Announcement PDF 1 of 2 Felix Group Holdings Ltd ACN 159 858 509 Annual Report 30 June 2026 1 Felix Group Holdings Ltd ACN 159 858 509 Annual Report - 30 June 2026 2 Felix Group Holdings Ltd ACN 159 858 509 3 Chairman’s letter 5 Corporate information 6 Directors’ report 24 Auditor’s independence declaration 26 Statement of profit or loss and other comprehensive income 27 Statement of financial position 28 Statement of changes in equity 29 Statement of cash flows 30 Notes to the financial statements 61 Directors’ declaration 62 Independent auditor’s report to the members of Felix Group Holdings Limited Contents 2 Felix Group Holdings Ltd ACN 159 858 509 3 Felix Group Holdings Ltd ACN 159 858 509 Chairman’s Letter Fellow shareholders, FY26 was an important year in the history of Felix. The Group continued to grow its core Enterprise business, completed the acquisition of Nexvia and significantly broadened the scale and capabilities of the business. It was also a year of transition, including changes to both the Board and executive leadership of the Group. In October 2025, Mike Davis stepped down as Chief Executive Officer. On behalf of the Board, I would like to thank him for his contribution to the Company from its origins through to the business it is today. Chris Atkin was appointed Chief Executive Officer in April 2026. Since his appointment, the Board and management have undertaken a detailed review of the Group’s strategy, operating model and priorities. This work has reinforced our confidence in the quality of Felix’s underlying assets, while identifying a clear opportunity to create greater value from them through a more focused and integrated approach. At the centre of Felix is an established enterprise procurement business serving many of Australia’s leading organisations across asset-intensive industries. Through these relationships, Felix is connected to a significant network of vendors. Together with our marketplace capabilities and Nexvia, the Group has developed capabilities spanning enterprise procurement and governance, vendor engagement and the operation of vendor businesses. Our focus is increasingly on connecting these capabilities and activating the significant opportunity already present within the Felix network. Greater participation and interaction can create more commercial opportunities for vendors, provide enterprises with greater access to relevant and qualified suppliers, and generate increasingly valuable data and intelligence from the activity occurring between them. This opportunity is concentrated in Australia and New Zealand, where Felix already has meaningful enterprise relationships and vendor reach. Our strategy and investment priorities are therefore increasingly focused on building from this established position. This sharper strategic focus is being reflected in how we operate the business. Organisational structure, product priorities and investment across the Group are being aligned around the opportunities where Felix has the strongest competitive position and clearest potential to create sustainable shareholder value. Financial and operating discipline will be central to this next phase. The Board recognises that sustainable value creation requires an appropriate balance between investment in growth and improving the underlying economics of the Group. Greater prioritisation, clearer accountability and disciplined allocation of capital will therefore underpin execution of the strategy. The Board itself has also undergone change during the year. I am pleased to have assumed the role of Chairman and, together with my fellow Directors, look forward to supporting Chris and the management team through this next phase of Felix’s development. Looking ahead to FY27, our priorities are clear: to strengthen and grow our Enterprise position in Australia and New Zealand; increase activation and commercial activity across the vendor network; better connect and simplify the Group’s product capabilities; and continue to improve the operating and financial performance of the business. Felix has built valuable positions on both sides of the procurement relationship. The opportunity now is to connect those positions more effectively and translate the scale and activity already present within the network into greater customer and shareholder value. 4 Felix Group Holdings Ltd ACN 159 858 509 Chairman’s Letter On behalf of the Board, I would like to thank our employees for their commitment and contribution during a period of significant change. I would also like to thank our customers, vendors and shareholders for their continued support. We look forward to updating shareholders on our progress during FY27. Our Annual Meeting is scheduled for 9 November 2026 and I look forward to presenting to our shareholders there. Yours faithfully, Dominic O’Hanlon Chairman 5 Felix Group Holdings Ltd ACN 159 858 509 Corporate information Dominic O’Hanlon (appointed 2nd February 2026) George Rolleston Joycelyn Morton Rob Phillpot Michael Bushby (resigned 2nd February 2026) Mike Davis (Managing Director) (resigned 12th November 2025) Stephen Hunter (appointed 17th August 2026) James Frayne (resigned 17th August 2026) The annual general meeting of Felix Group Holdings Limited is expected to be held on 9 November 2026. Level 13 239 George Street Brisbane City QLD 4000 Level 13 239 George Street Brisbane City QLD 4000 Phone: 1300 010 527 Computershare Limited Yarra Falls 452 Johnston Street Abbotsford VIC 3067 Phone: +61 03 9415 5000 BDO Audit Pty Ltd Level 18, 360 Queen Street Brisbane QLD 4000 Felix Group Holdings Limited shares are listed on the Australian Securities Exchange (ASX code: FLX) www.felix.net https://www.felix.net/investors/corporate-governance Directors Company Secretary & CFO Notice of annual general meeting Registered office Principal place of business Share register Auditor Stock exchange listing Website Corporate Governance Statement ASX Listing Rule 4.10.19 Statement The Consolidated Entity confirms that, in accordance with ASX Listing Rule 4.10.19, that it has used the cash (and assets in a form readily convertible to cash) from the time of admission in a way that is consistent with its business objectives during the period from admission to the reporting date. Directors’ Report - 30 June 2026 6 Felix Group Holdings Ltd ACN 159 858 509 6 Felix Group Holdings Ltd ACN 159 858 509 Felix Group Holdings Limited Directors’ report Information on the Directors At the date of this report, the Board comprised four Non-executive Directors. The following persons were directors of Felix Group Holdings Limited during the whole of the financial year and up to the date of this report, unless otherwise stated: Dominic John O’Hanlon BA Econ Hons I, FAICD (appointed 2 February 2026) Non-executive Chairman – Independent Dominic was appointed to the Board in February 2026. Mr. O’Hanlon brings 30 years of experience across high growth technology companies, listed company governance, multinational organisations, strategy and go-to-market execution. This experience includes CEO and Managing Director of Rhipe (ASX:RHP), which was acquired by Crayon for $408m in 2021, Chief Strategy Officer of MYOB, which was acquired by Bain Capital for $1.2b in 2011, and senior leadership roles at Oracle. Mr. O’Hanlon is currently a Non-Executive Director of Adisyn (ASX:AI1), Non-Executive Director of Pentanet (ASX:5GG), Non-Executive Director of Ion Video Limited (ASX:IOV) and Non-Executive Chairperson of oneclickswitch.com.au. He was a former director of BikeExchange (ASX: BEX) (2022 to 2024). Dominic chairs the Nomination and Remuneration Committee. Interest in shares: none Interest in options: none Contractual rights to shares: none George Humphry Davy Rolleston MAPPFin BBus(Law) Non-executive Director – Non-independent George was appointed to the Board in May 2014. George is the founder and managing director of Asset Growth Fund Ltd and Suubee Group based in Melbourne. George has two decades of experience in the global financial markets, working in mergers and acquisitions and in the financial advisory sector. George is a director of a number of private businesses operating globally in the automation, tourism, finance and security industries. He is a Director of Tali Digital Limited (ASX: TD1). He was previously a Director of NZ Listed MHM Automation Ltd (MHM:NZX) (2019 - 2024) before it was acquired by Fortifi Food Processing Solutions. George is a member of both the Audit and Risk Committee and the Nomination and Remuneration Committee. Interest in shares: 22,927,159 Interest in options: 549,451 options over ordinary shares Contractual rights to shares: none Joycelyn Cheryl Morton BEc, FCA, FCPA, FIPA, FAICD Non-executive Director – Independent Joycelyn was appointed on 14 July 2021 to the Board as Chair of the Audit and Risk Committee. She has an extensive business and accounting background and has worked in a number of senior financial roles both in Australia and internationally, with particular expertise in taxation. Ms. Morton is the Chair of CEA Technologies Pty Ltd and ABx Group Ltd (ASX: ABX) and Non-executive Director of Gelion PLC (GBX:GELN) and SEC Victoria Pty Ltd. Directors’ Report - 30 June 2026 7 Felix Group Holdings Ltd ACN 159 858 509 7 Felix Group Holdings Ltd ACN 159 858 509 Felix Group Holdings Limited Directors’ report Also the Audit and Risk Committee Chair for Infrastructure NSW. She was previously a Non-executive Director of ASX listed Argo Global Listed Infrastructure Ltd (ASX:ALI) (2015-2024), and a Non-executive Director of ASC Pty Ltd (2017 to 2023), a large government business enterprises. Interest in shares: 861,072 Interest in options: 749,251 options over ordinary shares Contractual rights to shares: none Rob William Phillpot BComm, BPD (Hons), MBldg, GAICD Non-executive Director – Independent Rob was appointed to the Board on 22 January 2021. Rob co-founded Aconex in 2000, which provides collaboration solutions for construction teams. Aconex was acquired by Oracle in 2018 and Rob stayed with Oracle for over 2 years, leading global product strategy. Rob is a Founding Partner of Glitch Capital, which invest in early-stage B2B SaaS companies. He was a director of Aconex limited (ASX:ACX) from 2014 to 2018 and is also a director of a number of private businesses globally. Rob is a member of both the Audit and Risk Committee and the Nomination and Remuneration Committee. Interest in shares: 2,218,434 Interest in options: 549,451 options over ordinary shares Contractual rights to shares: none Michael Bruce Bushby BE, BBus, MEng, FAICD (resigned 2 February 2026) Non-executive Chairman – Independent Michael Bushby was appointed to the Board as Chairman on 17 November 2020. Michael resigned in the period on 2 February 2026. Interest in shares (at time of resignation): 1,217,857 Interest in options (at time of resignation): 1,098,901 options over ordinary shares Contractual rights to shares (at time of resignation): none Michael (Mike) Peter Davis MAICD (resigned 12 November 2025) Managing Director – Non-independent Mike is a Co-Founder and was the Chief Executive Officer and Managing Director of Felix until his resignation on 12 November 2025. Interest in shares (at time of resignation): 12,999,359 Interest in options (at time of resignation): none Contractual rights to shares (at time of resignation): none Information on the Directors Directors’ Report - 30 June 2026 8 Felix Group Holdings Ltd ACN 159 858 509 8 Felix Group Holdings Ltd ACN 159 858 509 Felix Group Holdings Limited Directors’ report During the period, the principal continuing activity of the Group consisted of a cloud- based SaaS solution to its Contractor and Vendor customer base to make it easier for them to find, manage and engage with each other. The Felix platform automates and streamlines a range of critical, procurement-focused business processes. Contractors are contracted by asset owners to build or maintain capital works projects in the commercial construction and related industries. Vendors comprise the Contractors suppliers and include subcontractors, equipment providers and service and materials providers. No dividends were paid or declared for payment since the start of the financial year. Principal activities Dividends Review of operations FY26 was a year of continued growth and significant change for Felix. The Enterprise business continued to grow, participation across the platform increased strongly and the acquisition of Nexvia materially increased the scale and recurring revenue base of the Group. At 30 June 2026, Felix comprised approximately 80 Enterprise customers, 385 paying Vendor Marketplace customers and 202 Nexvia customers, generating Group contracted ARR of $13.0m. During the latter part of FY26, management commenced a broader review of the Group’s strategy, operating model and priorities. This work has informed a sharper focus for FY27, centred on creating greater value from Felix’s established enterprise and vendor network across Australia and New Zealand. Group Contracted ARR FY26 Operating Performance Felix’s Enterprise business continued to provide the foundation of the Group during FY26, delivering contracted ARR of $7.5m at year end, compared with $6.9m at 30 June 2025. Felix now supports 80 Enterprise customers, across asset-intensive industries including infrastructure, construction, mining and utilities. During FY26, the Company signed 15 new Enterprise customers and completed 10 expansions across its existing customer base, including its strongest Q4 in two years. Following a review of growth priorities, Felix is increasingly concentrating its Enterprise resources on Australia and New Zealand, where the Company has established customer relationships, sector expertise and significant existing vendor participation. International opportunities will continue to be assessed selectively but are not a primary area of investment. Fig. 1 - Group Contracted ARR ($m) FY22 1.9 2.0 2.0 1.7 1.8 3.7 2.8 4.0 5.7 6.9 7.5 4.7 FY23 6.0 FY24 7.7 FY25 8.6 13.0 FY26 Enterprise ARR Vendor ARR Nexvia 9 Felix Group Holdings Ltd ACN 159 858 509 Directors’ report Participation and activity across the Felix platform increased strongly during FY26. We’ve sharpened our focus on the most active of our vendor population as we seek to monetise with an evolved offering to vendors. The total number of vendors active in the past 12 months across the Felix network grew 26% to approximately 73.3k. Importantly, other measures of activity in FY26 grew equally rapidly on the prior year: RFQs increased 23% to more than 30k; evaluations increased 39% to approximately 17k; and compliance documents increased 34% to more than 300k. Further, the number of enterprise users increased 25% to just over 10k while projects delivered within the platform grew 30% to over 2,500. This reflects not only the increase in connected enterprise organisations but expanded usage too. Overall, these measures demonstrate increasing depth of participation across the platform, with growth in procurement and vendor-management activity outpacing growth in the underlying vendor population. Felix’s Vendor Marketplace generated contracted ARR of $1.8m at 30 June 2026, with 385 paying vendors. Felix completed the acquisition of Nexvia in October 2025, adding a SaaS business providing project and business management software primarily to SME contractors. At 30 June 2026, Nexvia supported 202 customers and generated contracted ARR of approximately $3.7m, materially increasing the scale and recurring revenue base of the Group. During the latter part of FY26, management performed a review of packaging and pricing for Nexvia’s customer plans. The intention is to unlock more product-driven revenue growth, moving from a reliance on greater user numbers, as well as drive a higher minimum fee to ensure margin improvement. These plans will launch in September 2026 and drive strong revenue improvement, making Nexvia a net cash contributor to the group. Platform Participation Group revenue for FY26 was $11.5m, compared with $8.3m in FY25, reflecting continued growth in the Enterprise business and the contribution from Nexvia following completion of the acquisition. Gross profit was $6.7m, representing a gross margin of 58%, compared with 59% in FY25. Operating expenses were $11.5m, while Adjusted EBITDA was a loss of $4.2m compared with a loss of $2.9m in FY25. The statutory loss after tax was $6.0m. Management’s review of the Group has reinforced the scale of the opportunity already present across Felix’s Australia and New Zealand network. Approximately 73.3k unique vendors were active across at least one element of the platform during FY26, interacting with Enterprise customers across procurement, vendor management and commercial activity. Historically, these relationships and capabilities have developed and been commercialised with a degree of independence. Our strategy is now focused on activating them as a more connected network - increasing the commercial opportunities available to vendors, expanding the value provided to Enterprise customers and using the resulting activity and data to progressively strengthen the platform. Nexvia Financial Performance Sharpening the strategic focus Directors’ Report - 30 June 2026 10 Felix Group Holdings Ltd ACN 159 858 509 Directors’ report FY27 Execution Priorities Our FY27 operating agenda is focused on four priorities. Grow and deepen Enterprise. We will continue to strengthen our position with asset- intensive organisations in Australia and New Zealand, deepening existing customer relationships whilst adding high-quality Enterprise customers. Our focus remains on increasing the value Felix provides within customer procurement and vendor- management processes across the platform. Activate the network. We intend to more effectively connect Enterprise demand with relevant vendor capability, increasing meaningful vendor participation and the volume of commercial opportunity flowing across the network. This represents an evolution from measuring network scale primarily through vendor numbers towards increasing cross- network engagement, activity and commercial value. Deliver the product strategy. Product investment is being concentrated on capabilities that improve how Enterprise customers and vendors interact across Felix. This includes improving vendor discovery, categorisation and matching, making it easier to access relevant vendor capability across the platform, and applying AI to automate activities that are currently manual. These initiatives will progressively support a more scalable and technology-led network proposition. Improve operating performance. We are simplifying the Group’s operating model, establishing clearer accountability and concentrating resources behind the opportunities with the strongest potential to generate sustainable returns. This includes improving the underlying performance and economics of Nexvia and continuing to drive greater operating leverage across the Group. These priorities provide a clear operating agenda for FY27 and the measures against which we intend to report our progress. As participation increases, the network has the potential to become more valuable to both sides: greater Enterprise activity creates more commercial opportunities for vendors, while broader and more engaged vendor participation increases the value Felix can provide to Enterprise customers. The activity generated across the network also creates increasingly valuable data and intelligence to improve discovery, matching, governance and decision-making. This focus is increasingly determining our product, commercial and investment priorities. Directors’ Report - 30 June 2026 11 Felix Group Holdings Ltd ACN 159 858 509 Directors’ report The loss for the consolidated entity after providing for income tax amounted to $6,031,000 (2025 loss: $4,733,000). The Adjusted EBITDA loss for the year ending 30 June 2026 was $4,221,000 (2025: $2,921,000). Adjusted EBITDA is considered an appropriate performance metric for the group, although it is a non-IFRS measure, due to it removing the impact in the period of interest, depreciation, amortisation and share based payments. Financial Performance - Adjusted EBITDA Contractor ($’000) Vendor ($’000) Nexvia ($’000) Unallocated ($’000) Total ($’000) Operating Revenue 6,956 1,783 2,773 - 11,512 COS 1,893 1,830 1,073 - 4,796 Gross Profit 5,063 (47) 1,700 - 6,716 Gross Margin % 73% (3%) 61% - 58% Other income - - - 554 554 Operating Expenses - - - 11,491 11,491 Adjusted* EBITDA 5,063 (47) 1,700 (10,937) (4,221) (Gain) on Fair value movement on contingent consideration - - - (931) (931) Depreciation & amortisation - - - 2,154 2,154 Finance costs - - - 257 257 Share based payments - - - 647 647 Income tax benefit - - - (317) (317) Loss after income tax 5,063 (47) 1,700 (12,747) (6,031) *Adjusted EBITDA is earnings before gain on FV movement of contingent consideration, interest, tax, depreciation, amortisation and share based payments Directors’ Report - 30 June 2026 12 Felix Group Holdings Ltd ACN 159 858 509 Directors’ report The following is a material summary of business risks that could adversely affect the consolidated entity’s financial performance and growth potential in future years and how the consolidated entity proposes to mitigate those risks. Macroeconomic and market conditions The broader economic environment, including factors such as inflation, interest rates, and geopolitical instability, can have a significant impact. Adverse economic conditions may lead to reduced IT spending by businesses and consumers, affecting sales and cashflow receipts. The group manages this risk by actively monitoring macroeconomic conditions and maintaining a strong focus on cashflow management and forecasting to mitigate any potential impacts on receipts. Talent acquisition and retention The success of the consolidated entity is closely linked to the ability to attract, develop, and retain highly skilled employees, particularly in areas such as software development, engineering, and sales. The technology sector is competitive in terms of talent acquisition, and there is a risk that the necessary human resources may not be secured or retained to execute the business strategy effectively. The group seeks to mitigate this risk by offering attractive employee benefits and investing in programs to support retention and development of key talent. Financial and liquidity risk There is the possibility of challenges in securing adequate financing to support growth initiatives, research and development, and day-to-day operations. Fluctuations in currency exchange rates, interest rates, and economic conditions could affect financial stability. The ability to raise additional capital through equity or debt markets is influenced by market conditions and investor sentiment, which may not always be favourable. The group manages this risk through regular cashflow management and forecasting. Further, the group maintains awareness of current conditions and options for support in relevant markets. Technology Obsolescence There is a risk that products and services could become obsolete or fail to meet the evolving needs of customers. Competitors, including both established firms and new entrants, may develop improved technologies or more cost-effective solutions, potentially reducing market share and profitability. The Group seeks to mitigate this risk through ongoing investment in research and development to enhance existing offerings and support innovation in line with customer needs. Cyber Security and Data Protection As a technology company, there is a heightened vulnerability to cybersecurity threats, including data breaches, hacking, and other forms of cyber attacks. A significant security breach could compromise sensitive customer data, disrupt operations, and damage reputation. Regulatory compliance concerning data protection and privacy, especially under stringent laws like the GDPR, also poses an ongoing challenge. The Group mitigates this risk through ongoing investment in security measures, regular compliance monitoring, and maintaining additional certification for information security management. Product Failure The software and delivery mechanisms are architected in such a manner to minimise the business impacts of any failure. Customers have the opportunity to evaluate the software prior to entering into a commercial relationship, reducing the instances of the solutions not meeting their needs. Climate Change Climate change risk is low for most organisations operating in the technology space and the consolidated Group is no exception. Risks Directors’ Report - 30 June 2026 13 Felix Group Holdings Ltd ACN 159 858 509 Directors’ report On 8 October 2025, Felix Group Holdings Ltd acquired 100% of the ordinary shares of Nexvia Pty Ltd for total consideration transferred of $11.2m. Nexvia is a SaaS platform providing project and business management solutions to project-led, vendor, small and medium enterprises. Refer to Note 21 for further details of this business combination. There were no other significant changes in the state of affairs of the consolidated entity during the financial year. Subsequent to the end of the financial year, the group has engaged in the following matters: • Announced a two-tranche placement which it received firm commitments for $5.54m • Announced it will offer eligible shareholders the opportunity to participate in a Share Purchase Plan at a capped amount of $1.0m For more details please refer to note 33: Events after the reporting period. The consolidated entity is not subject to any significant environmental regulation under Australian Commonwealth or State law. Significant changes in the state of affairs Matters subsequent to the end of the financial year Environmental regulation Company secretary James Frayne held the position of Company Secretary throughout the period until 17 August 2026. Stephen Hunter is the current Company Secretary after joining the Group on 17 August 2026. Stephen also acts as the Chief Financial Officer. Full board Nomination and Remuneration Committee Audit and Risk Committee Attended Held Attended Held a Attended Held a Dominic O’Hanlon (appointed 2 February 2026) 4 4 - - - - Joycelyn Morton 9 9 - - 3 3 Rob Phillpot 9 9 1 1 3 3 George Rolleston 9 9 1 1 3 3 Michael Bushby (resigned 2 February 2026) 5 5 1 1 - - Mike Davis (resigned 12 November 2025) 4 4 - - 1 1 Meetings of directors The number of meetings of the company’s Board of Directors (‘the Board’) and of each Board committee held during the year ended 30 June 2026, and the number of meetings attended by each director were: a) Held: represents the number of meetings held during the time the director held office or was a member of the relevant committee. For the 2026 financial year all non-committee members attended all committee meetings of the Nomination and Remuneration Committee and Audit and Risk Committee as guests during this time. Felix is well positioned to continue to drive scale across its enterprise platform, Nexvia platform and marketplace in FY27. The Company’s strong pipeline of new Contractors provides significant opportunity to grow ARR while accelerating requirements around environment and social governance (ESG) and legislative compliance should continue to strengthen the opportunity landscape for Felix. Planned expansion of platform modules will further enhance the platform’s value proposition to Contractors, delivering opportunities to increase penetration amongst existing customers while providing immediate opportunities to win new Contractors. Development of Vendor compliance modules, to significantly streamline and automate existing practices, provide a further avenue to scale the Vendor Marketplace, underpinning significant additional opportunity to monetise Vendors. Outlook Directors’ Report - 30 June 2026 Directors’ Report - 30 June 2026 14 Felix Group Holdings Ltd ACN 159 858 509 Directors’ report - Remuneration report Remuneration report Principles used to determine the nature and amount of remuneration The remuneration report details the key management personnel remuneration arrangements for the consolidated entity, in accordance with the requirements of the Corporations Act 2001 and its Regulations. Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including all directors. The remuneration report is set out under the following main headings: • Principles used to determine the nature and amount of remuneration • Details of remuneration • Service agreements • Share-based compensation • Additional information • Additional disclosures relating to key management personnel The objective of the consolidated entity’s executive reward framework is to ensure reward for performance is competitive and appropriate for the results delivered. The framework aligns executive reward with the achievement of strategic objectives and the creation of value for shareholders, and it is considered to conform to the market best practice for the delivery of reward. The Board of Directors (‘the Board’) ensures that executive reward satisfies the following key criteria for good reward governance practices: • Competitiveness and reasonableness • Acceptability to shareholders • Performance linkage / alignment of executive compensation • Transparency The Nomination and Remuneration Committee is responsible for determining and reviewing remuneration arrangements for its directors and executives. The performance of the consolidated entity depends on the quality of its directors and executives. The remuneration philosophy is to attract, motivate and retain high performance and high- quality pers