Company No: 13192758 (England and Wales)

Contents

• Statement of Financial Position
• Notes to the Financial Statements

	Note	2025		2024
		£		£
Fixed assets
Tangible assets	3	59,860		171,996
		59,860		171,996
Current assets
Debtors	4	1,093,481		821,995
Cash at bank and in hand		306,240		111,108
		1,399,721		933,103
Creditors: amounts falling due within one year	5	( 114,002)		( 114,209)
Net current assets		1,285,719		818,894
Total assets less current liabilities		1,345,579		990,890
Provision for liabilities	6	( 13,912)		( 41,974)
Net assets		1,331,667		948,916
Capital and reserves
Called-up share capital	7, 9	100		100
Profit and loss account		1,331,567		948,816
Total shareholder's funds		1,331,667		948,916

For the financial year ending 31 December 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Director's responsibilities:

• The member has not required the company to obtain an audit of its financial statements for the financial year in accordance with section 476;
• The director acknowledges their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements; and
• These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime and a copy of the Statement of Income and Retained Earnings has not been delivered.

The financial statements of Eleven Therapeutics (UK) Ltd (registered number: 13192758) were approved and authorised for issue by the Director. They were signed on its behalf by:

S Ilan Director

02 June 2026

1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

Eleven Therapeutics (UK) Ltd (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the company's registered office is 35 Ballards Lane, London, N3 1XW, United Kingdom.

The principal activity of the Company during the financial year was that of developing RNA based therapeutic applications and technological platforms to improve and perfect the drug development pipeline.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Section 1A of Financial Reporting Standard 102 (FRS 102) ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ issued by the Financial Reporting Council and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

The financial statements are presented in pounds sterling which is the functional currency of the Company and rounded to the nearest £.

Foreign currency

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 Statement of Income and Retained Earnings.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Income and Retained Earnings within 'finance income or costs'. All other foreign exchange gains and losses are presented in Statement of Income and Retained Earnings within 'other operating income'.

Turnover

Revenue arises from cost plus recharges made to the parent company. 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.

Interest income

Interest income is recognised when it is probable that the economic benefits will flow to the company and the amount of revenue can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount on initial recognition.

Employee benefits

Defined contribution schemes
The company operates a defined contribution scheme. The amount charged to the Statement of Income and Retained Earnings in respect of pension costs and other post-retirement benefits is the contributions payable in the financial year. Differences between contributions payable in the financial year and contributions actually paid are included as either accruals or prepayments in the Statement of Financial Position.

Share-based payment

Equity-settled share-based payment transactions are measured at fair value at the date of grant. The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Company’s estimate of shares that will eventually vest and adjusted for the effect of non-market-based vesting conditions.

Where equity-settled arrangements are modified, and are of benefit to the employee, the incremental fair value is recognised over the period from the date of modification to the date of vesting. Where a modification is not beneficial to the employee there is no change to the charge for share-based payment. Settlements and cancellations are treated as an acceleration of vesting, and the unvested amount is recognised immediately in the Statement of Income and Retained Earnings.

Taxation

Current tax
Current tax is provided at amounts expected to be paid (or recoverable) using the tax rates and laws that have been enacted or substantively enacted at the Statement of Financial Position date.

Deferred tax
Deferred tax arises as a result of including items of income and expenditure in taxation computations in periods different from those in which they are included in the company's financial statements. Deferred tax is provided in full on timing differences which result in an obligation to pay more or less tax at a future date, at the average tax rates that are expected to apply when the timing differences reverse, based on current tax rates and laws. Deferred tax assets and liabilities are not discounted.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Tangible fixed assets

Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. Depreciation is provided on all tangible fixed assets, other than investment property and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line or reducing balance basis over its expected useful life, as follows:

Plant and machinery	3 years straight line
Office equipment	3 years straight line
Computer equipment	3 years straight line

Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to Statement of Income and Retained Earnings.

Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks.

Financial instruments

The Company only enters into basic financial instruments and transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to and from related parties and investments in non-puttable ordinary shares.

Financial assets
Basic financial assets, including other debtors and amounts due from related companies, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Such assets are subsequently carried at amortised cost using the effective interest method.

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in the Statement of Income and Retained Earnings.

Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.

Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.

Financial liabilities
Basic financial liabilities, including trade and other creditors and accruals, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Provisions

Provisions are recognised when the company has a present obligation (legal or constructive) as a result of a past event, it is probable that the company will be required to settle that obligation, and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the Statement of Financial Position date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material).

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received, and the amount of the receivable can be measured reliably.

2. Employees

	2025		2024
	Number		Number
Monthly average number of persons employed by the company during the year, including the director	18		21

3. Tangible assets

	Plant and machinery		Office equipment		Computer equipment		Total
	£		£		£		£
Cost
At 01 January 2025	483,464		3,660		30,857		517,981
Additions	5,274		0		3,197		8,471
Disposals	0		0		( 3,737)		( 3,737)
At 31 December 2025	488,738		3,660		30,317		522,715
Accumulated depreciation
At 01 January 2025	321,535		2,509		21,941		345,985
Charge for the financial year	112,664		898		7,045		120,607
Disposals	0		0		( 3,737)		( 3,737)
At 31 December 2025	434,199		3,407		25,249		462,855
Net book value
At 31 December 2025	54,539		253		5,068		59,860
At 31 December 2024	161,929		1,151		8,916		171,996

4. Debtors

	2025		2024
	£		£
Amounts owed by group undertakings	718,091		487,711
Prepayments	16,036		6,615
VAT recoverable	57,954		0
Other taxation and social security	299,167		324,231
Other debtors	2,233		3,438
	1,093,481		821,995

Amounts owed by group undertakings are unsecured, interest-free, have no fixed date of repayment and are repayable on demand.

5. Creditors: amounts falling due within one year

	2025		2024
	£		£
Trade creditors	57,643		64,957
Accruals	16,284		3,749
Other taxation and social security	30,920		36,451
Other creditors	9,155		9,052
	114,002		114,209

6. Deferred tax

	2025		2024
	£		£
At the beginning of financial year	( 41,974)		( 66,828)
Credited to the Statement of Income and Retained Earnings	28,062		24,854
At the end of financial year	( 13,912)		( 41,974)

7. Called-up share capital

	2025		2024
	£		£
Allotted, called-up and fully-paid
100 Ordinary shares of £ 1.00 each	100		100

8. Events after the Balance Sheet date

Subsequent to the year end, the Parent Company entered into arrangements resulting in certain employees transferring to a newly U.K. established entity, on 1 January 2026.

In connection with this transfer, the employees’ Enterprise Management Incentive (“EMI”) share options, for 23,400 Ordinary shares, were amended in March 2026 to reflect the change in their employment and the underlying structure of the group.

These events are considered non-adjusting events as they relate to conditions arising after the reporting date. Accordingly, no adjustments have been made to the financial statements for the year ended 31 December 2025.

9. Share based payments

A total of 77,500 Ordinary shares of £0.0001 in the Parent company have been granted to 19 employees.

Options for 5,000 Ordinary shares, granted during 2021, lapsed during 2022.

In 2023, options were granted for:

7,800 Ordinary shares at an exercise price of £7.228,
8,400 Ordinary shares at an exercise price of £7.0009, and
1,200 Ordinary shares at an exercise price of £14.0017.

Additionally, options for 2,000 Ordinary shares granted during 2023, lapsed during 2023.

In 2024, options were granted for 5,900 Ordinary shares at an exercise price of £8.8812.

Additionally, options for 5,000 Ordinary shares, granted during 2022 and 4,600 Ordinary shares granted during 2023, lapsed during 2024.

In 2025, no options were granted however options for 4,400 Ordinary shares granted in 2023 and 1,000 Ordinary Shares granted in 2024, lapsed during 2025.

10. Ultimate controlling party

Parent Company:

Eleven Therapeutics Ltd

The immediate and ultimate parent undertaking is Eleven Therapeutics Ltd, a company incorporated and registered in Israel.