REGISTERED NUMBER: 12734877 (England and Wales)

Financial Statements for the Year Ended 31 December 2024

for

PERCEPTYX UK LTD

Page

Statement of Financial Position

1

Notes to the Financial Statements

2

FIXED ASSETS

Tangible assets

4

871

3,009

CURRENT ASSETS

Debtors

5

36,356

6,277

Cash at bank

22,317

-

58,673

6,277

CREDITORS

Amounts falling due within one year

6

501,350

338,669

NET CURRENT LIABILITIES

(442,677

)

(332,392

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(441,806

)

(329,383

)

CAPITAL AND RESERVES

Called up share capital

7

100

100

Other reserves

8

111,284

91,018

Retained earnings

8

(553,190

)

(420,501

)

SHAREHOLDERS' FUNDS

(441,806

)

(329,383

)

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Statement of comprehensive income has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 27 October 2025 and were signed on its behalf by:

D R Hollady - Director

1.	STATUTORY INFORMATION

Perceptyx UK Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address are as below:

Registered number:

12734877

Registered office:

Fourth Floor St James House

St James' Square

Cheltenham

GL50 3PR

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

All amounts have been rounded to the nearest £1 pound sterling, unless otherwise indicated.

Revenue recognition

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

-

the amount of revenue can be measured reliably;

-

it is probable that the company will receive the consideration due under the contract;

-

the stage of completion of the contract at the end of the reporting period can be measuredreliably; and

-

the costs incurred and the costs to complete the contract can be measured reliably.

The company is contracted by its parent company, Perceptyx Inc., to provide marketing and sales services within specific contracted regions. The company is remunerated by its parent company for these services.

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Office equipment

-

33%

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of comprehensive income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Pension costs and other post-retirement benefits

The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the company in independently administered funds.

Going concern

The directors have a reasonable expectation that the company has adequate resources to continue in operational existence for a period of at least twelve months from the date of signing this report.

The company relies on the continued support from its parent company Perceptyx, Inc., particularly given the strategic nature of income and expenditure recognition for the foreseeable future, and the parent company has confirmed it will continue to provide support and adequate resources during this time (foreseeable future being at least 12 months from signing). On that basis, the directors continue to adopt the going concern basis of accounting in preparing the annual financial statements.

Share-based payments

Certain employees of the company have been granted Class C Incentive Units ("CIUs") with a participation threshold. CIUs entitle recipients to certain interests in the company’s ultimate parent company, Perceptyx Holdings, LLC, upon satisfaction of service, performance or market conditions. The awards are equity classified awards. Compensation cost for all stock-based awards granted is based on the fair value of the award at the time of the grant. Stock-based compensation cost is recognized as expense over the requisite service period, which is generally the vesting period, on a straight-line basis for awards with only a service condition. The accelerated attribution vesting method is used for awards that have service and other conditions. Forfeitures are accounted for as they occur.

Debtors

Short term debtors are measured at transaction price, less an impairment.

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.

Creditors

Short term creditors are measured at the transaction price.

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.

Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.

Increases in provisions are generally charged as an expense to profit or loss.

Financial instruments

The company has elected to apply the provisions of Section 11 "Basic Financial Instruments" of FRS102 to all of its financial instruments.

Basic financial assets and liabilities that are payable or receivable within one year, typically trade payables and receivables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration, expected to be paid or received.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 27 (2023 - 29 ) .

4.	TANGIBLE FIXED ASSETS

Plant and

machinery

etc

£

Cost

At 1 January 2024

and 31 December 2024

6,413

Depreciation

At 1 January 2024

3,404

Charge for year

2,138

At 31 December 2024

5,542

Net book value

At 31 December 2024

871

At 31 December 2023

3,009

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Other debtors

-

1,200

Tax

30,000

-

VAT

1,316

-

Deferred tax asset

536

536

Prepayments and accrued income

4,504

4,541

36,356

6,277

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Trade creditors

7,383

-

Amounts owed to group undertakings

126,125

163,370

Corporation tax

-

15,392

Social security and other taxes

36,114

10,323

Other creditors

25

-

Accruals and deferred income

331,703

149,584

501,350

338,669

7.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2024

2023

value:

£

£

100

Ordinary

1

100

100

8.

RESERVES

Equity settled share based payments

Includes accumulated share based payments.

Reserves

Profit and loss account - includes accumulated profits and losses.

9.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Russel Byrd FCA (Senior Statutory Auditor)

for and on behalf of Byrd Link Audit & Accountancy Services Limited

10.	PENSION COMMITMENTS

The company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £67,501 (2023 - £68,391). Contributions totalling £6,408 (2023 - £5,155) were payable to the fund at the reporting date and are included in creditors.

11.	RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

12.	ULTIMATE CONTROLLING PARTY

The company is a wholly owned subsidiary of Perceptyx, Inc., a company incorporated in the United States of America.

The smallest group in which the results of the company are consolidated is that headed by Perceptyx, Inc. The consolidated financial statements may be obtained from Perceptyx, Inc., 28765 Single Oak Drive, Suite 250, Temecula, California, 92590, United States of America.

13.	SHARE-BASED PAYMENT TRANSACTIONS

The company's ultimate parent company, Perceptyx Holdings, LLC, operates a share option scheme for certain employees of the company.

The participation threshold of each grant of Class C Incentive Units is established by the Board of Directors of Perceptyx Holdings, LLC, and is equal to or greater than the fair market value of a Class B Unit on the date of grant such that Class C Incentive Units are not entitled to any distributions in connection with a liquidation of Perceptyx Holdings, LLC on the date of issuance. Each grant is subject to service-based and market-based vesting with 40% of the award vesting based on certain service intervals and 60% of the award vesting upon Class A unitholders obtaining a specified rate of return. Service-based units vest 25% on the first anniversary of the vesting commencement date and 6.25% vest quarterly thereafter. Market-based units vest upon Class A unitholders obtaining a specified rate of return with 50% vesting upon a return of 2.5 times invested capital and the remainder vesting upon a return of 3.25 times invested capital.

All equity classified incentive units have indefinite contract terms and, once vested, will remain outstanding until liquidation of Perceptyx Holdings or until repurchased by Perceptyx Holdings.