost efficiency to support

clinical development and future

commercialization.

Individualized therapy from patient tumor to patient treatment


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IMMUNE TOLERANCE

Antigen-Specific Immune Tolerance (ASIT) offers a new way of solving autoimmune disorders with curative intent

rather than symptom suppression. Nykode’s ASIT platform offers flexible immune reprogramming for durable,

disease-modifying impact across autoimmune diseases.

Nykode’s antigen‑specific immune tolerance

(ASIT) program applies the company’s

APC‑targeted platform to re‑establish

immune tolerance to disease antigens while

preserving normal immune function. The

approach is designed to modulate the

dominant effector biology that drives

autoimmune pathology by inducing

antigen‑specific regulatory T‑cell (Treg)

responses, suppressing pathogenic CD4+

and CD8+ T‑cell activity, and, where relevant,

reducing auto‑antibodies. Evidence for these

effects has been generated across multiple

preclinical models with supporting human

APC binding data to underline translational

feasibility

Therapeutic areas and representative

disease models

The platform has been evaluated across

mechanistically distinct autoimmune

settings. In neurology, studies in the EAE

model demonstrate prevention and reversal

of disease, including late‑therapeutic

settings, and show that APC targeting is

required for efficacy. In endocrinology (Type

1 diabetes), NOD studies indicate durable

disease prevention and an increase in

tolerogenic CD4+ T cell profiles in pancreatic

islets. In dermatology (vitiligo/pemphigus

vulgaris), work focuses on CD8‑mediated

cytotoxicity and auto‑antibody pathology

respectively, including reductions in

antigen‑specific CD8 responses and a

framework for lowering auto‑antibody–

Nykode’s APC‑targeted ASIT platform maps antigen‑specific modulation to the dominant effector biology in each disease area:

driven disease activity

Competitive characteristics

ASIT leverages a clinically validated

APC‑directed heritage from Nykode’s

oncology programs, providing a de‑risked

translational foundation for tolerance

applications. Across models, the platform

has shown strong and durable efficacy

(therapeutic and preventive), potent Treg

induction and simultaneous suppression of

pathogenic CD4/CD8 responses and

auto‑antibodies—features that collectively

align with the biological requirements for

disease‑specific immune control. In addition,

human APC binding at low nanomolar

concentrations and ex‑vivo immune

modulation support clinical feasibility.


Nykode Therapeutics	/	Annual Report 2025

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Dear shareholders,

2025 was a year of consolidation and

conviction for Nykode. Our priority was

clear: to turn strategic focus into tangible

progress. We deliberately narrowed our

efforts, aligned our organization behind

three value‑driving programs, where we

believe Nykode can make the greatest

impact—for patients and for shareholders.

At the center of this focus is abi‑suva, our

lead clinical program. During the year, we

continued to strengthen the scientific and

clinical foundation supporting its

development. Final Phase 2 data in advanced

cervical cancer confirmed a favorable safety

profile, durable clinical benefit, and clear

evidence of vaccination‑driven immune

activity. These results reinforce our

conviction that targeted immune activation

can meaningfully enhance outcomes in

HPV16‑driven cancers.

This confidence was further supported by

progress in head and neck cancer. As we

advanced clinical development in the

first‑line setting, emerging data continued to

point in a consistent direction: stronger

HPV16‑specific immune responses are

associated with improved clinical outcomes,

and abi‑suva appears well positioned to

complement existing standards of care.

Together, these insights shaped our decision

to initiate a randomized Phase 2 trial

designed to evaluate the contribution of

abi‑suva in combination with

pembrolizumab. Initiation of this study is

progressing as planned, positioning us to

begin patient dosing in the first half of 2026

and setting a clear path toward a meaningful

clinical inflection point.

Alongside abi‑suva, we continued to

selectively invest in the broader platform.

Within individualized neoantigen therapy, we

strengthened the intellectual property

position of VB10.NEO and continued to

refine the scientific rationale underpinning

this approach. In immune tolerance, our

ASIT platform generated encouraging

preclinical data across multiple indications,

reinforcing the long‑term potential of our

antigen‑specific immune modulation and

providing valuable insight into potential

selection of a future lead indication.

Scientific progress was underpinned by

continued financial discipline. We maintained

a tight focus on capital allocation and

operational efficiency, ending the year with a

solid cash position and a cost base aligned

with our strategic priorities. This discipline

provides us with the flexibility to advance our

most important programs through key

milestones while preserving the ability to

respond to opportunities as they arise.

Looking ahead, our direction remains

unchanged. We are focused on execution:

advancing the abi‑suva program through its

next phase of development, delivering

high‑quality clinical data, and continuing to

build value from our technology platform in

a measured and deliberate way. The coming

years will be defined not by breadth, but by

depth—by our ability to translate

immunological insight into clinical benefit.

We would like to thank our shareholders for

their continued trust, and our employees,

partners and patients for their commitment

and resilience. Nykode enters the next phase

with clarity of purpose, scientific momentum,

and a strong foundation from which to build

long‑term value.

Sincerely,

April 16, 2026

Dr.Barbara Krebs-PohlMichael Engsig

Chair of the BoardCEO


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BOARD OF

DIRECTORS

REPORT


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STRATEGY AND OUTLOOK

In 2025, Nykode presented a highly focused strategy prioritizing three

core assets with the greatest potential to deliver significant clinical and

commercial impact, with abi-suva prioritized as lead value driver.

1. Abi-suva

At the core of the updated strategy is abi-

suva, Nykode’s wholly owned off-the-shelf

therapeutic immunotherapy targeting

HPV16+ induced malignancies. A

randomized, open-label, multicenter Phase 2

trial, referred to as Abili-T, will evaluate abi-

suva in combination with pembrolizumab

(KEYTRUDA®) versus pembrolizumab alone

as first-line treatment for human

papillomavirus (HPV)16-positive, PD-L1-

positive recurrent or metastatic head and

neck squamous cell carcinoma (1L r/m

HNSCC).

The trial will enroll up to 100 patients and is

powered to deliver robust efficacy data in

combination with pembrolizumab, the

current standard-of-care for PD-L1-positive

1L r/m HNSCC patients. Interim analyses for

efficacy are planned throughout the trial,

with the first expected during 2027.

Unmet need in 1L r/m HNSCC remains high.

The selected trial population represents a

well characterized subgroup of patients with

limited durable treatment options and rising

incidence. Despite recent advances in 1L r/m

HNSCC, HPV16-positive patients remain an

underserved subgroup with limited durable

treatment options. Abi-suva may offer

additional benefits without added toxicity,

making it particularly relevant for this

vulnerable patient population.

2. VB10.NEO

With an established supply chain, an in-

house AI-powered epitope selection

algorithm and strong durable clinical

immune responses, VB10.NEO is well-

positioned to attract potential partners

following key peer data readouts expected

within the next 12 months.

3. Immune Tolerance

Nykode will continue investments to

accelerate the development of its antigen-

specific immune tolerance (ASIT) platform.

Recent advancements support best-in-class

potential specifically reducing unwanted,

disease-causing immune responses. The

addressable field of ASIT covers a broad

range of autoimmune diseases, allergy and

organ transplant rejections. Nykode will

further substantiate the platform’s potential

and explore partnerships to advance

development and diversify indications.

4. Capital discipline

With this disciplined and sharper strategic

focus, the Company’s current cash runway is

expected to extend into 2028, further

extending into 2029 based on a positive

outcome of the pending tax case. As of

December 31, 2025, Nykode had a strong

cash position of USD 60.3 million.


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RESEARCH AND

DEVELOPMENT PROJECTS

Abi-suva (VB10.16)

Abi-suva is a wholly-owned off-the-shelf

therapeutic cancer immunotherapy

candidate in development for the treatment

of HPV16-positive cancers. The International

Non-proprietary Name (INN), abipapogene

suvaplasmid (abi-suva) for VB10.16 was

accepted by the WHO in 2025.

In January 2025, Nykode published final

Phase 2 data from the VB-C-02 trial with 52

enrolled patients in the peer-reviewed BMJ

Journal of Immunotherapy of Cancer: “Safety

and efficacy of the therapeutic DNA-based

vaccine VB10.16 in combination with

atezolizumab in persistent, recurrent or

metastatic HPV16-positive cervical cancer: a

multicenter, single-arm phase2 study”.

The data confirmed the favorable safety

profile, prolonged clinical benefit and

vaccination effect, indicating a potential

synergistic treatment effect of abi-suva in

combination with atezolizumab compared to

what has been previously been reported for

checkpoint inhibitor monotherapy. For PD-

L1-positive patients with one prior line of

systemic anti-cancer treatment and 24

month follow-up (n = 15), the objective

response rate (ORR) was 40% with a median

progression-free survival (mPFS) of 15.8

months and a median overall survival (mOS)

not reached.

In June 2025, Nykode presented further

insight into the biomarker data linked to the

observed clinical outcome in the Phase 2 VB-

C-02 trial at ASCO. The data demonstrated

that stronger HPV16-specific T cell response

in the patients were associated with reduced

systemic immunosuppression and certain

gene signatures in the baseline tumor

microenvironment were associated with

clinical benefit.

The ongoing open-label, dose-escalation

Phase 1/2a VB-C-03 trial with abi-suva in

combination with KEYTRUDA®

(pembrolizumab) for PD-L1 positive, first-line

unresectable recurrent or metastatic head

and neck cancer patients (NCT06016920)

with doses up to 9 mg progressed as

planned in 2025. All dose levels were safety

cleared in the second quarter of 2025 and

the trial was fully enrolled by the third

quarter of 2025. New interim data

announced in February 2026 showed an

objective response rate of 38.5 %, compared

with 19.1% in the reported historical control

with standard of care (pembrolizumab

monotherapy) in a comparable first line

setting.

As part of the updated strategy presented in

end of August 2025, Nykode announced a

randomized, open-label, multicenter Phase 2

trial (Abili-T) which will evaluate abi-suva in

combination with KEYTRUDA®

(pembrolizumab) versus pembrolizumab

alone in treatment of HPV16-positive, PD-L1-

positive 1L r/m HNSCC. The trial will enroll up

to 100 patients and is powered to deliver

robust efficacy data in combination with

pembrolizumab, the current standard- of-

care for this patient population.

Preparations for the initiation of the Abili-T

trial have progressed as planned in 2025.

MSD (Merck & Co, Inc., Rahway, NJ, USA) has

agreed to supply KEYTRUDA®

(pembrolizumab) for the trial. The protocol

for the trial was submitted to the UK

authorities in November 2025 and the

relevant EU regulatory authorities in early

December 2025. The application was

subsequently approved by the UK authorities

in late December 2025 and by the relevant

EU regulatory authorities in March 2026.

The first sites opened in April 2026, and

screening of patients has commenced.

Based on current timelines, Nykode expects

the first patient dosed during the second

quarter of 2026. Interim analyses for efficacy

are planned throughout the trial with the

first interim analysis expected during 2027.

NEO

VB10.NEO is a clinically validated

individualized neoantigen therapy (INT) with

potential applicability across a broad

spectrum of cancer indications.


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In June 2025, Nykode presented the final

analysis of the Phase1b VB-N-02 trial at

ASCO. VB10.NEO in combination with

atezolizumab demonstrated a favorable

safety profile for all doses tested. The trial

population included heavily pre-treated

patients with multiple metastatic solid

tumors, with a median of 5 prior therapy

lines with predominantly low or negative PD-

L1 expression across more than 10

indications. High quality immunogenicity

data showed that VB10.NEO induced

neoantigen-specific immune responses in

100% of the patients, with 85% of patients

displaying de novo immune responses. In

82% of the patients, persistent expansion of

durable T cell clones were observed, even

emerging as early as after 2-4 vaccinations

and induction of persistent de novo T cell

responses were confirmed by IVS ELISpot.

In the third quarter of 2025, the United

States Patent and Trademark Office (USPTO)

granted Nykode a U.S. patent (no

12,462,898) titled “Method for Selecting

Neoepitopes”, which relates to the

company’s proprietary NeoSELECT^TM

platform used for selection of neoantigens

for VB10.NEO vaccines, with an expiry date

of September 2039. The important patent

strengths Nykode’s intellectual property

position in the U.S. and on one of the key

elements of the INT process, and further

strengthens our IP position in the

individualized cancer vaccine field.

At the Society for Immunotherapy of Cancer

(SITC) in November 2025, Nykode presented

new data from the VB-N-01 and VB-N-02

clinical trials that further validated the ability

of NeoSELECT^TM platform to identify

neoantigens that drive strong and durable

immune responses. VB10.NEO induced

neoantigen-specific T cell responses in 94%

(VB-N-01) and 100% (VB-N-02) of the

participants. Further survival analysis from

the VB-N-01 trial showed that high-quality,

immunogenic neoantigens prioritized by

NeoSELECT^TM were associated with favorable

overall survival in a heterogenous, heavily

pre-treated patient population.

Immune Tolerance

Nykode is advancing the development of

next-generation therapies for autoimmune

diseases by leveraging its proprietary APC-

targeting technology. Nykode’s Antigen-

Specific Immune Tolerance (ASIT) platform is

a flexible and unique reprogramming

platform that has demonstrated durable,

disease-modifying capabilities across

autoimmune indications.

Nykode’s immune tolerance platform was

showcased at multiple major conferences in

2025, highlighting significant advancements

in preclinical models.

At the ASIT and IUIS conferences, the

Company presented data demonstrating, for

the first time, that its APC-targeted therapy

Nykode’s immune tolerance platform was showcased at multiple

major conferences in 2025, highlighting significant advancements in

preclinical models.

could significantly cause disease

improvement and long-lasting disease

control for up to 60 days when delivered to

symptomatic mice in a late therapy protocol

in an experimental autoimmune

encephalomyelitis (EAE) model for Multiple

Sclerosis (MS). To further strengthening the

versatility of the platform, novel data showed

that the APC-targeted constructs could

reduce the generation of antigen-specific

auto-antibodies, hence also being able to

shape the humoral component of the

immune response, in addition to increasing

antigen-specific regulatory T cells and

reducing antigen-specific effector T cells,

which are all components known to be

involved in autoimmune conditions. At PEGS

Europe, Nykode presented additional

preclinical studies in the EAE model where

the APC-targeted therapies were able to

further reduce auto-antibodies, even after

disease on-set.

Additionally, Nykode has presented data

further expanding the range of autoimmune

disease models where the APC-targeting

ASIT platform is capable of modulating the

immune response. In a preclinical vitiligo

model, data demonstrated the ability to

reduce disease mediated T cell responses.

These results provide strong validation for

the platform’s ability to deliver targeted and

durable immune tolerance therapies.


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FINANCIAL REVIEW

The financial statements of the Company for the year ended December 31,

2025 have been prepared in accordance with International Financial

Reporting Standards (IFRS) as adopted by the European Union (EU).

Numbers in brackets are for the corresponding period the previous year

unless otherwise specified.


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Income statement

The net result for 2025 was a net loss of USD 12.2 million

compared to a net loss of USD 38.8 million in 2024.

Operating income

Total revenue and other income amounted to USD 0.5 million

compared to USD 9.2 million for the same period in 2024.

Revenue from contracts with customers was USD 0.0 million

(USD 8.7 million). The decrease is mainly due to the

termination of the Genentech agreement in the fourth

quarter of 2024. Other income was USD 0.5 million (USD 0.5

million) and relates to government grants.

Operating expenses

Total operating expenses amounted to USD 29.0 million

compared to USD 57.5 million for the same period in 2024.

Employee benefit expenses were USD 13.6 million (USD 31.0

million). The decrease in employee benefit expenses is mainly

due to the reduced number of employees. Other operating

expenses decreased from USD 24.2 million in the year

ended December 31, 2024 to USD 13.5 million in the year

ended December 31, 2025. The decrease mainly reflects

reduced clinical activities compared to previous year.

Net financial income and costs

Net financial income and costs were positive USD 10.9 million

in the year ended December 31, 2025 (USD 2.8 million

positive). Finance income and finance costs mainly relate to

interest income and movements in foreign currency

exchange rates. The increase is primarily due to a net

currency gain of USD 7.5 million in 2025, compared to a net

loss of USD 4.0 million in 2024. The currency gain/loss is

mainly caused by movements in the USD/NOK exchange rate

relating to the cash balance held in NOK and the non-current

receivable denominated in NOK.

Income tax expenses

The Group recognized tax income of USD 5.5 million

compared to USD 6.7 million in the same period of 2024. The

income tax expense is primarily related to movement in

deferred tax and currency translation effects.

Statement of financial position

Cash

Cash and cash equivalents amounted to USD 60.3 million at

December 31, 2025 compared to USD 115.4 million at

December 31, 2024.

Other non-current receivables

Other non-current receivables were USD 32.2 million (USD

28.6 million), which mainly reflects the NOK 325 million (USD

29 million equivalent) payment to the Norwegian Tax

Administration ("NTA") in the fourth quarter of 2023 following

their negative decision, where the NTA reiterated their

position that the up-front payments received under a license

agreement entered into in 2020 should be treated as taxable

income in full in 2020, rather than the use of taxable gain/

loss whereby part of the taxable income should be deferred

to subsequent years. Nykode has appealed the decision to

the Tax Appeals Committee (Norw: Skatteklagenemda). The

increase is due to movements in exchange rates.

Equity

Total equity amounted to USD 91.5 million at December 31,

2025, compared to USD 136.2 million at December 31, 2024.

The decrease is mainly due to the net loss for the period of

USD 12.2 million and the dividend of USD 32.3 million paid in

the second quarter of 2025.


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Cash flow

Net change in cash and cash equivalents was negative USD

59.5 million in the year ended December 31, 2025, compared

to USD 45.7 million negative for the same period in 2024.

Cash flow from operating activities

Net cash flow from operating activities was negative USD

29.5 million in the year ended December 31, 2025, compared

to USD 51.2 million negative for the same period in 2024,

primarily driven by reduced loss before tax in 2025

compared to the same period in 2024, offset by increased

unrealized currency gain.

Cash flow from investing activities

Net cash flow from investing activities was positive USD 3.5

million in the year ended December 31, 2025 (USD 6.9 million

positive). The amounts mainly relate to interest received.

Cash flow from financing activities

Net cash flow from financing activities was negative USD 33.6

million in the year ended December 31, 2025 (USD 1.4 million

negative), primarily due to the USD 32.3 million dividend

payment in the second quarter of 2025.

Allocation of the Parent Company’s net result

The Board of Directors proposed that the loss of USD 12.7

million in Nykode Therapeutics ASA is transferred to retained

earnings.


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WORKING ENVIRONMENT

People & Organization

Nykode is driven by an ambition to pioneer and advance in

the future of medicine. Diversity contributes positively to

innovation and long-term value creation and is reflected in

our organizational culture and strategic focus. Our core

values – courage, integrity, collaboration, respect and

flexibility – guide our efforts to promote equal opportunities

and a fair working environment within the Company.

We are committed to fostering an inclusive and supportive

workplace characterized by mutual respect, trust and

wellbeing. At Nykode, individual perspectives are valued, and

we strive to create an environment where employees feel

safe, respected and acknowledged for their contributions.

This commitment is reflected in our project-based

organization, where cross-functional teams with diverse

backgrounds and expertise collaborate to achieve high-

quality outcomes.

Nykode’s employees remain central to the Company’s ability

to execute its strategic priorities. As a knowledge-based

organization, our success is built on the expertise and

dedication of our people.

Following a strategic repositioning during the second half of

2024, the Company went through a large organizational

restructuring during the first half of 2025. As part of the

organizational restructuring, the number of employees was

significantly reduced to align the organization with with the

Company’s strategic priorities.

Nykode adheres to a set of guidelines in its code of conduct

regarding employee health and safety, and conduct towards

healthcare professionals, vendors and competitors. The

Company has a focus on promoting an overall healthy

working environment. The sick-leave ratio of absence for

2025 was 2.1 %, compared to 2.5 % in 2024.

Equality and anti-discrimination

Nykode is committed to fostering an inclusive and equal

environment for all employees. We work proactively and

systematically to promote equality, prevent discrimination

based on gender, pregnancy, leave related to childbirth or

adoption, care responsibilities, ethnicity, religion, belief,

disability, sexual orientation, gender identity, gender

expression or combination of these, and aim to prevent

harassment, sexual harassment and gender-based violence.

Pursuant to Section 26 of the Norwegian Equality and Anti-

Discrimination Act, Nykode is required to promote equality,

prevent discrimination and report on the status of gender

equality within the Company, including measures taken.

Every second year, Nykode conducts a gender pay gap

analysis and maps any involuntary part-time work. The

results of the gender pay gap across different levels of the

organization are shown in the table below. No cases of

involuntary part-time work were identified in 2025.


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Gender pay gap in the Norwegian part as per December

31, 2025


Gender Pay Gap	Women	Men	Women’s pay in % of men’s pay
Total pay gap between women and men	67%	33%	80%
Level 1 (1)	50%	50%	102%
Level 2 (2)	50%	50%	85%
Level 3 (3)	72%	28%	97%
Level 4 (4)	75%	25%	100%

(1) Level 1 includes senior management

(2) Level 2 includes directors, associate directors, principals and VPs

(3) Level 3 includes senior professionals

(4) Level 4 includes professionals

The table below presents statistics on the status of

gender equality in Nykode as per December 31, 2025


31.12.2025	Norway			Denmark			Group total
	Female	Male	Total	Female	Male	Total	Female	Male	Total
Employees working full time	32	16	48	5	5	10	37	21	58
Employees working part time	0	0	0	0	0	0	0	0	0
Employees on temporary engagements	1	0	1	0	0	0	1	0	0
Total	33	16	49	5	5	10	38	21	59
	67 %	33 %	100 %	50 %	50 %	100 %	64 %	36 %	100 %

The average number of weeks of parental leave in 2025 was

21 weeks for women and 14 for men


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The work related to the duty of activity

Nykode adheres to a global code of conduct that prioritizes

the health and safety of its employees, with established safe


	2025	2024
Employees	59	139
Gender Diversity, M/F	36 % / 64 %	33 % / 67 %
Employee turn over	36%	31%
Gender diversity Board of Directors, M/F	67 % / 33 %	60 % / 40 %

whistleblowing procedures, as mandated by Norwegian law.

This enables employees to report incidents related to e.g.,

discrimination, sexual harassment, or other forms of

harassment. All employees are informed about their ability to

report incidents, with details provided in the employee

handbook. This handbook also includes various routines,

guidelines and policies related to equality and diversity. The

employee handbook is digital and easily accessible by all

employees, and is continuously updated for both Norway

and Denmark which contribute to a work environment

fostering diversity and inclusion.

The Company’s work follows the four-step methodology set

out in the Equality and Anti-Discrimination Act, Section 26

second paragraph: identifying risks, analyzing causes,

implementing measures and evaluating results. This work is

carried out in collaboration with employee representatives.

This includes HR-processes on recruitment, salary and

working condition, development opportunities,

accommodation and the ability to balance work and family

life. The Board regularly reviews the Company’s efforts

related to equality, diversity and inclusion as part of its overall

governance responsibilities Diversity and inclusion continue

to be integral to Nykode’s culture.

Global statistics on Key HR indicators per

31.12.2025


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CORPORATE SOCIAL

RESPONSIBILITY

External environment

As a biotechnology innovator, Nykode is mindful of its

environmental and social impacts. While the Company’s

direct impact is inherently minimal due to the relatively small

scale of its operations, Nykode is committed to adopting best

practices in environmental stewardship. The focus remains

on maintaining compliance with regulatory requirements and

identifying opportunities to reduce its impact.

No significant environmental events or related non-

compliance issues were reported in 2025.

As a biotechnology company, Nykode acknowledges that

many of its waste streams require specialized disposal

methods due to their nature, limiting opportunities for

recycling or alternative waste diversion.

Business ethics

Nykode, in collaboration with its partners, conducts

preclinical experiments in animals as well as clinical trials. The

preclinical experiments are approved by the Animal Welfare

Committee in Nykode and obtains licenses from the

Norwegian Food Safety Authority (Mattilsynet) to conduct

studies in animals. Nykode only uses R&D vendors and

laboratories that are approved and have documented high

standards and expertise in animal research. The clinical trials

are performed in accordance with the ethical and scientific

principles governing clinical research on human subjects, as

set out in the Declaration of Helsinki and the International

Conference on Harmonization (ICH) guidelines on Good

Clinical Practice. Nykode collaborates with international,

competent service providers that specialize in these types of

studies and consults with leading experts on trial design to

optimize trial conduct.The Company has a continuous focus

and monitoring of its internal routines and the Company's

compliance with relevant legislation. Nykode is subject to the

GDPR, incorporated in the Norwegian Personal Data Act

(2018). The GDPR requires the Company to have e.g. records

of processing activities, privacy statements, data protection

policies, risk assessments and data processing agreements.

The Company conducts regular assessments of its GDPR

compliance level. The Company has no reported personal

data breaches, no pending cases with data protection

authorities and no claims from third parties regarding GDPR

non-compliance. Nykode is committed to maintaining the

highest standards of ethical conduct and will not tolerate the

use of bribery or corruption to achieve its business

objectives. The Company has established anti-corruption

policies according to which all employees must decline any

expensive gifts, money, trips or other such offerings from

business contacts. Nykode also meets the requirements of

the Norwegian Transparency Act and the most recent

Transparency Act statement can be found at Nykode’s web-

site (www.nykode.com).


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RISK AND UNCERTAINTY

Research and development risk

Engaging in the development of innovative pharmaceutical

products inherently involves substantial risks, encompassing

factors such as patent protection, clinical trials, and

regulatory approvals within the realm of research and

development. Nykode seeks to mitigate these risks through

appropriate measures. The Company focuses on securing

sufficient patent protection by collaborating closely with

external patent advisors to minimize the risk of patent

infringement claims as well as to prepare any patent defense

should this be necessary. Nykode's clinical operations

department works closely with external regulatory

consultants and regulatory agents to develop regulatory

strategies and frequently interacts with regulatory agencies

to navigate complex approval processes. The design of

clinical trials strictly adheres to best practices and

international regulations to minimize risk, with specialized

Clinical Research Organizations (CROs) engaged to support

these efforts. The clinical trials are carried out in

collaboration with esteemed international partners with solid

experience in conducting such trials and are conducted

according to all applicable quality standards.

Commercial risk

The Group faces commercial risks associated with various

aspects of its operations, including research and

development, manufacturing, and commercialization of

products, within a competitive landscape. These risks include:

• Competition from other companies developing alternative

or similar therapies, which may impact the Company's

ability to conduct clinical trials, seek regulatory approval,

and achieve future sales.

• Partnerships and collaborations with key entities such as

Regeneron and MSD, which may be impacted by factors

such as their ability to provide R&D support and willingness

to develop and promote products, as well as overall market

conditions.

• Adverse events affecting the Company's products, such as

safety concerns or negative publicity, potentially leading to

significant impacts on the Company’s results and cash

flows.

• The expiration or loss of patent protection, along with

challenges or invalidation of patents or patent applications,

which could adversely affect the Company’s future results

and cash flows.

Despite these risks, proactive measures are being taken to

address them. This includes ongoing risk assessments,

strategic planning, and close collaboration with partners to

capitalize on their expertise and minimize potential negative

impacts.

Market risk

The long-term financial success of the the Company requires

obtaining marketing authorizations and securing acceptable

reimbursement for its drugs. There can be no assurance that

the Company's drugs will attain cost-effective selling prices or

reimbursement rates. The Company's products are subject to

approvals from regulatory authorities, such as the U.S. Food

and Drug Administration (FDA) and the European Medicines

Agency (EMA), to market its products in their respective

regions, as well as equivalent regulatory authorities in other

jurisdictions worldwide to commercialize products in those

regions.

Successful launches and sales for pipeline products may not

be achieved due to changes in market dynamics or

competition, unsuccessful marketing, and/or pricing

pressure due to limitations on healthcare budgets. Any such

adverse events could have a material impact on the

Company's financial results and cash flows.

As with any drug intended for diagnostic or therapeutic use,

adverse clinical reactions are always a possibility. This could

have a significant impact on the Company's reputation and

financial position.


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Financial risk

Nykode is exposed to financial risk factors, including risks

associated with cash management, the short-term liquidity

profile of development programs, liquidity from partnerships

and the ability to attract capital from financial markets. The

Company has not entered into any hedging agreements to

reduce financial risk as of December 31, 2025.

The expected main sources of capital to secure future

funding are the capital market and potential new

collaboration agreements with partners and potential

funding from grant applications.

The Company is exposed to currency risk as employee

expenses are primarily in Norwegian Kroner (NOK) and

Danish Kroner (DKK), and much of its operating expenses for

the clinical trials are paid in foreign currency, primarily in US

dollars (USD). The Company keeps bank deposits in NOK,

DKK, GBP, EUR and USD for operational purposes, and to

reduce its currency risk. The Company regularly considers its

current risk management of foreign exchange rates and will

adjust it if deemed appropriate.

Nykode has purchased and maintains a Directors and

Officers Liability Insurance on behalf of the members of the

Board of Directors and the CEO. The insurance also covers

any employee acting in a managerial capacity and includes

controlled subsidiaries. The insurance policy is issued by

reputable insurers with an appropriate rating.

IT-related risk

Nykode uses external assistance from qualified vendors to

provide advice on cybersecurity and systems security where

relevant. The Company’s IT systems use authentication

systems to reduce the risk of unauthorized access to its

systems. The Company has appropriate protection from

viruses and malware. Nykode has implemented procedures

for IT security and data management via its IT vendors.

Server back-ups are run automatically at regular intervals.

Tax Risk

Nykode has an ongoing case with the Norwegian Tax

Administration (NTA) relating to the tax treatment of up-front

payments received under a license agreement entered into

in 2020. In October 2023, Nykode received a decision from

the NTA, whereby the up-front payments were re-classified

as taxable income in full in 2020. The decision triggered a tax

payable of NOK 325 million (USD 29 million equivalent). The

decision was appealed by Nykode to the Tax Appeals

Committee (Norw: Skatteklagenemda). An outcome of the

appeal is expected in the second quarter of 2026. As

required under Norwegian law, the tax payable was settled

pending an outcome of the appeal. There is a risk Nykode

can lose the appeal.


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Going Concern

Pursuant to § 3.3 (a) of the Norwegian Accounting Act, it is

confirmed that the conditions for assuming that the Group is

a going concern are present, and that the financial

statements have been prepared on the basis of this

assumption. No events have occurred since the end of 2025,

except those which are stated in this report that are of major

significance for the assessment of the Company’s financial

position and results.

Events after the reporting period

Non-adjusting events

Dr. Barbara Krebs-Pohl was elected Chair of the Board, and

Dr. John Beadle and Susanne Stuffers were elected as Board

members at an extraordinary general meeting held on

January 21, 2026.

On January 30, 2026 a total of 600,000 share options were

granted to these board members under the company's share

option scheme and in accordance with the resolution from

the extraordinary general meeting held on January 21, 2026.

The share options have a strike price of NOK 7.00 per share.

The share options will vest equally over a three year vesting

period; on the date of the Annual General Meeting in 2027,

the date of the Annual General Meeting in 2028 and the date

for the Annual General Meeting in 2029. The share options

will expire on January 1, 2030.


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RESPONSIBILITY STATEMENT

We confirm that, to the best of our knowledge, that the financial statements for the period from January 1 to December 31, 2025 have been prepared in accordance with IFRS adopted by EU

and gives a true and fair view of the Group and the Company’s consolidated assets, liabilities, financial position and results of operations, and that the Report of the Board of Directors provides

a true and fair view of the development and performance of the business and the position of the Group and the Company together with a description of the key risks and uncertainty factors

that the Company is facing.

Oslo, April 16, 2026

Board of Directors, Nykode Therapeutics ASA



Barbara Krebs-Pohl	John Beadle	Christian Åbyholm	Susanne Stuffers	Trygve Lauvdal
Chair of the Board	Board Member	Board Member	Board Member	Board Member


		Michael Thyrring
		Engsig
		CEO


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SENIOR

MANAGEMENT

AND BOARD OF

DIRECTORS


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SENIOR MANAGEMENT

MICHAEL ENGSIG

Chief Executive Officer

Michael Engsig joined Nykode in 2017. He is

a broadly anchored pharmaceutical

professional with extensive experience, from

early-stage drug discovery to late-stage

development and product launches in

biotech and pharma and across all major

geographical areas. His career history

includes specialist and managerial roles at

Takeda and Nycomed. He is a board member

of Fluoguide A/S. Michael holds a civil

engineering (MSc) degree in chemistry

specializing in biotechnology from the

Technical University of Denmark, and a

Graduate Diploma in Business

Administration (HD) in organization and

leadership from the Copenhagen Business

School (CBS).

AGNETE B. FREDRIKSEN

Chief Scientific Officer and Business

Development

Agnete Fredriksen is co-founder of Nykode

and has served in various roles in Nykode

management. Her previous employers

include Affitech AS and Medinnova AS. She is

the author of numerous scientific papers in

the field of immunology, immunotherapy

and vaccines, and has been awarded several

patents in the field of immunotherapy. She is

a board member of Molecular Partners AG.

Agnete holds an MSc and a Ph.D. from the

Institute of Immunology, Rikshospitalet

Medical Center in Oslo, where she designed

and developed the first Vaccibody™ vaccine

molecules. She received the King’s Gold

Medal of Merit for her Ph.D. thesis describing

vaccibodies.

HARALD GURVIN

Chief Financial Officer

Harald Gurvin joined Nykode as Chief

Financial Officer in 2021. He has a long

career in the field of finance. Prior to joining

Nykode, he served as Chief Financial Officer

at Flex LNG, a company owning and

operating LNG carriers and listed on both

the New York and Oslo Stock Exchanges. He

also served as Chief Financial Officer of SFL

Corporation Limited, a leading international

ship-owning company listed on the New York

Stock Exchange. Harald holds an MSc in

Shipping, Trade and Finance from Bayes

Business School (formerly CASS) and a MSc

in Marine Engineering and Naval

Architecture from the Norwegian University

of Science and Technology (NTNU).

LOUISE STUBBE

Chief Legal Officer

Louise Stubbe joined Nykode as Chief Legal

Officer in 2022. She brings over a decade of

life sciences industry experience from both

private and public companies. Louise has a

diverse career background in the biotech,

MedTech and pharma industries. Most

recently, she served as Vice President, Group

General Counsel, at KemPharm and

Orphazyme, where she built the global legal

department. Prior to these roles, she served

as Senior Corporate Legal Counsel at Ambu

and LEO Pharma, where she held various

roles in the law department. Louise holds a

law degree (cand.jur.) from the University of

Copenhagen in Denmark.


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BOARD OF DIRECTORS

DR. BARBARA KREBS-POHL

Chair of the Board,, Member of R&D Committee

Dr. Barbara Krebs-Pohl has served as Chair of the Board since

January 2026. She is a seasoned biotech executive with more

than 25 years of global experience across R&D, business

development, licensing, alliance management, portfolio

management and strategic transformation. Her career includes

a distinguished 20-year tenure at MorphoSys AG, where she

held roles including Chief Business Officer, Chief Integration

Officer, and Senior Vice President of Global Business

Development & Licensing and Alliance Management. She

played a central role in multiple high-value transactions,

strategic partnerships, and the company’s evolution leading up

to its eventual acquisition by Novartis. She currently serves as

independent director of CASI Pharmaceuticals (Nasdaq), Chair

of the Board of OneChain Immunotherapeutics (Spain),

Managing Director of the Foundation of Stem Cell Therapy and

Regenerative Medicine and Managing Director of Viopas

Venture Consulting (Germany). Her scientific background

includes a PhD focused on antibody technologies, combined

with extensive early-career work in immunology and discovery

research.

DR. JOHN BEADLE

Board Member, Chair of R&D Committee

Dr. John Beadle has served on the Board of Directors since

January 2026. He is an experienced biotechnology

entrepreneur, physician, and senior executive with more than

25 years of global leadership across immunotherapy

development, gene therapy, and oncology. He was the

founding CEO of PsiOxus Therapeutics, where he advanced

multiple clinical programs, secured major strategic

partnerships, raised substantial capital, and built an IPO-ready

organization. He currently serves as Non-Executive Chair of

Vitarka Therapeutics and Non-Executive Director of

Pneumagen, CamGene Therapeutics and Icosphere

Biosciences. Earlier in his career, he co-founded PowderMed

and contributed to the first clinical efficacy signal for a

nucleotide-based vaccine, later supporting the company’s sale

to Pfizer. He also held senior roles in R&D, product

development, and global medical operations at GSK, Pfizer,

PowderJect Pharmaceuticals and Glaxo Wellcome.

CHRISTIAN ÅBYHOLM

Board Member, Chair of Audit Committee

Christian Åbyholm has served on the Board of Directors since

January 2020. He is a partner at Andenæsgruppen, a

shareholder of Nykode. His prior professional experience and

past roles include M&A, business development and equity

research with Norsk Hydro, Aker RGI, Morgan Stanley and

Merrill Lynch. Christian is a CFA Charter holder, has an MBA

from IMD, and holds a business degree (siviløkonom) from the

Norwegian School of Economics and Business Administration.

In addition, he completed the first two years of law school at

the University of Oslo.


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SUSANNE STUFFERS

Board Member, Member of Audit Committee

Susanne Stuffers has served on the Board of Directors since

April 2025. She also served as member of the Board from

February 2019 until May 2021. She holds an M.D. degree from

the Erasmus University Rotterdam, Netherlands, and a Ph.D.

degree in cancer biomedicine from the Norwegian

Radiumhospital. She has broad experience in healthcare and

life sciences, covering the sector from several angles. She was

a management consultant in health care (public and private)

and life sciences at EY, served in medical and commercial roles

in the pharmaceutical industry (Novartis), and has clinical

practice as a resident in oncology. She worked with Arctic

Securities as an equity analyst covering the healthcare sector,

before joining forces with T.D. Veen to co-found and lead P53

Invest. She has supported life science companies in different

phases of development.

TRYGVE LAUVDAL

Board Member

Trygve Lauvdal, Ph.D. has served on the Board of Directors

since April 2025. He also served as Observer to the Board since

December 2021, prior to which he served as a member of the

Board Member from April 2020. He is an Investment Director

with RASMUSSENGRUPPEN AS, a shareholder of the Nykode.

Prior to joining RASMUSSENGRUPPEN AS, he worked as an

equity analyst with DNB Markets and as product manager with

ABB. He has held several board positions with Norwegian

companies. Trygve holds a Ph.D. in Engineering Cybernetics

from the Norwegian University of Science and Technology

(NTNU).


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CORPORATE GOVERNANCE

1. Implementation and reporting on corporate

governance

Nykode will seek to comply with the Norwegian Code of

Practice for Corporate Governance (the “Code”). The Board

shall include a report on the Company’s corporate

governance in its annual report, including an explanation of

any deviations from the Code.

Deviations from the Code: None

2. Business

Nykode’s business is clearly defined in the Company’s Articles

of Association as follows: “development of biomedical

products and services”. The business of the Company's and

subsidiaries is conducted in compliance with the objective set

forth in the Company's articles of association.

The Board defines clear objectives, strategies and risk

profiles for the Company's business activities such that the

Company creates value for shareholders in a sustainable

manner. When carrying out this work, the Board takes into

account financial, social and environmental considerations.

The Board evaluates the objectives, strategies and risk

profiles at least once a year.

Deviations from the Code: None

3. Equity and dividends

The Board will ensure that the Company has a capital

structure that is appropriate to the Company’s objective,

strategy and risk profile, thereby ensuring that there is an

appropriate balance between equity and other sources of

financing. The Board will continuously assess the Company’s

capital requirements related to the Company’s objective,

strategy and risk profile.

The Company is committed to create long-term value for its

shareholders. The Board may resolve to establish and

disclose a clear and predictable dividend policy, or

alternatively, if the Board considers the Company to be in a

phase of growth, the Board may decide not to establish and

disclose a dividend policy or to pay dividends. The

background for any proposal to grant the Board an

authorization to approve distribution of dividends will be

explained.

General authorizations for the Board to increase the share

capital and buy own shares will normally be restricted to

defined purposes and will, in general, be limited in time to no

later than the date of the next annual general meeting of the

Company.

At the Company’s annual general meeting on May 26, 2025, a

dividend of NOK 1.00 per share was approved.

At the Company’s annual general meeting on May 26, 2025,

the Board was also granted authorization to increase the

share capital by a maximum amount of NOK 326,546.44,

equal to a 10% increase in the number of outstanding shares

at the time of the general meeting. The authorization is valid

until the annual general meeting in 2026, however no longer

than June 30, 2026. Existing shareholders’ pre-emptive rights

to subscribe for and to be allocated shares may be

derogated from. The authorization may be used in

connection with (i) capital raisings for the financing of the

company's business; (ii) in connection with acquisitions and

mergers, or (iii) to increase the spread of ownership in the

shares. The Board was also granted authorization to increase

the share capital by a maximum amount of NOK 70,300 in

one or more share capital increases through issuance of new

shares in connection with incentive programs. The Company

did not utilize these authorizations in 2025.

Deviations from the Code: None

4. Equal treatment of shareholders

There is only one class of shares in the Company and all of

the Company's shares carry equal rights.

All shareholders will be treated on an equal basis, unless

there is a just cause for treating them differently in

accordance with applicable laws and regulations. In the event

of an increase in share capital of the Company through

issuance of new shares, a decision to waive the existing

shareholders' pre-emptive rights to subscribe for shares will

be justified. If the Board resolves to issue new shares and

waive the pre-emptive rights of existing shareholders

pursuant to a Board authorization granted by the general

meeting, the justification will be publicly disclosed in a stock

exchange announcement issued in connection with the

share issue. The reasons for any deviation from equal

treatment of all shareholders in capital transactions will be

included in the stock exchange announcement made in

connection with the transaction.

Any transactions carried out by the Company in the

Company's own shares will be carried out through Oslo Stock

Exchange and in any case at prevailing stock exchange

prices. In the event that there is limited liquidity in the

Company's shares, the Company will consider other ways to

ensure equal treatment of shareholders. Any transactions in


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own shares will be evaluated in relation to the rules on the

duty of disclosure, as well as in relation to the prohibition

against illegal insider trading and market manipulation, the

requirement for equal treatment of all shareholders, and the

prohibition of unreasonable business methods.

Deviations from the Code: None

5. Shares and negotiability

The shares of the Company are freely negotiable. The

Company will not limit any party’s ability to own, trade or vote

for shares in the Company. The Company will provide an

account of any restrictions on owning, trading or voting for

shares in the Company.

Deviations from the Code: None

6. General meetings

All shareholders have the right to participate in the general

meetings of the Company, which exercise the highest

authority of the Company. The annual general meeting will

normally be held before June 30 each year.

The Board will ensure that:

i. the resolutions and supporting information distributed

are sufficiently detailed, comprehensive and specific to

allow shareholders to form a view on all matters to be

considered at the meeting;

ii. any deadline for shareholders to give notice of their

intention to attend the meeting is set as close to the date

of the meeting as possible;

iii. members of the Board and the chair of the nomination

committee have the possibility to attend the general

meeting. The Company will, however, normally not have

the entire Board attend the general meeting as this is

considered unnecessary; and

iv. the general meeting will normally be chaired by the Chair

of the Board or an individual appointed by the Chair of

the Board. Having the Chair of the Board or a person

appointed by him/her chairing the general meetings

simplifies the preparations for the general meetings

significantly. In the Company’s experience, its procedures

for the chairmanship and execution of general meetings

have proven satisfactory.

Shareholders in the Company will be able to vote on each

individual matter, including on each individual candidate

nominated for election. Shareholders who cannot attend the

meeting will be given the opportunity to vote. The Company

will design the form for the appointment of a proxy to make

voting on each individual matter possible and will nominate a

person who can act as a proxy for shareholders.

Deviations from the Code: None

7. Nomination committee

Nykode has established a nomination committee as laid

down in the Company's articles of association. The general

meeting has stipulated guidelines for the duties of the

nomination committee. The guidelines were latest amended

at the Company’s annual general meeting on May 12, 2022.

The nomination committee shall consist of two or three

members. The Company's general meeting elects the

members of the nomination committee and determines their

remuneration. Members are elected for two years at a time,

unless otherwise resolved by the general meeting.

The nomination committee shall have contact with

shareholders, the Board and the Company’s executive

personnel as part of its work on proposing candidates for

election to the Board.

The members of the nomination committee shall be selected

to take into account the interests of shareholders in general.

The majority of the committee will be independent of the

Company's Board and the executive personnel. The

nomination committee shall not include any of the

Company's executive personnel or any member of the Board.

The nomination committee's duties will be to propose

candidates for election to the Board and nomination

committee and to propose the fees to be paid to members of

these bodies.

The nomination committee has guidelines to address the

Company's need for competence and diversity, as outlined in

the corporate governance charter as well as the nomination

committee charter. The purpose is to ensure a reasonable

representation in terms of gender and background.

At the Company’s annual general meeting held on May 26,

2025, Tom Pike was elected as chair of the nomination

committee. The previous chair of the nomination committee,

Lars Lund-Roland, resigned from the nomination committee

in April 2025. Lars Erik Larsson and Jan Fikkan, were elected

at the annual general meeting held on May 16, 2024, and

were not up for election.

Deviations from the Code: None

8. Board of Directors, composition and independence

The Company’s articles of association stipulate that the Board

shall consist of two to eight members elected by the

shareholders. The Chair of the Board is elected by the

general meeting.

The composition of the Board shall ensure that the Board

can attend to the common interests of all shareholders and

meets the Company's need for expertise, capacity and

diversity.


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The composition of the Board shall ensure that it can operate

independently of any special interests. The majority of the

shareholder-elected members of the Board shall be

independent of the Company's executive personnel and

material business contacts. At least two of the members of

the Board elected by shareholders shall be independent of

the Company’s main shareholder(s).

The Board shall not include members of the Company's

executive personnel. If the Board does include executive

personnel, the Company will provide an explanation for this

and implement consequential adjustments to the

organization of the work of the Board, including the use of

board committees to help ensure more independent

preparation of matters for discussion by the Board, cf.

Section 9 of the Code.

On March 27, 2025, it was announced that three of the

members of the Board had resigned, including the Chair of

the Board. Following the resignations, the Board consisted of

Christian Åbyholm and Harald Arnet.

At the extraordinary general meeting held on April 23, 2025,

Susanne Stuffers was elected as Chair of the Board. In

addition, Trygve Lauvdal, was elected as member of the

Board, to replace Harald Arnet who had decided to step

down. Christian Åbyholm continued as a member of the

Board.

At the annual general meeting held on May 26, 2025,

Susanne Stuffers was re-elected as Chair of the Board and

Trygve Lauvdal was re-elected as member of the Board.

Christian Åbyholm was not up for re-election as board

member and continued his directorship. Christian Åbyholm

and Trygve Lauvdal are not considered independent of the

Company’s major shareholders. At December 31, 2025, the

composition of the Board did thus not satisfy the

independence requirements set forth in the Code.

At the extraordinary general meeting held on January 21,

2026, Dr. Barbara Krebs-Pohl was elected as Chair of the

Board and Dr. John Beadle was elected as a member of the

Board. In addition, Susanne Stuffers, the previous Chair of

the Board, was elected as a member of the Board. Christian

Åbyholm and Trygve Lauvdal continued as members of the

Board. Dr. Barbara Krebs-Pohl, Dr. John Beadle and Susanne

Stuffers are all considered independent of the Company’s

major shareholders

An overview of the number of shares in the Company owned

by board members as of December 31, 2025 is included in

the notes to the financial statements (Note 6.1

Remuneration to Executive Management and the Board of

Directors).

Deviations from the Code: At least two of the members of the

Board elected by shareholders were not independent of the

Company’s main shareholders at December 31, 2025. Following

the extraordinary general meeting held on January 21, 2026,

three of the members of the Board were independent of the

Company’s main shareholders.

9. The work of the Board of Directors

The Board has issued instructions for its own work as well as

for the executive management with particular emphasis on

clear internal allocation of responsibilities and duties.

The Board will present any agreements with related parties,

either of the Board or the executive management, in their

annual directors’ report. The Board will also ensure that

members of the Board and the Company's executive

personnel make the Company aware of any material interests

that they may have in items to be considered by the board of

directors.

In order to ensure a more independent consideration of

matters of a material character in which the Chair of the

Board is, or has been, personally involved, the Board's

consideration of such matters will be chaired by some other

member of the Board.

The Board will provide details in the annual report of any

board committees appointed.

The Board will evaluate its performance and expertise

annually.

Committees

At the beginning of 2025, the Board had established three

sub-committees in the form of the Audit Committee,

Remuneration Committee and Research and Development

Committee. The committees are preparatory and advisory

working committees and assist the Board with the

preparation of items for consideration. Decisions are made,

however, by the full Board.

The Audit Committee is a preparatory and advisory select

committee for the board of directors of the Company. The

committee shall prepare the Board's supervision of the

Company’s financial reporting process and monitor the

systems for internal control and risk management. The

committee shall have continuous contact with the Company's

auditor regarding the audit of the annual accounts and

review and monitor the independence of the Company's

auditor, including in particular the extent to which services

other than auditing provided by the auditor or the audit firm

represent a threat to the independence of the auditor.

The Remuneration Committee shall recommend the

Company's remuneration policy for the executive

management for final approval by the Board prior to

approval by the general meeting. The committee will make

proposals to the Board on remuneration of the executive

management and to the Nomination Committee on

remuneration for Board members. This is to ensure that the

remuneration for the above-mentioned stakeholders is

following the Company's remuneration guidelines. The


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committee will review the executive managements’ annual

business performance achievements against predefined

annual corporate goals. The Remuneration Committee was

dissolved during the first quarter of 2025, and the full Board

has taken on the responsibilities previously assigned to the

Remuneration Committee.

The Research and Development Committee shall oversee

matters relating to the Company’s scientific and

technological capabilities and development programs and

report to the Board regarding such matters to help facilitate

Board oversight of (1) the Company’s investment in research

and development, product improvements and technology

and (2) the Company’s strategy and processes regarding

engagement of the scientific community, support of research

and clinical studies and development of scientific data

generated by the Company’s products. The committee will

also monitor and evaluate significant emerging trends and

issues in science and technology relevant to the Company

and assist the Board and management in implementing

appropriate advisory and thought-leader interactions.

Following the resignation of three members of the Board in

March 2025, there were no members of the Research and

Development Committee as per December 31, 2025.

Following the extraordinary general meeting held on January

21, 2026, the Research and Development Committee was

revived with Dr. Barbara Krebs-Pohl and Dr. John Beadle as

members.

Deviations from the Code: None

10. Risk management and internal control

As a listed company, the Company is committed to

maintaining a sound system of risk management and internal

control that is appropriate for the size, complexity, and risk

profile of our business. The Board will carry out an annual

review of the Company’s most important areas of exposure

to risk and internal control arrangements.

The Company has established clear procedures for

identifying, assessing, and managing risks, and regularly

evaluates and updates these practices to ensure their

effectiveness. Significant risks, including strategic, financial,

liquidity, and operational risks, are assessed on an ongoing

basis and at least once a year by the Board.

The finance function is responsible for the preparation of the

Company’s financial statements and reports, ensuring

compliance with IFRS and other applicable laws and

regulations. The annual financial statements are reviewed by

the Company’s auditor, and the main features of our internal

control and risk management systems as they relate to

financial reporting are provided in the annual report.

The Company has also established mechanisms to prevent

and address corruption, fraud, bribery, and other

irregularities, including internal channels for reporting that

protect the identity of the reporter if required.

Deviations from the Code: None

11. Remuneration of the Board of Directors

The annual general meeting determines the Board’s

remuneration annually on the basis of the recommendations

of the Nomination Committee. The remuneration of the

Board shall reflect the Board’s responsibility, expertise, time

commitment and the complexity of the Company’s activities.

Work in sub-committees may be compensated in addition to

the remuneration received for Board membership. Members

of the Board, and/or companies with which they are

associated with, shall not take on specific assignments for the

Company in addition to their appointment as a member of

the Board. If they do nonetheless take on such assignments,

this shall be disclosed to the full Board. The remuneration for

such additional duties shall be approved by the Board.

In line with the internationalization of the Company and its

board composition over the last years, the Company has

historically chosen to deviate from the recommendation that

the Board should not receive share options. The

remuneration of the Board approved at the general meeting

held on May 26, 2025 consisted only of cash. The

remuneration of the Board approved at the extraordinary

general meeting held on January 21, 2026 consisted both of

cash and share options, as is common in the international

market.

Deviations from the Code: The Company has granted share

options to members of the Board

12. Salary and other remuneration for executive

personnel

The guidelines for remuneration of executive management

are prepared by the Board for consideration of the annual

general meeting. The current guidelines were approved at

the annual general meeting held on May 26, 2025 and are

available on the Company’s website. The main principles of

the remuneration policy are; i) remuneration shall be market

competitive, but not leading; ii) remuneration shall be

motivational and drive value creation for shareholders; iii)

remuneration shall be transparent and acceptable both

internally and externally; and iv) remuneration shall be

flexible, allowing adjustments over time. The remuneration

scheme is based on the following; i) base salary; ii) short term

incentive plan; iii) long term incentive plan; iv) pension

benefits; v) other terms of employment.

More detailed information about the remuneration of

executive management may be found in the report on

remuneration to executive management, which is available

on the Company’s website.

Deviations from the Code: None


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13. Information and communications

The Board has established guidelines for the Company's

reporting of financial and other information and for contact

with shareholders other than through general meetings. The

Company ensures that relevant, accurate and timely

information is made available to the market as a basis for fair

pricing and regular trading of the Company’s shares, and

that the Company is perceived as a visible, accessible, reliable

and professional company by the capital market, while at the

same time always observing the rules and legislation for

listed companies on the Oslo Stock Exchange. The guidelines

include policy on who is entitled to speak on behalf of the

company on various subjects.

Deviations from the Code: None

14. Take-overs

The Board has prepared guidelines for how to act in the

event of a possible takeover bid for the Company. The

purpose of the guidelines is to safeguard the interests of the

shareholders in respect to a possible rumored or actual offer

for the outstanding shares in the Company. The Board shall

not seek to hinder or obstruct any takeover bid unless there

are justifiable grounds for doing so based on the Company's

and the shareholder's collective interests. The Board will

ensure that all shareholders are treated equally in a takeover

process and shall not institute measures with the intention of

protecting the personal interests of its members at the

expense of the interests of the shareholders. The Board will

generally seek to ensure that the values and interests of the

shareholders are protected and that shareholder value is

maximized. The Board will evaluate any bid and issue a

statement on the Board’s opinion of the bid, and if required

obtain a valuation from an independent expert.

Deviations from the Code: None

15. Auditors

The Company's external auditor is Deloitte AS. On an annual

basis, the Board reviews with the auditor the Company’s

internal control procedures, including identified risk areas

and proposals for improvement, as well as the main features

of the plan for the audit of the Company. The auditor must

annually present to the Board a plan of the audit work and a

written confirmation that the auditor satisfies established

requirements as to independence and objectivity.

Furthermore, the auditor participates in meetings of the

Board that deal with the annual accounts and, at least once a

year, carries out a review of the Company’s procedures for

internal control in collaboration with the audit committee. At

least one Board meeting with the auditor shall be held each

year in which no member of the senior management is

present.

The Board of Directors has established guidelines in respect

of the use of the auditor by the senior management for

services other than the audit, to ensure that the auditor's

independence and objectivity as an auditor is not

compromised.

The remuneration to the auditor will be approved by the

ordinary general meeting. The Board of Directors will report

to the general meeting details of fees for audit work and any

fees for other specific assignments.

Deviations from the Code: None


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$p44.jpg$

FINANCIAL

STATEMENTS


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CONSOLIDATED STATEMENT OF

COMPREHENSIVE INCOME


GROUP			FOR THE YEARS ENDED DECEMBER 31	PARENT
2025	2024	Notes	Amounts in USD '000	Notes	2025	2024
—	8,679	2.2	Revenue from contracts with customers	2.2	—	8,679
453	479		Other income		453	479
453	9,158		Total revenue and other income		453	9,158
13,552	31,037	2.3	Employee benefit expenses	2.3	9,140	19,741
13,450	24,201	2.4	Other operating expenses	2.4	18,652	33,126
2,039	2,251	3.1, 3.2	Depreciation	3.1, 3.2	1,823	2,039
(28,588)	(48,331)		Operating profit or loss		(29,162)	(45,748)
13,287	9,000	4.6	Finance income	4.6	12,347	8,352
2,396	6,182	4.6	Finance costs	4.6	1,359	7,805
(17,697)	(45,513)		Profit or loss before tax		(18,174)	(45,201)
(5,457)	(6,692)	5.1	Income tax expense	5.1	(5,501)	(6,722)
(12,240)	(38,821)		Profit or loss for the year		(12,673)	(38,479)

			Other comprehensive income:

			Items that subsequently may be reclassified to profit or loss:
54	(12)		Foreign currency translation effects		—	—
54	(12)		Total items that may be reclassified to profit or loss		—	—
54	(12)		Total other comprehensive income for the year		—	—

(12,186)	(38,833)		Total comprehensive income for the year		(12,673)	(38,479)

			Earnings per share ("EPS"):
(0.04)	(0.12)	4.8	Basic EPS - profit or loss attributable to equity holders	4.8	(0.04)	(0.12)
(0.04)	(0.12)	4.8	Diluted EPS - profit or loss attributable to equity holders	4.8	(0.04)	(0.12)


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CONSOLIDATED STATEMENT OF

FINANCIAL POSITION


GROUP				PARENT
31.12.2025	31.12.2024	Notes	Amounts in USD '000	Notes	31.12.2025	31.12.2024
			ASSETS
			Non-current assets
3,044	3,741	3.1	Property, plant and equipment	3.1	2,985	3,667
2,640	4,001	3.2	Right-of-use assets	3.2	2,219	3,388
72	72		Intangible assets		72	72
84	—	5.1	Deferred Tax Asset	5.1	—	—
32,224	28,601	2.9	Other non-current receivables	2.9	32,218	28,600
38,064	36,415		Total non-current assets		37,494	35,727

—	—	4.9	Investments in subsidiaries	4.9	4,575	4,767
—	—		Total financial non-current assets		4,575	4,767

			Current assets
1,602	1,668	2.5	Other receivables	2.5	1,377	1,568
60,289	115,398	4.5	Cash and cash equivalents	4.5	59,271	114,020
61,891	117,066		Total current assets		60,648	115,588
99,955	153,481		TOTAL ASSETS		102,717	156,082


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CONSOLIDATED STATEMENT OF

FINANCIAL POSITION CONT.



			EQUITY AND LIABILITIES
			Equity
367	367	4.4	Share capital	4.4	367	367
96,707	128,986		Share premium		96,707	128,986
18,653	18,683		Other capital reserves		18,651	18,682
(3,006)	(3,060)		Other components of equity		(3,113)	(3,113)
(21,184)	(8,762)		Retained earnings		(17,635)	(4,780)
91,537	136,214		Total equity		94,977	140,142

			Non-current liabilities
1,300	2,145	3.2	Non-current lease liabilities	3.2	1,024	1,715
926	822		Other non-current liabilities		926	822
—	5,201	5.1	Deferred tax liabilities	5.1	—	5,320
2,226	8,168		Total non-current liabilities		1,950	7,857

			Current liabilities
1,250	1,293	3.2	Current lease liabilities	3.2	1,019	1,091
4,074	3,679	2.6	Trade and other payables	2.6	4,043	3,762
868	4,103	2.7	Current provisions	2.7	728	3,230
—	24	5.1	Income tax payable	5.1	—	—
6,192	9,099		Total current liabilities		5,790	8,083

8,418	17,267		Total liabilities		7,740	15,940
99,955	153,481		TOTAL EQUITY AND LIABILITIES		102,717	156,082


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Oslo, April 16, 2026

Board of Directors, Nykode Therapeutics ASA



Barbara Krebs-Pohl	John Beadle	Susanne Stuffers	Christian Åbyholm	Trygve Lauvdal
Chair of the Board	Board Member	Board Member	Board Member	Board Member


Michael Thyrring Engsig
CEO


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CONSOLIDATED STATEMENT

OF CASH FLOWS


GROUP			FOR THE YEARS ENDED DECEMBER 31	PARENT
2025	2024	Notes	Cash flows from operating activities (USD '000)	Notes	2025	2024
(17,697)	(45,513)		Profit or loss before tax		(18,174)	(45,201)
			Adjustments to reconcile profit before tax to net cash flows:
(34)	(137)		Income tax expense		—	—
(10,961)	(2,459)	4.6	Net financial income/expense	4.6	(11,206)	(178)
732	743	3.1	Depreciation of property, plant and equipment	3.1	707	720
1,307	1,508	3.2	Depreciation of Right-of-use assets	3.2	1,117	1,319
(30)	3,787	4.7	Share-based payment expense	4.7	161	1,063

			Working capital adjustments:
67	1,405	2.5	Changes in trade receivables and other receivables	2.5	191	1,333
395	(2,563)	2.6	Changes in trade and other payables	2.6	385	(2,328)
(3,235)	(7,989)	2.7, 2.8	Changes in contract liabilities, current provisions and government grants	2.7,2.8	(2,502)	(8,472)
—	(2)	2.7	Changes in non-current provisions	2.7	—	(2)
(29,456)	(51,220)		Net cash flows from/(used in) operating activities		(29,321)	(51,746)

			Cash flows from investing activities (USD '000)
(38)	(71)	3.1	Purchase of property, plant and equipment*	3.1	(36)	(77)
3,554	7,002	4.6	Interest received	4.6	3,554	7,002
3,516	6,931		Net cash flows from investing activities		3,518	6,925

			Cash flows from financing activities (USD '000)
(1,200)	(1,221)	3.2	Payments for the principal portion of the lease liability	3.2	(1,010)	(1,050)
(117)	(179)	3.2	Payments for the interest portion of the lease liability	3.2	(84)	(136)
(32,279)	—		Dividend paid		(32,279)	—
(33,596)	(1,400)		Net cash flows from financing activities		(33,373)	(1,186)

(59,536)	(45,689)		Net increase/(decrease) in cash and cash equivalents		(59,176)	(46,007)
115,398	162,602	4.5	Cash and cash equivalents at beginning of the year/period	4.5	114,020	161,542
4,427	(1,515)		Net foreign exchange difference		4,427	(1,515)
60,289	115,398		Cash and cash equivalents, end of year		59,271	114,020

* Purchase of PPE is adjusted for non-cash items due to timing of payment.


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CONSOLIDATED STATEMENT OF

CHANGES IN EQUITY


GROUP
Amounts in USD '000	Share capital	Share premium	Other capital reserves	Other components of equity	Retained earnings	Total equity
Balance at January 1, 2024	367	128,986	15,395	(3,048)	29,559	171,259
Profit or (loss) for the year	—	—	—	—	(38,821)	(38,821)
Other comprehensive income	—	—	—	(12)	—	(12)
Share-based payments (Note 4.7)	—	—	3,288	—	500	3,788
Balance at December 31, 2024	367	128,986	18,683	(3,060)	(8,762)	136,214
Profit or (loss) for the year	—	—	—	—	(12,240)	(12,240)
Other comprehensive income	—	—	—	54	—	54
Dividend paid	—	(32,279)	—	—	—	(32,279)
Share-based payments (Note 4.7)	—	—	(30)	—	—	(30)
Other	—	—	—	—	(182)	(182)
Balance at December 31, 2025	367	96,707	18,653	(3,006)	(21,184)	91,537


PARENT
Amounts in USD '000	Share capital	Share premium	Other capital reserves	Other components of equity	Retained earnings	Total equity
Balance at January 1, 2024	367	128,986	15,393	(3,113)	33,199	174,832
Profit or (loss) for the year	—	—	—	—	(38,479)	(38,479)
Share-based payments (Note 4.7)	—	—	3,289	—	500	3,789
Balance at December 31, 2024	367	128,986	18,682	(3,113)	(4,780)	140,142
Profit or (loss) for the year	—	—	—	—	(12,673)	(12,673)
Dividend paid	—	(32,279)	—	—	—	(32,279)
Share-based payments (Note 4.7)	—	—	(30)	—	—	(30)
Other	—	—	—	—	(182)	(182)
Balance at December 31, 2025	367	96,707	18,652	(3,113)	(17,635)	94,978


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1.1 General information

Corporate information

The financial statements of Nykode Therapeutics ASA and its subsidiaries ("Nykode" or "the

Group") for the year ended December 31, 2025 were authorized for issue in accordance with

a Board resolution on April 16, 2026. Nykode Therapeutics ASA ("Parent Company" or

"Parent") has shares traded on the Oslo Stock Exchange, with the ticker symbol NYKD. Nykode

Therapeutics ASA is incorporated and domiciled in Norway, and the address of its registered

office is Gaustadalléen 21, 0349 Oslo, Norway .

The Group consists of clinical-stage biopharmaceutical companies, dedicated to the discovery

and development of novel immunotherapies with a focus on the treatment of cancer and

autoimmune diseases. Nykode’s modular immunotherapy technology specifically targets

antigens to Antigen Presenting Cells (APCs), which have been shown to induce broad, strong

and long-lasting antigen specific immune response in cancer, which correlates with clinical

responses. Nykode’s lead product candidates are abi-suva, a therapeutic immunotherapy for

the treatment of human papillomavirus 16 induced malignancies which demonstrated

positive efficacy and safety results from its Phase 2 trial for the treatment of late line r/m

cervical cancer. Abi-suva is currently being further developed in head and neck cancer with

the randomized Abili-T trial with expected interim results within 2027. VB10.NEO, an

individualized cancer neoantigen vaccine, has been investigated in two trials with more than

10 different indications. The Group has a multi-target collaboration with Regeneron

Pharmaceuticals Inc. (“Regeneron”) within oncology and infectious diseases. VB10.NEO was

out licensed to Genentech Inc. ("Genentech"), a member of the Roche Group, prior to the

termination November 7, 2024.

1.2 Basis of preparation

The financial statements of the Group and Parent Company comprise statement of

comprehensive income, statement of financial position, statement of cash flows, statement of

changes in equity, and related notes. The financial statements have been prepared in

accordance with International Financial Reporting Standards as adopted by the European

Union ("IFRS®").

The financial statements have been prepared on a historical cost basis, except for financial

instruments measured at fair value. The financial statements are prepared based on the

going concern assumption.

Comparative financial information is provided for the preceding period in the statement of

comprehensive income, statement of financial position, statement of equity and statement of

cash flows.

The consolidated financial statements comprise the financial statements of the Parent

Company and its subsidiaries as at December 31, 2025. Control is achieved when the Group is

exposed, or has rights, to variable returns from its involvement with the investee and has the

ability to affect those returns through its power over the investee.

Inter-company transactions, balances and unrealized gains on transactions between group

companies are eliminated. Unrealized losses are also eliminated unless the transaction

provides evidence of an impairment of the transferred asset. Accounting policies of

subsidiaries have been changed where necessary to ensure consistency with the policies

adopted by the group.

Presentation currency and functional currency

The financial statements are presented in US dollars ("USD"), which is the functional currency

of the Parent Company. All USD amounts are rounded to the nearest thousand, unless

otherwise noted. The financial statements of consolidated foreign subsidiaries whose

functional currency is not USD are translated into USD for statement of financial position

items at the closing exchange rate at the date of the statement of financial position and for

the statement of total comprehensive income at the average rate for the period presented.


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1.3 Material accounting policies

Nykode’s material accounting policies are described in each of the individual notes to the

consolidated financial statements. Accounting policies listed below are regarded as the

principal accounting policies applied by Management:

• Right-of-use assets and lease liabilities (note 3.2)

• Taxes (note 5.1)

1.4 Material accounting judgements, estimates and assumptions

The preparation of the financial statements in accordance with IFRS and applying the chosen

accounting policies requires management to make judgements, estimates and assumptions

that affect the reported amounts of assets, liabilities, revenues and expenses. The estimates

and associated assumptions are based on historical experience and various other factors that

are believed to be reasonable under the circumstances. Actual results may differ from these

estimates. The estimates and the underlying assumptions are reviewed on an ongoing basis.

The accounting policies applied by management which includes a significant degree of

estimates and assumptions or judgements that may have the most significant effect on the

amounts recognized in the financial statements, are summarized below:

Accounting judgements:

• Determining whether deferred tax assets should be recognized (note 5.1)

A detailed description of the significant accounting judgements is included in the individual

note where applicable.

Estimates and assumptions:

• Measurement of deferred tax liability/asset (note 5.1)

Nykode based its assumptions and estimates on parameters available when the financial

statements were prepared. Existing circumstances and assumptions about future

developments, however, may change due to market changes or circumstances arising that

are beyond the control of the Group. Such changes are reflected in the assumptions when

they occur.

A detailed description of the significant estimates and assumptions are included in the

individual note where applicable.


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2.1 Operating segment

Operating segments are reported in a manner consistent with the internal reporting provided

to the Chief Operating Decision Maker (“CODM”) for segment performance and resource

allocation. This is reported as one segment as the nature of the activities are similar across

the Group. Nykode has identified the Board of Directors as the CODM.

In the table below non-current assets are broken down by geographical areas based on the

location of the operations:


GROUP			PARENT
31.12.2025	31.12.2024	Non-current assets	31.12.2025	31.12.2024
37,578	35,726	Norway	37,494	35,727
486	689	Denmark	–	–
38,064	36,415	Total non-current assets	37,494	35,727

Non-current assets for this purpose consist of property, plant and equipment, intangible

assets, right-of-use assets, deferred tax asset and other non-current receivables.

Revenue from contracts with customers that amounted to more than 10% of the Groups

revenue in 2025 and 2024 is as follows:


GROUP			PARENT
2025	2024	Revenue from contracts with customers	2025	2024
–	8,453	Revenue from Customer 1	–	8,453
–	226	Revenue from Customer 2	–	226
–	8,679	Total revenue from contracts with customers	–	8,679


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2.2 Revenue from contracts with customers

ACCOUNTING POLICIES

Revenue from sale of licenses

Revenue from sale of licenses relates to the sale of intellectual property (“IP”). For licenses of

intellectual property that are distinct (or represent the predominant item of a combined

performance obligation), the Group assesses whether the license provides the customer with

a right to access the Nykode IP as it exists throughout the license period ("a right to access")

or a right to use the Nykode IP as it exists at the point in time in which the license is granted

("a right to use"). Revenue from licenses that provide the customer with "a right to access" is

accounted for over time as the performance occurs. Revenue from licenses with "a right to

use" is recognized at the time when the license is granted to the customer and when the

customer is able to use and benefit from the license.

Revenue from R&D services

Revenue from conduction of R&D services relates to Nykode’s delivery of R&D activities.

Revenue is recognized over time or point in time based on the type of R&D activities. R&D

activities that are delivered based on specific instructions and Nykode has an unconditional

right to consideration once performed. Nykode also delivers R&D activities on specific projects

where it conducts research and provides the customer with the clinical outcome. Such

services are recognized as performance obligations satisfied over time. Revenue is recognized

based on the stage of completion of the contract, this is based on the actual incurred cost

relative to the total expected cost for these services.

Variable consideration

If the consideration in a contract includes a variable amount, Nykode estimates the amount of

consideration to which it will be entitled in exchange for transferring the goods and services

to the customer. The variable consideration is estimated at contract inception and

constrained until it is highly probable that a significant reversal in the amount of cumulative

revenue recognized will not occur when the associated uncertainty with the variable

consideration is subsequently resolved.

Amounts of variable consideration of sale-based royalties promised in the exchange for a

license of intellectual property are not included in the transaction price or recognized as

revenue until the subsequent sale occurs.

Transaction price

Nykode allocates the total transaction price in proportion to the stand-alone selling price of

each promised good or service in a contract. If a stand-alone selling price is not directly

observable, Nykode estimates the stand-alone selling price that best depicts the amount of

consideration to which the Group expects to be entitled in exchange for transferring the

goods or services to the customer.

Following the termination of the agreement with Genentech in November 2024, Nykode has

recognized the remaining contract liability as revenue per 31.12 2024.


GROUP			PARENT
2025	2024	Revenue from contracts with customers	2025	2024
—	8,679	R&D services	—	8,679
—	8,679	Total revenue	—	8,679


GROUP			PARENT
2025	2024	Geographical distribution	2025	2024
—	8,679	United States of America	—	8,679
—	8,679	Total revenue	—	8,679

The revenue information above is based on the locations of the customers.


GROUP			PARENT
2025	2024	Timing of revenue recognition	2025	2024
—	226	Goods/services transferred at a point in time	—	226
—	8,453	Services transferred over time	—	8,453
—	8,679	Total revenue	—	8,679


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The transaction price allocated to the remaining performance obligations (unsatisfied or

partially unsatisfied) as at December 31 are as follows:


GROUP			PARENT
2025	2024		2025	2024
–	–	Within one year	–	–
–	–	More than one year	–	–
–	–	Total	–	–

Following the termination of the agreement with Genentech in November 2024, Nykode no

longer has any performance obligations as per December 31, 2025 and December 31, 2024.

MATERIAL ACCOUNTING JUDGEMENTS AND ESTIMATES

Significant accounting judgements and estimates related to the Regeneron Agreement and

the Genentech Agreement are listed below.

Determining the performance obligations

Regeneron Agreement

Based on an overall assessment of the agreement and the nature of the deliverables it has

been determined that the license of intellectual property, the R&D activities and the

manufacturing services do not significantly modify each other and are three distinct

performance obligations. It has further been assessed that Nykode is not providing a

significant service of integrating these deliverables into one combined output. Also, the use of

the license is not highly dependent on, or highly interrelated with, the R&D activities or the

manufacturing services. In making these assessments, emphasis has been put on the

standardized nature of the R&D services and the manufacturing services and the fact that a

third-party Clinical Research Organization or Contract Manufacturing Organization could have

provided these services to Regeneron under their supervision.

Estimates of variable consideration

The assessment of amounts included in the transaction price upon inception of the contract is

subject to judgement as there may be significant uncertainty related to the total

consideration to be paid under the agreement

Contract balances

Contract assets and contract liabilities relate to revenue earned from ongoing services. As

such, the balances of these accounts vary and depend on the number of ongoing projects at

the end of the year. The Group presents its trade receivables arising from contracts with

customers separately from contract assets and contract liabilities. Accounting policies and

balances for contract liabilities are presented in note 2.8.


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2.3 Employee benefit expenses


GROUP			PARENT
2025	2024	Employee benefit expenses	2025	2024
10,681	19,660	Salaries	6,787	13,036
1,146	2,173	Social security costs	1,146	2,173
1,314	2,407	Pension costs	644	1,086
(31)	3,789	Share-based payment expense	161	1,141
—	(2)	Social security cost on share-based payments	—	(2)
56	2,349	Termination benefits	56	1,749
386	661	Other employee expenses	346	558
13,552	31,037	Total employee benefit expenses	9,140	19,741
73	167	Average number of full-time employees (FTEs)	60	132

Pensions

The Group has a defined contribution pension plan for its employees which satisfies the

statutory requirements under the Norwegian law on required occupational pension (“lov om

obligatorisk tjenestepensjon”). For the Group's employees in Denmark, the Group has

established a pension scheme which satisfies the requirements under Danish law.

The schemes are defined contribution plans. Contributions are paid to pension insurance

plans and charged to the income statement in the period to which the contributions relate.

Once the contributions have been paid, there are no further payment obligations.

At the end of the reporting period, members of the Board of Directors and Executive

Management held shares and warrants/options in Nykode Therapeutics ASA. For information

on remuneration to Executive Management and the Board of Directors, see note 6.1.


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2.4 Other operating expenses


GROUP			PARENT
2025	2024	Other operating expenses	2025	2024
6,981	14,734	Research and development expenses	6,979	14,731
1,474	2,118	Consulting fees	1,406	2,068
399	1,200	Legal expenses	335	1,084
1,254	2,536	Operating materials	1,254	2,536
561	1,027	Audit and accounting fees	457	875
313	515	Lease expenses	190	378
25	109	Duty and handling costs	25	108
362	876	Travel expenses	248	548
–	–	Purchase of services from subsidiaries	5,782	9,920
2,081	1,088	Other operating expenses	1,976	878
13,450	24,201	Total other operating expenses	18,652	33,126

Total research and development expenses for 2025 were USD 13.4 million (USD 39.7 million

for 2024), of which USD 7.9 million (USD 14.7 million) was recognized as other operating

expense, with the remainder recognized as employee benefit expenses in the statement of

comprehensive income.


GROUP			PARENT
2025	2024	Auditor fees	2025	2024
367	779	Audit fee	346	761
–	18	Tax services	–	–
–	16	Other services	–	1
367	813	Total remuneration to the auditor	346	762

Audit fee:

The amounts above are excluding VAT.


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2.5 Other receivables


GROUP			PARENT
31.12.2025	31.12.2024	Other receivables	31.12.2025	31.12.2024
434	522	VAT receivable	410	497
471	386	Government grants receivables	471	386
697	760	Prepaid expenses	496	666
–	–	Receivables from group companies	–	19
1,602	1,668	Total other receivables	1,377	1,568

The credit risk of financial assets has not increased significantly from initial recognition. For

details regarding the Group's procedures on managing credit risk, reference is made to note

4.3.

No credit losses allowance are recognized at year end 2025 or 2024.

2.6 Trade and other payables


GROUP			PARENT
31.12.2025	31.12.2024	Trade and other payables	31.12.2025	31.12.2024
1,112	864	Trade payables	992	732
368	918	Withholding payroll taxes and social security	429	918
1,092	415	Accruals for payroll, bonus and board remuneration	468	367
1,502	1,482	Other accrued expenses	1,485	1,441
–	–	Payables to group companies	669	304
4,074	3,679	Total trade and other payables	4,043	3,762

For trade and other payables aging analysis, see note 4.2.


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2.7 Provisions

The Group classifies provisions in the following categories:

• Salary related costs: Contains a provision for accrued holiday pay.

• Restructuring provision: Contains redundancy costs incurred in 2024 and 2025 due to

workforce reductions. The provision includes personnel-related expenses such as salaries,

severance packages and costs for consultants supporting the restructuring process.

• Social security for share-based payments: Contains a provision for the accrued social

security on share options and restrictive share units which will be paid when the options are

exercised/fully vested.

• Onerous contract: Contains the recognition of an onerous contract for R&D services to a

customer.

A provision is made and calculated based on management assumptions at the time the

provision is made and is updated as and when new information becomes available. All

provisions are reviewed at the end of the financial year.

Other commitments and contingencies

Contingent liabilities are not recognized in the annual accounts. Significant contingent

liabilities are disclosed, with the exception of contingent liabilities where the possibility of an

outflow of economic resources is considered remote.

Contingent assets are not recognized in the annual accounts but are disclosed when an

inflow of economic benefits is considered probable.

The Group has no contingent assets or liabilities that meet the criteria for disclosure.

Other commitments

The Group did not provide guarantees to or on behalf of third parties or related parties. The

Group has no other significant commitments to disclose.

Onerous contracts

Present obligations arising under onerous contracts are recognized and measured as

provisions. An onerous contract is considered to exist where the Group has a contract under

which the unavoidable costs of meeting the obligations under the contract exceed the

economic benefits expected to be received under it.


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Reconciliation of provisions:


GROUP
	Salary related costs	Restructuring provision	Social security for share based payments	Onerous contract	Total
At January 1, 2024	1,874	—	2	1,876	3,752
Additional provisions made	1,723	3,114	—	—	4,837
Amounts used	(1,438)	(734)	—	(291)	(2,463)
Unused amounts reversed	(436)	—	(2)	(1,585)	(2,023)
At December 31, 2024	1,723	2,380	—	—	4,103
Current provisions	1,723	2,380	—	—	4,103
Non-current provisions	—	—	—	—	—
At January 1, 2025	1,723	2,380	—	—	4,103
Additional provisions made	774	82	—	—	856
Amounts used	(909)	(2,369)	—	—	(3,278)
Unused amounts reversed	(813)	—	—	—	(813)
At December 31, 2025	775	93	—	—	868
Current provisions	775	93	—	—	868
Non-current provisions	—		—	—	—


PARENT
	Salary related costs	Restructuring provision	Social security for share based payments	Onerous contract	Total
At January 1, 2024	1,489	—	2	1,875	3,366
Additional provisions made	1,431	2,386	—	—	3,817
Amounts used	(1,406)	(587)	—	(291)	(2,284)
Unused amounts reversed	(83)	—	(2)	(1,584)	(1,669)
At December 31, 2024	1,431	1,799	—	—	3,230
Current provisions	1,431	1,799	—	—	3,230
Non-current provisions	—	—	—	—	—
At January 1, 2025	1,431	1,799	—	—	3,230
Additional provisions made	633	82	—	—	715
Amounts used	(855)	(1,786)	—	—	(2,641)
Unused amounts reversed	(576)	0	—	—	(576)
At December 31, 2025	633	95	—	—	728
Current provisions	633	95	—	—	728
Non-current provisions	—	—	—	—	—


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2.8 Contract liabilities

ACCOUNTING POLICIES

Contract liabilities

A contract liability is recognized if a payment is received or a payment is due (whichever is

earlier) from a customer before the Group transfers the related goods or services. Contract

liabilities are recognized as revenue when the Group performs under the contract (i.e.,

transfers control of the related goods or services to the customer). Contract asset or contract

liability positions are presented on a net basis for each contract.


GROUP			PARENT
2025	2024	Contract assets/liabilities (-)	2025	2024
—	(8,233)	At January 1	—	(8,233)
—	—	Additions	—	—
—	(220)	Reclassified to trade receivables	—	(220)
—	8,453	Rendering of service in the period	—	8,453
—	—	Total contract assets/liabilities (-) at December 31	—	—

Contract liabilities are recognized when fulfilling performance obligations, mainly from the

recognition of the service component under the agreement with Genentech where progress

is measured over time (See note 2.2). When the consideration becomes unconditional, the

contract assets will be reclassified to trade receivables. The main part of the changes to

contract assets/liabilities in the period are related rendering of services in the period.

The contract liability is classified as a current liability as it will be realized in the entity's normal

operating cycle.

Following the termination of the agreement with Genentech in November 2024, Nykode has

recognized the remaining contract liability as revenue per 31.12 2024.


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2.9 Other non-current receivables


GROUP			PARENT
31.12.2025	31.12.2024	Other non-current receivables	31.12.2025	31.12.2024
13	6	Deposits	7	5
32,211	28,595	Tax receivable	32,211	28,595
32,224	28,601	Total other non-current receivables	32,218	28,600

A significant component of the other non-current receivables per December 31, 2025 and

December 31, 2024 relates to the payment to the Norwegian Tax Administration (NTA)

following their negative decision, where the NTA reiterated their position that the up-front

payments received under a license agreement entered into in 2020 should be treated as

taxable income in full in 2020, rather than the use of taxable gain/loss account whereby part

of the taxable income would be deferred to subsequent years.

Nykode appealed the decision to the Tax Appeals Committee (Norw: Skatteklagenemda) in

2023.


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3.1 Property, plant and equipment


GROUP					PARENT
Machinery and plant	Fixtures, office machinery etc.	Lab facility	Total		Machinery and plant	Fixtures, office machinery etc.	Lab facility	Total
4,086	883	599	5,568	Cost as at January 1, 2024	4,086	766	599	5,451
57	20	—	77	Additions	57	20	—	77
—	(15)	—	(15)	Disposals and write-offs	—	(15)	—	(15)
—	(7)	—	(7)	Effect of movements in exchange rates	—	—	—	—
4,143	881	599	5,623	Cost as at December 31, 2024	4,143	771	599	5,513
25	—	—	25	Additions	25	—	—	25
(2)	(33)	—	(35)	Disposals and write-offs	(2)	(33)	—	(35)
—	14	—	14	Effect of movements in exchange rates	—	—	—	—
4,166	862	599	5,627	Cost as at December 31, 2025	4,166	738	599	5,503

562	379	214	1,155	Depreciation as at January 1, 2024	562	366	214	1,142
463	164	100	727	Depreciation	463	141	100	704
—	(2)	—	(2)	Effect of movements in exchange rates	—	—	—	—
1,025	541	314	1,880	Depreciation as at December 31, 2024	1,025	507	314	1,846
467	130	100	697	Depreciation	467	105	100	672
—	6	—	6	Effect of movements in exchange rates	—	—	—	—
1,492	677	414	2,583	Depreciation as at December 31, 2025	1,492	612	414	2,518

				Net book value:
3,524	504	385	4,413	At January 1, 2024	3,524	400	385	4,309
3,118	339	285	3,741	At December 31, 2024	3,118	264	285	3,667
2,674	185	185	3,044	At December 31, 2025	2,674	126	185	2,985
6-10	3-5	6		Economic life (years)	6-10	3-5	6
Straight-line method				Depreciation plan	Straight-line method

No indicators for impairment of property, plant and equipment were identified in the current or prior period. At December 31, 2025, fixed assets are located across the entire Group.


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3.2 Right-of-use assets and lease liabilities

ACCOUNTING POLICIES

At inception of a contract, the Group assesses whether the contract is, or contains, a lease. 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. To assess whether a

contract conveys the right to control the use of an identified asset, the Group assesses

whether:

• The agreement creates enforceable rights of payment and obligations

• The identified asset is physically distinct

• The supplier does not have a substantive right to substitute the asset throughout the period

of use

• It has the right to obtain substantially all of the economic benefits from use of the asset

• It has the decision-making rights that are most relevant to changing how and for what

purpose the asset is used throughout the contract period

The Group as a lessee

At the commencement date, the Group recognizes a lease liability and corresponding right-

of-use asset for all lease agreements in which it is the lessee, except for the following

exemptions applied:

• Short-term leases (defined as 12 months or less)

• Low value assets

For these leases, the Group recognizes the lease payments as operating expenses in the

statement of comprehensive income.

Measuring the lease liability

The lease liability is initially measured at the present value of the lease payments for the right

to use the underlying asset during the lease term that are not paid at the commencement

date. The lease term represents the non-cancellable period of the lease, together with periods

covered by an option to extend the lease when the Group is reasonably certain to exercise

this option, and periods covered by an option to terminate the lease if the Group is

reasonably certain not to exercise that option.

The lease payments included in the measurement comprise:

• Fixed lease payments, less any lease incentives received.

• Variable lease payments that depend on an index or a rate, initially measured using the

index or rate as at the commencement date.

The lease liability is subsequently measured by increasing the carrying amount to reflect

interest on the lease liability, reducing the carrying amount to reflect the lease payments

made and remeasuring the carrying amount to reflect any reassessment or lease

modifications, or to reflect adjustments in lease payments due to an adjustment in an index

or rate.

The Group presents its lease liabilities as separate line items in the statement of financial

position. Cash flows related to payments for the principal portion of the lease liability are

classified within financing activities.


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3.2 Right-of-use assets and lease liabilities (Continued)

The Group's leased assets

Nykode leases several assets, mainly office facilities and laboratories at Forskningsparken in Oslo, Norway. Nykode also leases office space in Denmark and office equipment. Leases of office

space generally have lease terms up to six years. The Group also leases parking lots and office equipment that are expensed as incurred as they are either considered short term or of low

value.

The Group's right-of-use assets recognized in the statement of financial position are presented in the table below:


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GROUP			Right-of-use assets	PARENT
Fixtures, Office machinery etc.	Office buildings	Total		Fixtures, Office machinery etc.	Office buildings	Total
28	10,057	10,085	Acquisition cost at January 1, 2024	28	8,908	8,936
—	—	—	Additions of right-of-use assets	—	—	—
—	(593)	(593)	Adjustment of right-of-use assets	—	(582)	(582)
28	9,464	9,492	Acquisition cost at December 31, 2024	28	8,326	8,354
—	73	73	Additions of right-of-use assets	—	73	73
—	(133)	(133)	Adjustment of right-of-use assets	—	(126)	(126)
28	9,404	9,432	Acquisition cost at December 31, 2025	28	8,273	8,301

20	3,939	3,959	Depreciation and impairment at January 1, 2024	20	3,604	3,624
7	1,503	1,510	Depreciation of right-of-use assets	7	1,313	1,320
27	5,442	5,469	Depreciation and impairment at December 31, 2024	27	4,917	4,944
1	1,300	1,301	Depreciation of right-of-use assets	1	1,115	1,116
28	6,742	6,770	Depreciation and impairment at December 31, 2025	28	6,032	6,060

—	22	22	Terminations of right-of use assets at December 31, 2024	—	22	22
—	—	—	Terminations of right-of use assets	—	—	—
—	22	22	Terminations of right-of use assets at December 31, 2025	—	22	22

1	4,000	4,001	Carrying amount at December 31, 2024	1	3,387	3,388
—	2,640	2,640	Carrying amount at December 31, 2025	—	2,219	2,219
1	1-6		Remaining lease term or remaining useful life	1	1-6
Straight-line method			Depreciation plan	Straight-line method

2025	2024		Expenses in the period related to practical expedients and variable payments		2025	2024
—	—		Short-term lease expenses		—	—
22	21		Low-value assets lease expenses		20	19
22	21		Total lease expenses in the period		20	19

The lease expenses in the period related to short-term leases, low-value assets and variable lease payments are included in other operating expenses in the statement of comprehensive

income, and the payments are presented in the Group's operating activities in the statement of cash flows.


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3.2 Right-of-use assets and lease liabilities (Continued)


GROUP			PARENT
2025	2024	Changes in the lease liabilities	2025	2024
3,438	5,726	At January 1	2,806	4,866
73	—	New leases recognized during the period	73	—
(1,211)	(1,221)	Cash payments for the principal portion of the lease liability	(1,021)	(1,050)
(118)	(179)	Cash payments for the interest portion of the lease liability	(84)	(136)
118	179	Interest expense on lease liabilities	84	136
(132)	(594)	Adjustment of lease liabilities	(126)	(582)
382	(473)	Currency translation effects	310	(428)
2,550	3,438	Total lease liabilities at December 31	2,042	2,806
1,250	1,293	Current lease liabilities in the statement of financial position	1,019	1,091
1,300	2,145	Non-current lease liabilities in the statement of financial position	1,024	1,715

Lease commitments not included in the lease liabilities

Inflation adjustments

In addition to the lease liabilities presented above, the Group is committed to pay variable lease payments for its office space, mainly related to future inflation adjustments which is estimated

in the initial calculation of lease liabilities. The lease liability and right-of-use asset will be adjusted when the inflation adjustment has a cash flow effect.

Extension and termination options

The Group has some lease contracts that include extension and termination options. These options are negotiated by management to provide flexibility in managing the Groups business

needs. Management applies judgement in evaluating whether it is reasonably certain whether or not to exercise the option to renew or terminate the lease. That is, they consider all relevant

factors that create an economic incentive for it to exercise either the renewal or termination. After the commencement date, the Group reassesses the lease term if there is a significant event

or change in circumstances that is within its control and affects its ability to exercise or not to exercise the option to renew or to terminate.

Other matters

The Group's leases do not contain provisions or restrictions that impacts the Group's dividend policies or financing possibilities. Further, the Group does not have significant residual value

guarantees related to its leases.


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4.1 Financial instruments

ACCOUNTING POLICIES

A financial instrument is any contract that gives rise to a financial asset of one entity and a

financial liability or equity instrument of another entity.

Classification of financial instruments

The Group's financial instruments are grouped in the following categories:

Financial Assets

• Financial assets measured subsequently at amortized cost: Includes mainly other

receivables and cash and cash equivalents

• Financial assets measured subsequently at fair value through profit or loss: Includes other

current financial assets (money market funds) and includes currency derivatives when the

fair value is positive.

With the exception of other current financial assets, the Group's financial assets are part of

the Group's business model with the sole objective to collect contractual cash flows.

Additionally, the contractual terms of the financial assets give rise on specified dates to cash

flows that are solely payments of principal and interest on the principal amount outstanding,

thereby passing the "SPPI test", constituting debt instruments measured at amortized cost.

Financial Liabilities

• Financial liabilities measured subsequently at amortized cost: Represent the Group's non-

interest bearing liabilities such as trade payables, contract liabilities and government grants.

• Financial liabilities measured at fair value through profit or loss: Includes currency

derivatives when the fair value is negative.

Initial recognition and subsequent measurement

Financial assets and liabilities at amortized cost

The Group's financial assets and liabilities are initially recognized at fair value plus directly

attributable transaction expenses. Subsequently, these instruments are measured at

amortized cost using the effective interest method (EIR). Gains and losses are recognized in

profit or loss upon impairment, when the instruments are derecognized as well as through

the EIR amortization process.

Amortized cost is calculated by taking into account any discount or premium on acquisition

and fees or costs that are an integral part of the EIR. The amortization is included as finance

costs in the statement of comprehensive income.

Financial assets and liabilities at fair value through profit or loss

Financial assets and liabilities at fair value through profit or loss are recognized at fair value

are carried in the statement of financial position at fair value with net changes in fair value

recognized in the statement of profit or loss.

The Group did not hold any derivative financial instruments at December 31, 2025 or

December 31, 2024. The Group does not apply hedge accounting.

Impairment of financial assets

Financial assets measured at amortized cost are considered for impairment by recognizing an

allowance for expected credit losses (ECLs). The Group applies a simplified approach in

calculating ECLs, where the Group does not track changes in credit risk, but instead

recognizes a loss allowance based on lifetime ECLs at each reporting date. The Group bases

its ECLs on its historical losses, adjusted for forward-looking factors specific to the debtors

and the economic environment. See note 4.3 for further information related to management

of credit risk.

The Group considers a financial asset in default when contractual payments are more than 90

days past due. However, in certain cases, the Group may also consider a financial asset to be

in default when internal or external information indicates that the Group is unlikely to receive

the outstanding contractual amounts in full before taking into account any credit

enhancements. A financial asset is written off when there is no reasonable expectation of

recovering the contractual cash flows.


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4.1 Financial instruments (Continued)

ACCOUNTING POLICIES (CONTINUED)

Derecognition of financial instruments

A financial asset is derecognized when the rights to receive cash flows from the asset have

expired, the Group has transferred its rights to receive cash flows from the asset or the Group

has assumed an obligation to pay the received cash flows in full under a "pass-through"

arrangement.

A financial liability is derecognized when the obligation under the liability is discharged or

cancelled or expires. When an existing financial liability is replaced by another from the same

lender on substantially different terms or the terms of an existing liability are substantially

modified, such an exchange or modification is treated as the derecognition of the original

liability and the recognition of a new liability. The difference in the respective carrying

amounts is recognized in the statement of comprehensive income.

Offsetting of financial instruments

Financial assets and financial liabilities are offset, and the net amount is reported in the

statement of financial position if there is a currently enforceable legal right to offset the

recognized amounts and there is an intention to settle on a net basis, to realise the assets

and settle the liabilities simultaneously.

The Group's financial instruments are presented in the tables below:


GROUP
As at December 31, 2025	Notes	Financial instruments at amortized cost	Financial instruments at fair value through profit or loss	Total
Assets
Other non-current receivables	2.9	32,224	–	32,224
Trade receivables	2.5	–	–	–
Other receivables	2.5	1,602	–	1,602
Other current financial assets
Cash and cash equivalents	4.5	60,289	–	60,289
Total financial assets		94,115	–	94,115

Liabilities
Trade and other payables	2.6	4,074	—	4,074
Non-current lease liabilities	3.2	1,300	—	1,300
Current lease liabilities	3.2	1,250	—	1,250
Total financial liabilities		6,624	—	6,624


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4.1 Financial instruments (Continued)


PARENT
As at December 31, 2025	Notes	Financial instruments at amortized cost	Financial instruments at fair value through profit or loss	Total
Assets
Other non-current receivables	2.9	32,218	–	32,218
Trade receivables	2.5	–	–	–
Other receivables	2.5	1,377	–	1,377
Other current financial assets
Cash and cash equivalents	4.5	59,271	–	59,271
Total financial assets		92,866	–	92,866

Liabilities
Trade and other payables	2.6	4,043	—	4,043
Non-current lease liabilities	3.2	1,024	—	1,024
Current lease liabilities	3.2	1,019	—	1,019
Total financial liabilities		6,086	—	6,086


GROUP
As at December 31, 2024	Notes	Financial instruments at amortized cost	Financial instruments at fair value through profit or loss	Total
Assets
Other non-current receivables	2.9	28,600	–	28,600
Trade receivables	2.5	–	–	–
Other receivables	2.5	1,668	–	1,668
Other current financial assets
Cash and cash equivalents	4.5	115,398	–	115,398
Total financial assets		145,666	–	145,666

Liabilities
Trade and other payables	2.6	3,679	—	3,679
Non-current lease liabilities	3.2	2,145	—	2,145
Current lease liabilities	3.2	1,293	—	1,293
Total financial liabilities		7,117	—	7,117


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4.1 Financial instruments (Continued)


PARENT
As at December 31, 2024	Notes	Financial instruments at amortized cost	Financial instruments at fair value through profit or loss	Total
Assets
Other non-current receivables	2.9	28,600	–	28,600
Trade receivables	2.5	–	–	–
Other receivables	2.5	1,568	–	1,568
Other current financial assets
Cash and cash equivalents	4.5	114,020	–	114,020
Total financial assets		144,188	–	144,188

Liabilities
Trade and other payables	2.6	3,762	–	3,762
Non-current lease liabilities	3.2	1,715	–	1,715
Current lease liabilities	3.2	1,091	–	1,091
Total financial liabilities		6,568	–	6,568

There are no changes in classification and measurement for the Group's financial assets and

liabilities.

Finance income and finance costs arising from the Group's financial instruments are disclosed

separately in note 4.6.


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4.2 Ageing of financial liabilities

Contractual undiscounted cash flows from financial liabilities are presented below:


GROUP
As at December 31, 2025	1-12 months	1-2 years	2-3 years	3-4 years	4-5 years	More than 5 years	Total
Financial liabilities
Trade and other payables	4,074	—	—	—	—	—	4,074
Non-current lease liabilities	—	1,301	76	—	—	—	1,377
Current lease liabilities	1,273	—	—	—	—	—	1,273
Total financial liabilities	5,347	1,301	76	—	—	—	6,724


PARENT
As at December 31, 2025	1-12 months	1-2 years	2-3 years	3-4 years	4-5 years	More than 5 years	Total
Financial liabilities
Trade and other payables	4,043	—	—	—	—	—	4,043
Non-current lease liabilities	—	1,059	—	—	—	—	1,059
Current lease liabilities	1,036	—	—	—	—	—	1,036
Total financial liabilities	5,079	1,059	—	—	—	—	6,138


GROUP
As at December 31, 2024	1-12 months	1-2 years	2-3 years	3-4 years	4-5 years	More than 5 years	Total
Financial liabilities
Trade and other payables	3,679	—	—	—	—	—	3,679
Non-current lease liabilities	—	1,130	1,166	55	—	—	2,351
Current lease liabilities	1,332	—	—	—	—	—	1,332
Total financial liabilities	5,011	1,130	1,166	55	—	—	7,362


PARENT
As at December 31, 2024	1-12 months	1-2 years	2-3 years	3-4 years	4-5 years	More than 5 years	Total
Financial liabilities
Trade and other payables	3,762	—	—	—	—	—	3,762
Non-current lease liabilities	—	918	949	—	—	—	1,867
Current lease liabilities	1,124	—	—	—	—	—	1,124
Total financial liabilities	4,886	918	949	—	—	—	6,753


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4.2 Ageing of financial liabilities (Continued)

Reconciliation of changes in liabilities incurred as a result of financing activities:


GROUP			NON-CASH CHANGES
2025	January 1	Cash flow effect	New leases	Foreign exchange movement	Other changes	December 31
Non-current lease liabilities	2,145	—	44	192	(1,081)	1,300
Current lease liabilities	1,295	(1,211)	29	189	948	1,250
Total liabilities from financing	3,440	(1,211)	73	381	(133)	2,550


PARENT			NON-CASH CHANGES
2025	January 1	Cash flow effect	New leases	Foreign exchange movement	Other changes	December 31
Non-current lease liabilities	1,715	—	44	153	(888)	1,024
Current lease liabilities	1,091	(1,021)	29	157	763	1,019
Total liabilities from financing	2,806	(1,021)	73	310	(125)	2,043


GROUP			NON-CASH CHANGES
2024	January 1	Cash flow effect	New leases	Foreign exchange movement	Other changes	December 31
Non-current lease liabilities	4,269	—	—	(292)	(1,832)	2,145
Current lease liabilities	1,457	(1,221)	—	(181)	1,238	1,293
Total liabilities from financing	5,726	(1,221)	—	(473)	(594)	5,726


PARENT			NON-CASH CHANGES
2024	January 1	Cash flow effect	New leases	Foreign exchange movement	Other changes	December 31
Non-current lease liabilities	3,624	—	—	(262)	(1,647)	1,715
Current lease liabilities	1,242	(1,050)	—	(167)	1,066	1,091
Total liabilities from financing	4,866	(1,050)	—	(429)	(581)	2,806


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4.3 Financial risk management

Overview

The Group's principal financial liabilities comprise lease liabilities, and trade and other

payables. The main purpose of these financial liabilities is to finance the Group’s operations.

The Group’s principal financial assets include trade and other receivables, and cash and short-

term deposits that derive directly from its operations.

The Group is exposed to a range of risks affecting its financial performance, including market

risk, credit risk and liquidity risk. The Group seeks to minimise potential adverse effects of

such risks through sound business practice, risk management and hedging.

Market risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will

fluctuate because of changes in market prices. Market risk for the Group comprises two types

of risk: interest rate risk and currency risk. Financial instruments affected by market risk

include cash and cash and cash equivalents, lease liabilities and trade and other payables.

Interest rate risk

Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will

fluctuate because of changes in market interest rates. The Group has a limited exposure to

the risk of changes in market interest rates for its financial liabilities as it has no interest

bearing debt.

Interest rate sensitivity

The sensitivity to a possible change in interest rates, with all other variables held constant, on

the Group's profit before tax, is illustrated below. In calculating the sensitivity analyses, the

Group assumes that the sensitivity of the relevant statement of profit or loss item is the effect

of the assumed changes in respective financial risks.


Interest rate sensitivity	Increase / decrease in basis points	Effect on loss before tax	Effect on equity
December 31, 2025	+/- 50	301	301
December 31, 2024	+/- 50	577	577

Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will

fluctuate because of changes in foreign exchange rates. The Group's exposure to the risk of

changes in foreign exchange rates relates primarily to the Group’s operating activities

(income and expenses denominated in a foreign currency). The Group's income is

denominated in USD while operating expenses are mainly denominated in USD, EUR, NOK

and DKK. The Group's assets and liabilities at the end of the reporting period are mainly

denominated in USD with some exposure to NOK (cash and cash equivalents and other

receivables) as well as EUR, GBP and DKK (cash and cash equivalents).

The Group does not hedge currency exposure with the use of financial instruments at the

current time, but monitors the net exposure over time.

Foreign currency sensitivity

The following table illustrates the sensitivity for a hypothetical increase or decrease in the

foreign exchange rates in the period, holding all other variables constant:


Foreign currency sensitivity	Date	Change in FX rate	Effect on loss before tax	Effect on equity
Increase / decrease in NOK/USD	31.12.2025	+/- 10%	7,342	4,102
Increase / decrease in EUR/USD	31.12.2025	+/- 10%	42	42
Increase / decrease in DKK/USD	31.12.2025	+/- 10%	804	1,333
Increase / decrease in NOK/USD	31.12.2024	+/- 10%	7,252	4,657
Increase / decrease in EUR/USD	31.12.2024	+/- 10%	848	848
Increase / decrease in DKK/USD	31.12.2024	+/- 10%	1,310	2,211

Credit risk

Credit risk is the risk that a counterparty will not meet its obligations under a financial

instrument or contract, leading to a financial loss.

The Group is exposed to credit risk related to trade and other receivables, other long-term

receivables, contract assets and cash and cash equivalents. However, the credit risk is

assessed to be low as the counterparty to these assets are mainly Nordea and DNB Bank ASA

whose credit risks are low.

Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting obligations

associated with financial liabilities that are settled by delivering cash or another financial


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asset. The Group monitors its risk to a shortage of funds by monitoring its working capital and

securing sufficient funding.

The Group's objective is to secure funding for its working capital, including mainly the

research and development of vaccines. The Group has a significant balance of cash and cash

equivalents and the liquidity risk is assessed as low. An overview of the maturity profile of the

Group's financial liabilities with corresponding cash flow effect is presented in note 4.2.


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4.4 Equity and shareholders

Capital management

The Group's goal is to secure its shareholders a best possible long-term return on capital

employed, measured as the aggregate of dividends and appreciation of the share value.

Nykode manages its capital structure and makes adjustments in light of changes in economic

conditions. To maintain or adjust the capital structure, the Group may adjust the dividend

payment, if any, to shareholders, return capital to shareholders, issue new shares or issue

debt. Nykode monitors its capital using an equity ratio, which is ‘total equity’ divided by ‘total

assets’.


	31.12.2025	31.12.2024
Equity	91,537	136,214
Total assets	99,955	153,481
Equity ratio	92%	89%

ACCOUNTING POLICIES

Costs related to equity transactions

Transaction costs are deducted from equity, net of associated income tax.

Distribution to shareholders

Nykode recognizes a liability to make distributions to equity holders when the distribution is

authorized and the distribution is no longer at the discretion of Nykode. As per the corporate

laws of Norway, a distribution is authorized when it is approved by the shareholders. A

corresponding amount is recognized directly in equity.

In 2025, Nykode paid a dividend of NOK 1.00 per share. No distributions were paid in 2024.


Issued capital and reserves:
Share capital in Nykode Therapeutics ASA	Number of shares authorized and fully paid	Par value per share (NOK)	Share Capital (USD '000)
At January 1, 2024	326,546,444	0.01	367

At December 31, 2024	326,546,444	0.01	367

At December 31, 2025	326,546,444	0.01	367


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4.4 Equity and shareholders (Continued)

All shares are ordinary and have the same voting rights and rights to dividends.

Reconciliation of the Group's equity is presented in the statement of changes in equity.


Nykode Therapeutics’ shareholders:
At December 31, 2025	Total shares	Ownership/ Voting rights
RASMUSSENGRUPPEN AS	30,180,750	9.2%
Datum Opportunity AS	26,000,000	8.0%
Victoria India Fund AS	17,705,175	5.4%
State Street Bank and Trust Comp	17,038,219	5.2%
Norda ASA	15,996,755	4.9%
Datum AS	12,560,250	3.8%
Joh Johannson Eeiendom AS	10,561,631	3.2%
Radforsk Investeringsstiftelse	7,065,311	2.2%
OM Holding AS	4,919,525	1.5%
Portia AS	4,500,000	1.4%
Krag Invest AS	4,470,100	1.4%
Clearstream Banking S.A.	3,554,298	1.1%
J.P. Morgan SE	3,521,078	1.1%
Hofland	2,853,366	0.9%
Verdipapirfondet KLP Aksjenorge IN	2,783,251	0.9%
Alden AS	2,550,000	0.8%
Datum Finans AS	2,395,500	0.7%
The Northern Trust Comp, London Br	2,255,034	0.7%
Caaby AS	2,155,295	0.7%
RTTM Holding AS	2,056,496	0.6%
Other Shareholders	151,424,410	46.3%
Total	326,546,444	100.0%


At December 31, 2024	Total shares	Ownership/ Voting rights
RASMUSSENGRUPPEN AS	30,180,750	9.2%
Datum Opportunity AS	26,000,000	8.0%
Victoria India Fund AS	17,705,175	5.4%
State Street Bank And Trust Comp	15,059,261	4.6%
Norda ASA	12,996,755	4.0%
Datum AS	12,560,250	3.8%
Joh Johannson Eeiendom AS	10,561,631	3.2%
Radforsk Investeringsstiftelse	10,315,311	3.2%
OM Holding AS	6,519,525	2.0%
Portia AS	4,500,000	1.4%
Krag Invest AS	4,470,100	1.4%
Clearstream Banking S.A.	3,749,467	1.1%
Alden AS	3,498,445	1.1%
Danske Invest Norge Vekst	2,828,203	0.9%
Verdipapirfondet First Generator	2,753,846	0.8%
Danske Invest Norske Instit. Ii.	2,682,839	0.8%
Datum Finans AS	2,395,500	0.7%
The Northern Trust Comp, London Br	2,255,034	0.7%
Caaby AS	2,155,295	0.7%
Fougner Invest AS	2,004,477	0.6%
Other Shareholders	151,354,580	46.4%
Total	326,546,444	100.0%

Shares held by the Board of Directors at the end of the reporting periods are summarized in

note 6.1.


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4.5 Cash and cash equivalents


GROUP			PARENT
31.12.2025	31.12.2024	Cash and cash equivalents	31.12.2025	31.12.2024
59,861	114,818	Bank deposits, unrestricted	58,987	113,439
428	580	Bank deposits, restricted*	284	580
60,289	115,398	Total cash and cash equivalents	59,271	114,020

*Bank deposits restricted for employee tax witholdings and bank guarantees provided under rental agreement.


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4.6 Financial income and costs

ACCOUNTING POLICIES

Interest income and interest expenses are calculated using the effective interest method.

Foreign currency gains or losses are reported as gain or loss on foreign exchange within in

finance income or finance costs, except for translation effects from functional currency to

presentation currency which are presented within OCI. For other accounting policies related

to the underlying financial instruments, reference is made to note 4.1.

Interest expense on lease liabilities represents the interest rate implicit in the lease, or the

incremental borrowing rate used to measure the lease liabilities recognized in the statement

of financial position, for further disclosures see note 3.2.


GROUP			PARENT
2025	2024	Finance income	2025	2024
9,733	1,998	Gain on foreign exchange	8,794	1,350
3,554	7,002	Interest income	3,553	7,002
13,287	9,000	Total finance income	12,347	8,352

GROUP			PARENT
2025	2024	Finance costs	2025	2024
2,272	5,994	Loss on foreign exchange	1,270	5,386
6	9	Interest expenses	5	5
118	179	Interest expense on lease liabilities	84	136
—	—	Impairment investment in subsidiary	—	2,277
2,396	6,182	Total finance costs	1,359	7,804

In 2024, the Parent Company recognized an impairment of USD 2.3 million related to

investments in subsidiaries. The impairment assessment was conducted in line with the

principles of IAS 36. This amount is presented as Impairment investment in subsidiary.


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4.7 Share based payments

ACCOUNTING POLICIES

Employees (including members of the Board of Directors and management) of the Group

receive remuneration in the form of share-based payments, whereby employees render

services as consideration for equity instruments (equity-settled transactions).

Equity-settled transactions

The cost of equity-settled transactions is determined by the fair value at the date when the

grant is made using an appropriate valuation model (the Black-Scholes-Merton Model).

That cost is recognized in employee benefits expense, together with a corresponding increase

in equity (other capital reserves), over the period in which the service and, where applicable,

the performance conditions are fulfilled (the vesting period). The cumulative expense

recognized for equity-settled transactions at each reporting date until the vesting date

reflects the extent to which the vesting period has expired and the Group’s best estimate of

the number of equity instruments that will ultimately vest. The expense or credit in the

statement of profit or loss for a period represents the movement in cumulative expense

recognized as at the beginning and end of that period.

Service and non-market performance conditions are not taken into account when

determining the grant date fair value of awards, but the likelihood of the conditions being met

is assessed as part of the Group’s best estimate of the number of equity instruments that will

ultimately vest. Market performance conditions are reflected within the grant date fair value.

Any other conditions attached to an award, but without an associated service requirement,

are considered to be non-vesting conditions. Non-vesting conditions are reflected in the fair

value of an award and lead to an immediate expensing of an award unless there are also

service and/or performance conditions.

No expense is recognized for awards that do not ultimately vest because non-market

performance and/or service conditions have not been met. Where awards include a market or

non-vesting condition, the transactions are treated as vested irrespective of whether the

market or non-vesting condition is satisfied, provided that all other performance and/or

service conditions are satisfied.

When the terms of an equity-settled award are modified, the minimum expense recognized is

the grant date fair value of the unmodified award, provided the original vesting terms of the

award are met. An additional expense, measured as at the date of modification, is recognized

for any modification that increases the total fair value of the share-based payment

transaction, or is otherwise beneficial to the employee. Where an award is cancelled by the

entity or by the counterparty, any remaining element of the fair value of the award is

expensed immediately through profit or loss.

The dilutive effect of outstanding options is reflected as additional share dilution in the

computation of diluted earnings per share (further details are given in note 4.8).

Cash-settled transactions

A liability is recognized for the fair value of cash-settled transactions. The fair value is

measured initially and at each reporting date up to and including the settlement date, with

changes in fair value recognized in employee benefits expense The fair value is expensed over

the period until the vesting date with recognition of a corresponding liability. The fair value is

determined using an appropriate valuation model (the Black-Scholes-Merton Model). The

approach used to account for vesting conditions when measuring equity-settled transactions

also applies to cash-settled transactions.

Transactions where the Group has a choice of settlement in equity or in cash

Where the Group has choice of settlement, the accounting treatment is binary – in other

words the whole transaction is treated either as cash-settled or as equity-settled, depending

on whether or not the entity has a present obligation to settle in cash.

IFRS 2 requires a transaction to be treated as a liability (and accounted for using the rules for

cash-settled transactions) if:

• the choice of settlement has no commercial substance (for example, because the entity is

legally prohibited from issuing shares);

• the entity has a past practice or stated policy of settling in cash; or

• the entity generally settles in cash whenever the counterparty asks for cash settlement.


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4.7 Share based payments (Continued)

Share option plan - Description

In December 2020, the Board of Directors approved the 2020 share option rules (the "2020

Rules") for employees of the Group. The options give the holder the right to purchase shares

in Nykode Therapeutics ASA at a specific price. Options granted under the 2020 Rules vest in

equal tranches over 4 years and expire after 5 years, subject to employment in the Group. In

addition, the general meeting has approved options to certain members of the Board of

Directors.

The Group accounts for the options as equity-settled transactions, measured by applying the

Black-Scholes-Merton option-pricing model for European options ("BSM"). Options held by

members of the Board of Directors and management at the end of the reporting period are

summarized in note 6.1.

The fair value of the options was determined at the grant dates and expensed over the

vesting period. For the Group, USD 0.0 million was expensed as employee benefit expenses in

the period (USD 3.8 million in 2024). USD 0.2 million was expensed as employment benefit

expenses in the period for the Parent Company (USD 1.1 million in 2024). The expected future

social security tax on share-based payments are recorded as a liability and disclosed in note

2.7.

Movements during the year

The following table illustrates the number and weighted average exercise prices (WAEP) of,

and movements in, share options during the year:


	2025 WAEP (NOK)	2025 Number	2024 WAEP (NOK)	2024 Number
Outstanding options January 1	27.40	12,354,431	32.13	10,951,751
Options granted	7.00	14,035,000	15.53	3,457,491
Options forfeited	20.04	(2,647,708)	32.63	(2,054,811)
Options exercised	—	—	—	—
Options expired	38.70	(1,962,497)	—	—
Options cancelled	22.67	(7,297,714)	—	—
Outstanding options December 31	8.30	14,481,512	27.40	12,354,431
Exercisable at December 31	36.51	534,644	28.72	6,855,335


Overview of outstanding options at December 31, 2025:
	Exercise price (NOK)	Number of outstanding options	Weighted Average remaining contractual life	Number of options exercisable
	7.00	13,730,000	4.53	—
	15.35	173,076	3.50	50,103
	27.87	18,333	0.46	18,333
	28.47	175,610	2.52	107,068
	29.44	101,410	1.59	76,057
	31.90	133,334	—	133,334
	34.99	49,749	1.38	49,749
	69.58	100,000	0.09	100,000
Total outstanding options		14,481,512		534,644


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Overview of outstanding options at December 31, 2024:
	Exercise price (NOK)	Number of outstanding options	Weighted Average remaining contractual life	Number of options exercisable
	8.80	2,910,000	1.00	2,910,000
	15.35	2,652,241	4.50	—
	16.14	65,000	2.39	—
	18.91	160,000	4.67	—
	25.14	38,853	3.34	9,713
	25.20	478,333	0.42	478,333
	25.72	48,329	3.22	12,082
	25.77	30,754	2.82	30,754
	26.42	26,832	3.42	26,832
	26.64	153,482	3.75	38,370
	27.87	75,000	1.34	58,333
	28.20	126,406	3.67	31,601
	28.47	1,797,514	3.52	526,478
	29.44	139,086	2.59	69,542
	30.50	478,333	0.59	478,333
	31.11	302,251	2.50	151,125
	31.90	425,000	0.47	358,334
	34.99	961,301	2.38	554,789
	36.72	22,328	2.67	22,328
	39.75	42,192	2.34	42,192
	61.10	40,000	2.10	20,000
	69.58	157,750	1.09	132,750
	72.82	80,000	1.67	60,000
	75.05	23,772	1.75	23,772
	76.77	800,000	1.34	600,000
	78.10	15,000	2.00	15,000
	0.01	4,674	0.35	4,674
	100.00	300,000	0.25	200,000
Total outstanding options		12,354,431		6,855,335


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4.7 Share based payments (Continued)

SIGNIFICANT ACCOUNTING ESTIMATES AND ASSUMPTIONS

Estimating fair value for share-based payment transactions requires determination of the

most appropriate valuation model, which depends on the terms and conditions of the grant.

This estimate also requires determination of the most appropriate inputs to the valuation

model including the expected life of the options, volatility and dividend yield and making

assumptions about them. Due to limited historical data and liquidity these assumptions

include significant estimates by management.

Assumptions used to determine fair value of option grants:

The following table lists the inputs to the model used for the plans for the years ended

December 31, 2025 and 2024, respectively:


	2025	2024
Weighted average fair values at the measurement date (NOK)	0.29	6.71
Dividend yield (%)	0%	0%
Expected volatility (%)	64.50%	59.50%
Risk–free interest rate (%)	3.59%	3.75%
Expected life of share options (years)	3.48	3.48
Weighted average share price (NOK)	1.83	15.11
Weighted average exercise price (NOK)	7.00	15.53
Model used	BSM	BSM

The expected life of the options is based on historical data and current expectations and is

not necessarily indicative of exercise patterns that may occur. The expected volatility reflects

the assumption that the historical volatility over a period similar to the life of the options is

indicative of future trends, which may not necessarily be the actual outcome.


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4.8 Earnings per share

The following table reflects the income and share data used in the EPS calculations:


GROUP	2025	2024
Profit or loss attributable to ordinary equity holders - for basic EPS	(12,240)	(38,821)
Profit or loss attributable to ordinary equity holders adjusted for the effect of dilution*	(12,240)	(38,821)
Weighted average number of ordinary shares - for basic EPS	326,546,444	326,546,444
Weighted average number of ordinary shares adjusted for the effect of dilution	326,546,444	326,546,444

Basic EPS - profit or loss attributable to equity holders of the Group	(0.04)	(0.12)
Diluted EPS - profit or loss attributable to equity holders of the Group *	(0.04)	(0.12)


PARENT	2025	2024
Profit or loss attributable to ordinary equity holders - for basic EPS	(12,673)	(38,479)
Profit or loss attributable to ordinary equity holders adjusted for the effect of dilution*	(12,673)	(38,479)
Weighted average number of ordinary shares - for basic EPS	326,546,444	326,546,444
Weighted average number of ordinary shares adjusted for the effect of dilution	326,546,444	326,546,444

Basic EPS - profit or loss attributable to equity holders of the Parent Company	(0.04)	(0.12)
Diluted EPS - profit or loss attributable to equity holders of the Parent Company *	(0.04)	(0.12)

*The ordinary shares are not adjusted for the effect of dilution as the effect of including the additional shares is antidilutive.

Since the Company was in a net loss position for the years ended December 31, 2025 and 2024 there is no difference between the

number of shares used to calculate basic and diluted earnings per share. The potential shares of common stock were excluded

from the computation of diluted net loss per share attributable to equity holders of the Parent Company for the period presented

because including them would have been anti-dilutive are as follows:


	2024	2023

Options and warrants	—	—


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4.9 Investments in subsidiaries

The following subsidiaries have been included in the financial statements:


Subsidiaries as of December 31, 2025	Established year	Location	Share ownership	Voting Rights
Nykode Therapeutics Denmark A/S	2021	Denmark	100%	100%
Nykode Tolerance A/S	2024	Denmark	100%	100%
Nykode Tolerance Norway AS	2024	Norway	100%	100%

All intellectual property (IP) is owned by Nykode Therapeutics ASA. Nykode Therapeutics ASA is the ultimate parent company of the

Group. Subsidiaries invoice Nykode Therapeutics ASA according to the Group's transfer pricing policy.

Investments in subsidiaries are accounted for at cost.

In 2024, the Parent Company recognized an impairment loss of USD 2.3 million related to investments in the subsidiary, Nykode

Therapeutics Denmark A/S. The impairment assessment was conducted in accordance with IAS 36 – Impairment of Assets.

The impairment loss of USD 2.3 million is presented in note 4.6 Finance income and costs.


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5.1 Taxes

ACCOUNTING POLICIES

Current income tax

Current income tax is measured at the amount expected to be recovered from or paid to the

taxation authorities. The tax rates and tax laws used to compute the amount are those that

are enacted or substantively enacted at the reporting date in the countries where the Group

operates and generates taxable income. Current income tax relating to items recognized

directly in equity is recognized in equity (OCI) and not in the statement of profit or loss.

Deferred tax

Deferred tax is provided using the liability method on temporary differences between the tax

bases of assets and liabilities and their carrying amounts for financial reporting purposes at

the reporting date. Deferred tax liabilities are recognized for all taxable temporary

differences, except:

• When the deferred tax liability arises from the initial recognition of goodwill or an asset or

liability in a transaction that is not a business combination and, at the time of the

transaction, affects neither the accounting profit nor taxable profit or loss

• In respect of taxable temporary differences associated with investments in subsidiaries,

associates and interests in joint arrangements, when the timing of the reversal of the

temporary differences can be controlled and it is probable that the temporary differences

will not reverse in the foreseeable future

Deferred tax assets are recognized to the extent that it is probable that taxable profit will be

available against which the deductible temporary differences, and the carry forward of

unused tax credits and unused tax losses can be utilized, except:

• When the deferred tax asset relating to the deductible temporary difference arises from the

initial recognition of an asset or liability in a transaction that is not a business combination

and, at the time of the transaction, affects neither the accounting profit nor taxable profit or

loss

• In respect of deductible temporary differences associated with investments in subsidiaries,

associates and interests in joint arrangements, deferred tax assets are recognized only to

the extent that it is probable that the temporary differences will reverse in the foreseeable

future and taxable profit will be available against which the temporary differences can be

utilized

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to

the extent that it is no longer probable that sufficient taxable profit will be available to allow all

or part of the deferred tax asset to be utilized.

Unrecognized deferred tax assets are re-assessed at each reporting date and are recognized

to the extent that it has become probable that future taxable profits will allow the deferred

tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in

the year when the asset is realized or the liability is settled, based on tax rates (and tax laws)

that have been enacted or substantively enacted at the reporting date.

Deferred tax relating to items recognized outside profit or loss is recognized outside profit or

loss. Deferred tax items are recognized in correlation to the underlying transaction either in

OCI or directly in equity.

Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to

set off current tax assets against current tax liabilities and the deferred taxes relate to the

same taxable entity and the same taxation authority.

MATERIAL ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS

Deferred tax assets are recognized for unused tax losses to the extent that it is probable that

taxable profit will be available against which the losses can be utilized. Significant

management judgement is required to determine the amount of deferred tax assets that can

be recognized, based upon the likely timing and the level of future taxable profits, together

with future tax planning strategies.

The Group has USD 74.3 million as at December 31, 2025 (USD 49.4 million as at

December 31, 2024) of tax losses carried forward. Tax losses carried forward for the Parent

Company are USD 74.3 million as at December 31, 2025 (USD 49.4 million as at December 31,

2024). These losses relate to historical losses in the Parent Company. The tax loss carried

forward from Norwegian entities may be offset against future taxable income and will not

expire.


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5.1 Taxes (Continued)


GROUP
Current income tax expense:	2025	2024
Income tax payable	—	149
Change deferred tax/deferred tax assets (ex. OCI effects)	(5,457)	(6,841)
Adjustments for current tax of prior periods	—	—
Total income tax expense	(5,457)	(6,692)

Deferred tax relates to the following:	12/31/2025	12/31/2024
Property, plant and equipment	502	544
Other current assets	67,916	75,367
Other liabilities	(954)	(2,827)
Losses carried forward	(74,341)	(49,443)
Basis for deferred tax liability/(asset)	(6,877)	23,641
Deferred tax asset not recognized in the statement of financial position	1,429	–
Deferred tax liabilities/(asset) in the statement of financial position	(84)	5,201

Reconciliation of income tax expense	2025	2024
Profit or loss before tax	(17,697)	(45,513)
Tax expense 22%	(3,893)	(10,013)
Permanent differences	(70)	(43)
Currency effects	(65)	3,364
Effect of not recognizing deferred tax assets	(1,429)	—
Recognized income tax expense	(5,457)	(6,692)


PARENT
Current income tax expense:	2025	2024
Income tax payable	—	—
Change deferred tax/deferred tax assets (ex. OCI effects)	(5,501)	(6,722)
Total income tax expense	(5,501)	(6,722)

Deferred tax relates to the following:	12/31/2025	12/31/2024
Property, plant and equipment	496	531
Other current assets	67,916	75,367
Other liabilities	(566)	(2,274)
Losses carried forward	(74,341)	(49,443)
Basis for deferred tax liability/(asset)	(6,495)	24,181
Deferred tax asset not recognized in the statement of financial position	1,429	–
Deferred tax liabilities in the statement of financial position	—	5,320

The Parent Company’s operations are subject to income tax in Norway. The statutory income

tax rate is 22% for both periods.

A reconciliation of the differences between the theoretical tax expense under the rate

applicable in Norway and the actual tax expense is as follows:


Reconciliation of income tax expense	2025	2024
Profit or loss before tax	(18,174)	(45,201)
Tax expense 22% (Norwegian tax rate)	(3,998)	(9,944)
Permanent differences (incl. impairment)	(70)	457
Currency effects	(4)	2,765
Effect of not recognizing deferred tax assets	(1,429)	—
Recognized income tax expense	(5,501)	(6,722)


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Unrecognized deferred tax assets

As per December 31, 2025, the Group’s tax loss carried forward and other deductible

temporary differences correspond to a potential deferred tax asset of USD 1.4 million. In

accordance with IAS 12, no deferred tax asset has been recognized in the statement of

financial position.


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6.1 Remuneration to Executive Management and the Board of Directors

Remuneration to the Board of Directors

Remuneration for the members of the Board of Directors is determined by the Annual General Meeting (“AGM”). The remuneration is not linked to the Group's performance but reflects the

Board of Director’s responsibilities, expertise, time and commitment.

The Board members also receive compensation for their services through options. The conditions for these grants and the terms are determined by the AGM. The Board members holdings of

options are summarized further below.

Remuneration to Executive Management

The AGM of Nykode Therapeutics ASA determines the principles applicable to the Group’s policy for compensation to the Executive Management team.

Loans and guarantees

No loans have been granted and no guarantees have been issued to the Executive Management or any member of the Board of Directors.


Remuneration to Executive Management for the year ended December 31, 2025:
Name	Salary	Bonus	Pension	Other compensation	Total remuneration
Executive Management	1,962	808	158	5	2,933


Remuneration to Executive Management for the year ended December 31, 2024:
Name	Salary	Bonus	Pension	Other compensation	Total remuneration
Executive Management	2,331	436	194	5	2,966


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Remuneration to the Board of Directors:
Name	Title	2025	2024
Susanne Stuffers (1)	Chair of the Board (2)	42	–
Christian Åbyholm	Board member	40	55
Trygve Lauvdal (3)	Board member	21	–
Martin Nicklasson (4)	Former Chair of the Board	22	95
Harald Arnet (5)	Former Board member	15	50
Elaine Sullivan (4)	Former Board member	14	60
Anne Clem Whitaker (5)	Former Board member	13	57
Bernd Robert Seizinger (6)	Former Board Member	–	52
Birgitte Volck (6)	Former Board Member	–	52
Einar Jørgen Greve (6)	Former Board Member	–	48
Anders Tuv (7)	Former Board Member	–	30
Total compensation to Board of Directors		167	499

(1) Susanne Stuffers was elected as Chair of the Board of Directors at the extraordinary general meeting held on April 23, 2025.

(2) Dr. Barbara Krebs-Pohl was elected as Chair of the Board of Directors and Susanne Stuffers as member of the Board of Directors at the extraordinary general meeting held on January 21, 2026.

(3) Trygve Lauvdal was elected as member of the Board of Directors at the extraordinary general meeting held on April 23, 2025.

(4) Martin Nicklasson, Anne Clem Whitaker and Elaine Sullivan resigned from their positions on the Board of Directors on March 27, 2025.

(5) Harald Arnet stepped down from his position as member of the Board of Directors at the extraordinary general meeting held on April 24, 2025

(6) Bernd Robert Seizinger, Birgitte Volck and Einar J. Greve resigned from their positions on the Board of Directors on December 30, 2024.

(7) Anders Tuv did not stand for re-election at the annual general meeting held on May 16, 2024.


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6.1 Remuneration to Executive Management and the Board of Directors (Continued)


Shares held by the Board of Directors:
Name	Title	31.12.2025	31.12.2024
Susanne Stuffers (1)	Chair of the Board	296,665	*
Christian Åbyholm (2)	Board member	2,155,295	2,155,295
Trygve Lauvdal	Board member	–	*
Martin Nicklasson	Former Chair of the Board	*	142,000
Harald Arnet (3)	Former Board member	*	168,000
Elaine Sullivan	Former Board member	*	–
Anne Clem Whitaker	Former Board member	*	–
Total		2,451,960	2,465,295

1) Shares are held through Ubiquity AS.

2) Shares are held through Caaby AS.

3) Shares are held through Hato Invest AS.

* Not a member of the Board of Directors at this time.


Warrants and options held by Executive Management:
Name	31.12.2025	31.12.2024
Warrants and options held by Executive Management	9,450,000	7,084,613
Total	9,450,000	7,084,613


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Warrants and options held by the Board of Directors:
Name	Title	31.12.25	31.12.24
Susanne Stuffers	Chair of the Board	—	*
Christian Åbyholm	Board member	—	—
Trygve Lauvdal	Board member	—	—
Martin Nicklasson	Former Chair of the Board	*	550,000
Harald Arnet	Former Board member	*	—
Elaine Sullivan	Former Board member	*	65,000
Anne Clem Whitaker	Former Board member	*	65,000
Total		—	680,000

* Not a member of the Board of Directors at this time.


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6.2 Related party transactions

Related parties are major shareholders, members of the Board of Directors and Executive

Management in the Group. Note 4.4 provides information on the major shareholders.

Significant agreements and remuneration paid to Executive Management and the Board of

Directors for the current and prior period is presented in note 6.1. All transactions with

related parties are based on the principle of arm's length.

The payments to related parties consist of salary, bonus, pension, other compensation and

board remuneration paid to Executive management and Board members. The Executive

management and the Board members also held shares and options in the Parent Company at

the end of the period as presented in note 6.1.

The Group had no related party balances at December 31, 2025 or December 31, 2024.

In 2025, the Parent Company has purchased services from subsidiaries for USD 5.8 million

(2024: USD 9.9 million) and on December 31, 2025 the parent company had a net payable to

its subsidiaries of USD 0.7 million (2024: 0.3 million).

6.3 Events after the reporting period

Dr. Barbara Krebs-Pohl was elected Chair of the Board, and Dr. John Beadle and Susanne

Stuffers were elected as Board members at an extraordinary general meeting held on January

21, 2026.

On January 30, 2026 a total of 600,000 share options were granted to these board members

under the company's share option scheme and in accordance with the resolution from the

extraordinary general meeting held on January 21, 2026. The share options have a strike price

of NOK 7.00 per share. The share options will vest equally over a three year vesting period; on

the date of the Annual General Meeting in 2027, the date of the Annual General Meeting in

2028 and the date for the Annual General Meeting in 2029. The share options will expire on

January 1, 2030.


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7.1 Changes in IFRS and new standards

New and amended IFRS Accounting Standards that are effective for the current year in

the current year

The Group has applied a number of amendments to IFRS Accounting Standards issued by the

International Accounting Standards Board (IASB) that are mandatory effective for an

accounting period that begins on or after 1 January 2025. Their adoption has not had any

material impact on the disclosures or on the amounts reported in these financial statements.

Amendments to IAS 21 -The Effects of Changes in Foreign Exchange Rates - Lack of

Exchangeability

On August 15, 2023, the IASB issued amendments to IAS 21 The Effects of changes in foreign

exchange rates following a submission on how to determine exchange rates when a currency

is not exchangeable. The amendments address the lack of explicit guidance in the previous

standard, requiring entities to assess when a currency is exchangeable and, if not, estimate

the spot exchange rate. These changes aim to reduce diversity in practice. The amendments

are mandatory effective from 1 January 2025.

The amendments did not have an impact on the Group’s financial statements.

New and revised IFRS Accounting Standards in issue but not yet effective

Amendments to IFRS 9 and IFRS 7 - Classification and Measurement of Financial Instruments

In May 2024, the IASB issued amendments to IFRS 9 and IFRS 7 following feedback from the

IFRS Interpretations Committee and post-implementation reviews.

Key changes include:

• Derecognition of financial liabilities settled via electronic transfers.

• Classification of financial assets, including:

◦ Elements of interest in a basic lending arrangement (the solely payments of principle and

interest assessment –‘SPPI test’)

◦ Contractual terms that change the timing or amount of contractual cash flows

◦ Financial assets with non-recourse features

◦ Investments in contractually linked instruments

Disclosures for equity instruments designated at fair value through other comprehensive

income

Entities can early adopt amendments related to financial asset classification and disclosures,

with the remaining amendments applicable later. This is particularly useful for financial

instruments with ESG-linked features.

The amendments are not expected to have a material impact in the Group’s financial

statement.

Amendments to IFRS 9 and IFRS 7 - Contracts referencing Nature dependent Electricity

In December 2024, the IASB issued amendments to IFRS 9 and IFRS 7 for better reporting of

nature-dependent electricity contracts (e.g., power purchase agreements).

Key changes include:

• Clarification of the ‘own-use’ requirements

• Permitting hedge accounting for these contracts

• New disclosure requirements to improve transparency

These amendments apply to reporting periods starting 1 January 2026, with early application

allowed.

The amendments are not expected to have a material impact on the Group’s financial

statement.

Amendments to IFRS 18 Presentation and Disclosure in Financial Statements

In April 2024, the IASB issued IFRS 18, which replaces IAS 1 Presentation of Financial

Statements.

IFRS 18 introduces new requirements for presentation within the statement of profit or loss,

including specified totals and subtotals. Furthermore, entities are required to classify all

income and expenses within the statement of profit or loss into one of five categories:

operating, investing, financing, income taxes and discontinued operations, whereof the first

three are new. It also requires disclosure of newly defined management-defined performance

measures, subtotals of income and expenses, and includes new requirements for aggregation


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and disaggregation of financial information based on the identified ‘roles’ of the primary

financial statements and the notes.

In addition, narrow-scope amendments have been made to IAS 7 Statement of Cash Flows,

which include changing the starting point for determining cash flows from operations under

the indirect method, from ‘profit or loss’ to ‘operating profit or loss’ and removing the

optionality around classification of cash flows from dividends and interest. In addition, there

are consequential amendments to several other standards. IFRS 18, and the amendments to

the other standards, is effective for reporting periods beginning on or after 1 January 2027,

but earlier application is permitted and must be disclosed. IFRS 18 will apply retrospectively.

The amendments are expected to have an impact on the Group’s financial statements,

primarily on presentation and disclosures.

IFRS 19 Subsidiaries without Public Accountability:

On May 2024, the IASB issued IFRS 19 Subsidiaries without Public Accountability, which allows

eligible entities to elect to apply its reduced disclosure requirements while still applying the

recognition, measurement and presentation requirements in other IFRS accounting

standards. To be eligible, at the end of the reporting period, an entity must be a subsidiary as

defined in IFRS 10, cannot have public accountability and must have a parent (ultimate or

intermediate) that prepares consolidated financial statements, available for public use, which

comply with IFRS accounting standards. IFRS 19 will become effective for reporting periods

beginning on or after 1 January 2027, with early application permitted.

The amendments are not expected to have a material impact on the Group’s financial

statement.


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INDEPENDENT AUDITOR’S REPORT

To the General Meeting of Nykode Therapeutics ASA

INDEPENDENT AUDITOR’S REPORT

Report on the Audit of the Financial Statements

Opinion

We have audited the financial statements of Nykode Therapeutics ASA, which comprise:

• The financial statements of the parent company Nykode Therapeutics ASA (the Company),

which comprise the balance sheet as at 31 December 2025, statement of comprehensive

income, statement of changes in equity and statement of cash flows for the year then

ended, and notes to the financial statements, including material accounting policy

information.

• The consolidated financial statements of Nykode Therapeutics ASA and its subsidiaries (the

Group), which comprise the balance sheet as at 31 December 2025, statement of

comprehensive income, statement of changes in equity and statement of cash flows for the

year then ended, and notes to the financial statements, including material accounting policy

information.

In our opinion

• the financial statements comply with applicable statutory requirements,

• the financial statements give a true and fair view of the financial position of the Company as

at 31 December 2025, and its financial performance and its cash flows for the year then

ended in accordance with IFRS Accounting Standards as adopted by the EU, and

• the consolidated financial statements give a true and fair view of the financial position of the

Group as at 31 December 2025, and its financial performance and its cash flows for the year

then ended in accordance with IFRS Accounting Standards as adopted by the EU.

Our opinion is consistent with our additional report to the Audit Committee.

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs). Our

responsibilities under those standards are further described in the Auditor’s Responsibilities

for the Audit of the Financial Statements section of our report. We are independent of the

Company and the Group as required by relevant laws and regulations in Norway and the

International Ethics Standards Board for Accountants’ International Code of Ethics for

Professional Accountants (including International Independence Standards) (IESBA Code), and

we have fulfilled our other ethical responsibilities in accordance with these requirements. We

believe that the audit evidence we have obtained is sufficient and appropriate to provide a

basis for our opinion.

To the best of our knowledge and belief, no prohibited non-audit services referred to in the

Audit Regulation (537/2014) Article 5.1 have been provided.

The Company was listed in June 2022. We were the independent auditor of the Company prior

to the listing. We have been the independent auditor of the Company for 4 years after the

listing, including the year of listing.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most

significance in our audit of the financial statements of 2025. These matters were addressed in

the context of our audit of the financial statements as a whole, and in forming our opinion

thereon, and we do not provide a separate opinion on these matters.

We have determined that there are no key audit matters to communicate in our report.

Other Information

The Board of Directors and the Managing Director (management) are responsible for the

information in the Board of Directors’ report and the other information accompanying the

financial statements. The other information comprises information in the annual report, but

does not include the financial statements and our auditor’s report thereon. Our opinion on


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the financial statements does not cover the information in the Board of Directors’ report nor

the other information accompanying the financial statements.

In connection with our audit of the financial statements, our responsibility is to read the

Board of Directors’ report and the other information accompanying the financial statements.

The purpose is to consider if there is material inconsistency between the Board of Directors’

report and the other information accompanying the financial statements and the financial

statements or our knowledge obtained in the audit, or whether the Board of Directors’ report

and the other information accompanying the financial statements otherwise appear to be

materially misstated. We are required to report if there is a material misstatement in the

Board of Directors’ report or the other information accompanying the financial statements.

We have nothing to report in this regard.

Based on our knowledge obtained in the audit, it is our opinion that the Board of Directors’

report

• is consistent with the financial statements and

• contains the information required by applicable statutory requirements.

Our statement on the Board of Directors’ report applies correspondingly to the statement on

Corporate Governance.

Responsibilities of Management for the Financial Statements

Management is responsible for the preparation of financial statements that give a true and

fair view in accordance with IFRS Accounting Standards as adopted by the EU, and for such

internal control as management determines is necessary to enable the preparation of

financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the

Company’s and the Group’s ability to continue as a going concern, disclosing, as applicable,

matters related to going concern and using the going concern basis of accounting unless

management either intends to liquidate the Company or the Group or to cease operations, or

has no realistic alternative but to do so.

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as

a whole are free from material misstatement, whether due to fraud or error, and to issue an

auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance,

but is not a guarantee that an audit conducted in accordance with ISAs will always detect a

material misstatement when it exists. Misstatements can arise from fraud or error and are

considered material if, individually or in aggregate, they could reasonably be expected to

influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with ISAs, we exercise professional judgment and maintain

professional scepticism throughout the audit. We also:

• identify and assess the risks of material misstatement of the financial statements, whether

due to fraud or error. We design and perform audit procedures responsive to those risks,

and obtain audit evidence that is sufficient and appropriate to provide a basis for our

opinion. The risk of not detecting a material misstatement resulting from fraud is higher

than for one resulting from error, as fraud may involve collusion, forgery, intentional

omissions, misrepresentations, or the override of internal control.

• obtain an understanding of internal control relevant to the audit in order to design audit

procedures that are appropriate in the circumstances, but not for the purpose of

expressing an opinion on the effectiveness of the Company’s and the Group's internal

control.

• evaluate the appropriateness of accounting policies used and the reasonableness of

accounting estimates and related disclosures made by management.

• conclude on the appropriateness of management’s use of the going concern basis of

accounting, and, based on the audit evidence obtained, whether a material uncertainty

exists related to events or conditions that may cast significant doubt on the Company’s and

the Group's ability to continue as a going concern. If we conclude that a material uncertainty

exists, we are required to draw attention in our auditor’s report to the related disclosures in

the financial statements or, if such disclosures are inadequate, to modify our opinion. Our

conclusions are based on the audit evidence obtained up to the date of our auditor’s report.

However, future events or conditions may cause the Company and the Group to cease to

continue as a going concern.

• evaluate the overall presentation, structure and content of the financial statements,

including the disclosures, and whether the financial statements represent the underlying

transactions and events in a manner that achieves a true and fair view.

• obtain sufficient appropriate audit evidence regarding the financial information of the

entities or business activities within the Group to express an opinion on the consolidated

financial statements. We are responsible for the direction, supervision and performance of

the group audit. We remain solely responsible for our audit opinion.


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We communicate with the Board of Directors regarding, among other matters, the planned

scope and timing of the audit and significant audit findings, including any significant

deficiencies in internal control that we identify during our audit.

We also provide the Audit Committee with a statement that we have complied with relevant

ethical requirements regarding independence, and to communicate with them all

relationships and other matters that may reasonably be thought to bear on our

independence, and where applicable, related safeguards.

From the matters communicated with the Board of Directors, we determine those matters

that were of most significance in the audit of the financial statements of the current period

and are therefore the key audit matters. We describe these matters in our auditor’s report

unless law or regulation precludes public disclosure about the matter or when, in extremely

rare circumstances, we determine that a matter should not be communicated in our report

because the adverse consequences of doing so would reasonably be expected to outweigh

the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

Report on Compliance with Requirement on European Single Electronic Format (ESEF)

Opinion

As part of the audit of the financial statements of Nykode Therapeutics ASA, we have

performed an assurance engagement to obtain reasonable assurance about whether the

financial statements included in the annual report, with the file name nykode-2025-12-31-0-

en.zip, have been prepared, in all material respects, in compliance with the requirements of

the Commission Delegated Regulation (EU) 2019/815 on the European Single Electronic

Format (ESEF Regulation) and regulation pursuant to Section 5-5 of the Norwegian Securities

Trading Act, which includes requirements related to the preparation of the annual report in

XHTML format and iXBRL tagging of the consolidated financial statements.

In our opinion, the financial statements, included in the annual report, have been prepared, in

all material respects, in compliance with the ESEF regulation.

Management’s Responsibilities

Management is responsible for the preparation of the annual report in compliance with the

ESEF regulation. This responsibility comprises an adequate process and such internal control

as management determines is necessary.

Auditor’s Responsibilities

Our responsibility, based on audit evidence obtained, is to express an opinion on whether, in

all material respects, the financial statements included in the annual report have been

prepared in compliance with ESEF. We conduct our work in compliance with the International

Standard for Assurance Engagements (ISAE) 3000 – “Assurance engagements other than

audits or reviews of historical financial information”. The standard requires us to plan and

perform procedures to obtain reasonable assurance about whether the financial statements

included in the annual report have been prepared in compliance with the ESEF Regulation.

As part of our work, we have performed procedures to obtain an understanding of the

Company’s processes for preparing the financial statements in compliance with the ESEF

Regulation. We examine whether the financial statements are presented in XHTML-format. We

evaluate the completeness and accuracy of the iXBRL tagging of the consolidated financial

statements and assess management’s use of judgement. Our procedures include

reconciliation of the iXBRL tagged data with the audited financial statements in human-

readable format. We believe that the evidence we have obtained is sufficient and appropriate

to provide a basis for our opinion.

Oslo, 16 April, 2026

Deloitte AS

Reidar Ludvigsen

State Authorised Public Accountant

This document is signed electronically.


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OTHER


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GLOSSARY

Abipapogene Suvaplasmid (abi-suva)

Nykode Therapeutics’ off-the-shelf drug candidate targeting

HPV16-induced malignancies such as cervical cancer.

Abili-T

A randomized controlled trial in HPV16-driven 1st-line

recurrent/metastatic head and neck cancer (1L r/m HNSCC)

designed to demonstrate clinical efficacy of abi-suva.

Antigen

An antigen is a molecule recognized by the immune system.

“Non-self” antigens are identified as intruders and attacked

by the immune system.

APC

Antigen Presenting Cells (APC) are part of the immune

system and are cells that display antigens on their surfaces

and present them to T cells.

ASIT

Antigen Specific Immune Tolerance

B cell

Immune cells, also known as B lymphocytes, are responsible

for mediating the production of antigen-specific antibodies.

CCL3L1

CCL3L1, C-C motif chemokine ligand 3 like 1, a chemokine

that attracts APC and ensures binding to receptors on the

surface and subsequent internalization into the APCs. It is

used as a targeting module in many Vaccibody vaccines.

CD4+ T cells

Also known as helper T cells, CD4+ T cells are immune cells

able to activate and help other immune cells by releasing

signaling molecules, thereby orchestrating an optimal

immune response. Together, CD4+T cells and CD8+T cells

comprise the majority of T-lymphocytes.

CD8+ T cells

Immune cells (T lymphocytes) able to kill cancer or virus-

infected cells, also known as cytotoxic or killer T cells. CD8+T

cells together with CD4+T cells comprise the majority of T-

lymphocytes.

Cervical Intraepithelial Neoplasia (CIN)

The abnormal pre-cancerous growth of cells in the uterine

cervix usually caused by HPV infection.

Checkpoint inhibitor

Checkpoint inhibitors, also known as immune checkpoint

inhibitors, is a type of drug that activates the immune system

to fight cancer. The drug prevents the “off” signal, which then

enables the immune system to become activated. Drugs like

Tecentriq® (atezolizumab) and KEYTRUDA®

(pembrolizumab).

De novo immune responses

Immune responses that are generated for the first time

against a antigen, arising from naïve immune cells rather

than pre‑existing immunological memory.

DNA

Deoxyribonucleic acid (DNA) is the hereditary material found

in every cell and is unique for each individual. DNA consists of

genes that encode for proteins.

DNA vaccine

Vaccines are made to induce an immune response to an

antigen, to boost the immune system. When the antigen is

delivered as a DNA molecule (plasmid), it is called a DNA

vaccine.

EAE (experimental autoimmune encephalomyelitis)

A preclinical model for Multiple Sclerosis (MS)

Epitope

An epitope is the part of an antigen that is recognized by the

immune system, specifically by antibodies, B cells, or T cells.

For example, the epitope is the specific piece of the antigen

to which a T cell binds.

First-in-class vaccine

A vaccine that utilizes a new and unique mechanism of action

to treat a medical condition.

4th module

The 4th module is a concept where a 4th (or 5th etc.) module

is added in order to co-express immune enhancing, immune

inhibiting and/or immune guiding polypeptides.

HNSCC

Head and neck squamous cell cancer is the sixth most

common cancer worldwide.


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100

Human Leukocyte Antigen (HLA) system

Human version of the Major Histocompatibility Complex

(MHC) encoding for cell surface proteins responsible for the

presentation of intracellular (MHC class I) and extracellular

(MHC class II) proteins to the immune system.

HPV

Human papillomavirus. There are several strains, and HPV16

is the strain most associated with cancer.

Immuno-oncology

Cancer immunotherapy, also called immuno-oncology, is a

type of cancer treatment that helps the immune system fight

cancer.

INT (Individualized Neoantigen Therapy)

On-demand vaccine designed and manufactured specifically

for each individual patient.

Intellectual property such as patents and know-how.

IVS ELISpot

An enzyme‑linked immunospot assay in which immune cells

are first expanded by in vitro stimulation (IVS) to sensitively

detect and quantify antigen‑specific cytokine‑secreting cells.

mOS

Median overall survival

mPFS

Median progression-free survival

mRNA

mRNA, or messenger RNA, is like a blueprint that cells use to

build proteins based on instructions from your DNA. It's a

crucial part of how your body reads and uses genetic

information to function properly.

Mutation

A change or alteration that occurs in the DNA. Mutations may

lead to cancer, and these mutations may be identified and

recognized by the immune system.

Neoantigen

Novel tumor-specific antigens (TSAs) derived from somatic

gene mutations in cancer cells that are solely expressed on a

patient’s tumor. These mutations may be regarded as truly

foreign by the immune system.

NeoSELECT^TM

Nykode's proprietary platform used for the selection of

neoantigens for VB10.NEO

Off-the-shelf vaccine

Vaccine that can be manufactured, stored and may be used

to treat large patient groups.

ORR

Objective response rate

PD-L1 (Programmed Death‑Ligand 1)

An immune checkpoint protein expressed on tumor and

other cells that binds to PD‑1 on T cells, down‑regulating

immune responses and enabling immune evasion.

Peptide

A short chain of amino acids linked by peptide bonds,

commonly used as building blocks or functional molecules in

biological and therapeutic applications.

Plasmid

A small DNA molecule carrying genes that can be expressed

as proteins within a host cell.

Regulatory T cell (Treg)

A subpopulation of immunosuppressive T cells maintaining

tolerance to self-antigens and regulating the prevention of

autoimmune diseases.

R/M

Recurrent/metastatic

RNA

Ribonucleic acid (RNA) is a polymeric molecule essential in

various biological roles in coding, decoding, regulation and

expression of genes. All of the RNA in a natural cell is made

by DNA transcription.

T cell

Immune cells of key importance to the immune system

recognizing and fighting specific pathogens or cancer

antigens. See also CD4+ T cells and CD8+ T cells.

Vaccibody™ technology platform

A proprietary vaccine delivery platform intended to make

more efficacious vaccines by targeting the antigen to APCs.

VB10.NEO

A Vaccibody individualized drug candidate where each

vaccine is designed based on each patient’s cancer-specific

gene alterations (mutations).


Our business	3
Nykode at a glance	4
Core assets	5
Highlights	6
2025 key figures	7
2026 outlook and key priorities	7
Nykode’s vaccine technology platform	8
AI in Nykode - Data driven design	9
AI in Nykode - Enabling scale, rigor and decision making	11
Abipapogene Suvaplasmid (abi-suva)	12
Individualized Neoantigen Therapy (VB10.NEO)	14
Immune Tolerance	15

Letter to shareholders	16

Board of Directors Report	18
Strategy and outlook	19
Research and development projects	20
Financial review	22
Working environment	25
Corporate social responsibility	28
Risk and uncertainty	29
Responsibility statement	32