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Registered number: 12227768 (England and Wales) GRAIL BIO UK LIMITED ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
GRAIL BIO UK LIMITED
COMPANY INFORMATION
Directors | A A Freidin
| Sir H S Kumar
| Dr J Ofman
Registered number | 12227768
Registered office | Birchin Court
| 5th Floor
| 19-25 Birchin Lane
| London
| United Kingdom
| EC3V 9DU
Independent auditors | ZEDRA Audit & Assurance (UK) Limited
GRAIL BIO UK LIMITED
CONTENTS
| Page
Strategic Report | 1 - 3
Directors' Report | 4 - 5
Independent Auditors' Report | 6 - 9
Statement of Comprehensive Income | 10
Balance Sheet | 11
Statement of Changes in Equity | 12
Notes to the Financial Statements | 13 - 25
GRAIL BIO UK LIMITED
STRATEGIC REPORT FOR THE YEAR ENDED 31 DECEMBER 2025 The directors present their Strategic Report for the year ended 31 December 2025. This Strategic Report has been prepared for the shareholders of GRAIL BIO UK Limited. Unless the context otherwise requires, references to “we,” “us,” and the "Company" refer to GRAIL BIO UK Limited.
Introduction
The Company is a wholly-owned subsidiary of GRAIL, Inc. (formerly GRAIL, LLC., ‘GRAIL’). The Company undertakes clinical trials in collaboration with the NHS, and provides development and support services to its parent company. GRAIL is a healthcare group whose mission is to detect cancer early, when it can be cured. In clinical studies, GRAIL’s Galleri® multi-cancer early detection test has demonstrated an ability to detect a shared cancer signal through analysis of cell-free DNA in the bloodstream, accurately predict the specific organ or tissue type where the cancer signal originated, and yield high positive predictive values and low false positive rates, all from a simple blood draw. GRAIL has conducted what it believes is the largest clinical program in genomic medicine to date with data from over 385,000 participants that it believes demonstrates the clinical validation and clinical utility of Galleri in its intended use population. GRAIL has deep operational experience with over 800,000 tests processed across this clinical program, including from the NHS-Galleri Trial, and from its commercial experience. Commercial use of Galleri® has detected some of the most aggressive cancers in early stages including, among others, endometrial, oesophageal, gastrointestinal, head and neck, liver, pancreatic, and rectal cancers. GRAIL also leverages its proprietary platform for additional applications, including its precision oncology portfolio. GRAIL launched a research use only (“RUO”) targeted methylation platform with customizable classifiers in 2023. GRAIL has partnered with a number of leading oncology therapeutics companies to test applications of biomarkers with the goal of optimizing the use of therapeutic interventions. Some of GRAIL’s partnerships also include development of customized applications to support clinical studies and companion diagnostic development and commercialization. Applications for GRAIL’s technology in its precision oncology partnerships include pre-treatment prognosis, post-treatment prognosis or minimal residual disease, biomarker discovery, detection of recurrence, and clinical monitoring. On 24 June 2024, GRAIL completed a spin-off transaction, the result of which was our immediate parent company, GRAIL, Inc., was divested from Illumina, Inc., and became a standalone public company listed in the United States on the NASDAQ exchange. We work closely with our parent company to discuss financing strategies and overall business strategy. Any financing risks are mitigated by the substantial amount of cash, cash equivalents and short-term marketable securities held on the parent company balance sheet, which were $904.4m as of December 31, 2025.
Business review
Operations are focused on the execution of clinical trials, potential launch in the UK private market and preparations for initiation of a screening program in collaboration with the NHS. The trials are designed to evaluate the use of the Galleri® test in asymptomatic patients and to evaluate GRAIL’s methylation technology in symptomatic individuals that have been referred to oncology diagnostic centers with non-specific symptoms. The trial for asymptomatic patients is ongoing. The trial for symptomatic individuals was completed in 2024. Revenues in 2025 are comprised of fees charged to GRAIL, Inc. for the execution of the clinical trials and related software development. During the year, sales decreased by £15.7m (-48%) and costs decreased by £14.6m (47%). The decrease in costs is due to the operational phase of the asymptomatic clinical trial finishing in July 2024. This reduction in costs drives the reduction in sales as GRAIL, Inc. reimburses the Company for its costs plus a 8% mark-up. This is in line with expectations. The profit for the year, after taxation, amounted to £3,609,925 (2024 profit: £3,857,908). Page 1
GRAIL BIO UK LIMITED
STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
Financial key performance indicators
The Company's key financial indicators are as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Revenue | 17,158,191 | 32,845,384
| Administrative expenses | 16,358,957 | 30,213,591
| Profit after tax | 3,609,925 | 3,857,908
Principal risks and uncertainties
The Company is a healthcare company with limited commercial experience operating in a rapidly evolving field and has a limited operating history with limited product sales, which makes it difficult to evaluate our current business and predict our future performance. At the parent company level, we do not expect near-term revenue to offset our ongoing operating expenses and the company may never be profitable. The Group headed by GRAIL, Inc. has incurred significant net losses in each period since our inception and anticipates that it will continue to incur net losses for the foreseeable future. We plan to fund our cash needs in the near-to-intermediate term from the GRAIL cash and investments balance. Product risk Our products may not perform as expected, and the results of our clinical studies may not support the launch or use of our products commercially. Clinical trials may be necessary to validate our products to launch them commercially, and to support future product submissions to regulatory authorities or designated assessment bodies. The clinical trial process, including the NHS Galleri trial, is lengthy and expensive with uncertain outcomes, and often requires the enrolment of large numbers of patients. Even with the commercial launch of Galleri® or with the future commercial launch of our products, these products may fail to achieve the degree of market acceptance necessary for commercial success. We may be unable to develop and commercialize new products. Payor Risk One of the key elements of our strategy is to expand access to our tests by pursuing coverage and reimbursement from third-party payors, both private and government payors. If our products do not receive adequate coverage and reimbursement, if at all, from third-party payors, our ability to expand access to our products beyond our existing sales channels will be limited and our overall commercial success will be limited. We have acted to mitigate this risk by contracting with the NHS and others to conduct the NHS-Galleri Trial, which could form a foundation for broad coverage of our test by the NHS. Commercialisation Risk The commercial success of products or future products will depend on the degree of market acceptance by consumers, including self-insured employers, health systems, healthcare providers, life insurance companies, patients, and third-party payors. The degree of market acceptance of our products will depend on a number of factors, including performance, clinical validation and utility, reimbursement and multiple other factors. Moreover, we operate in a rapidly evolving field and have a limited operating history. GRAIL has limited operating experience as a commercial stage company, and the Company has not yet made commercial sales. We have mitigated these risks through GRAIL’s commercial organization, by clinical trial efforts, pursuing reimbursement for Galleri®, and other actions. Page 2
GRAIL BIO UK LIMITED
STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025 Supplier risk We rely on sole or a limited number of suppliers for some of our laboratory instruments and reagents, and we may not be able to find replacements or immediately transition to alternative suppliers if necessary. We have mitigated this risk by identifying alternative suppliers where we can, and by focusing on maintaining these supplier relationships where necessary. Regulatory risk The regulatory clearance or approval processes of regulatory authorities or designated assessment bodies are lengthy, time-consuming, and unpredictable. If we are ultimately unable to obtain any necessary or desirable regulatory approvals or clearances, or if such approvals or clearances are significantly delayed, our business will be substantially harmed. We have acted to mitigate the above risks by assembling an experienced team to guide us in these novel areas. Intellectual Property If we are unable to obtain and maintain intellectual property protection for our technology, or if the scope of the intellectual property protection we obtain is not sufficiently broad, our competitors could develop and commercialize technology and tests similar or identical to ours, and our ability to successfully commercialize our products may be impaired. We have acted to mitigate this risk by aiming to build a broad and protective patent portfolio. Our success depends on our ability to develop and commercialize our technology without infringing, misappropriating, or otherwise violating the intellectual property of third parties. Third parties may initiate legal proceedings alleging that we are infringing their intellectual property rights, and if they prevail, could block sales of our products and force us to make large damages and/or royalty payments, which could have a material adverse effect on the success of our business. We have acted to mitigate this risk by working with outside counsel on appropriate development and commercialization strategies. Going concern risk We are dependent on our immediate parent company, GRAIL, Inc., for substantially all our funding needs and expect to continue to receive the funding necessary for at least the next 12 months. Credit and foreign exchange risk We have minimal credit risk as substantially all the Company’s cash and cash equivalents are deposited in accounts with an accredited financial institution that management believes is of high-credit quality. We have not experienced any losses. Our company has minimal foreign exchange risk as most of its costs are in GBP. However, there are some costs which are borne at the parent company (USD) and we are subject to translation differences. This report was approved by the board and signed on its behalf.
Sir H S Kumar Director
Date: 13 July 2026
Page 3
GRAIL BIO UK LIMITED
DIRECTORS' REPORT FOR THE YEAR ENDED 31 DECEMBER 2025 The directors present their report and the financial statements for the year ended 31 December 2025. Certain information required to be included in the Directors' Report has been included in the Strategic Report in accordance with section 414C (11) of the Companies Act 2006.
Principal activity
GRAIL BIO UK Limited undertakes clinical trials of GRAIL's products in the UK and provides clinical and software development activities to its parent, GRAIL, Inc. The GRAIL group develops technology solutions and products for detecting cancer earlier and operates in the healthcare sector.
Directors
The directors who served during the year were:
A A Freidin
Sir H S Kumar
Dr J Ofman
R Ragusa (resigned 1 June 2026)
Results and dividends
The profit for the year, after taxation, amounted to £3,609,925 (2024 - £3,857,908). The directors have not proposed a dividend for the current year (2024: £NIL).
Directors' responsibilities statement
The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations. Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing these financial statements, the directors are required to: ∙select suitable accounting policies for the Company's financial statements and then apply them consistently; ∙make judgements and accounting estimates that are reasonable and prudent; and ∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. Page 4
GRAIL BIO UK LIMITED DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
Future developments
As explained in the Strategic Report, the Company is currently engaged in clinical studies in collaboration with the NHS. In the future, we expect to launch Galleri® in the United Kingdom, following any positive NHS evaluation of the final results from the NHS-Galleri Trial.
Disclosure of information to auditors
Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that: ∙so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware; and ∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.
Post balance sheet events
There were no adjusting or non-adjusting post balance sheet events occurring between the end of the reporting period and the date these financial statements were approved. This report was approved by the board and signed on its behalf.
Sir H S Kumar Director
Date: 13 July 2026
Page 5
GRAIL BIO UK LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GRAIL BIO UK LIMITED
Opinion
We have audited the financial statements of GRAIL BIO UK Limited (the 'Company') for the year ended 31 December 2025, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). In our opinion the financial statements: ∙give a true and fair view of the state of the Company's affairs as at 31 December 2025 and of its profit for the year then ended; ∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and ∙have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard 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.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. Page 6
GRAIL BIO UK LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GRAIL BIO UK LIMITED (CONTINUED)
Other information
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Opinion on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit: ∙the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and ∙the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: ∙adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or ∙the financial statements are not in agreement with the accounting records and returns; or ∙certain disclosures of directors' remuneration specified by law are not made; or ∙we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the Directors' Responsibilities Statement set out on page 4, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine 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, the directors are responsible for assessing the Company'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 the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so. Page 7
GRAIL BIO UK LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GRAIL BIO UK LIMITED (CONTINUED)
Auditors' 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 Auditors' 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 (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows: ∙the responsible individual ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations; ∙we identified the laws and regulations applicable to the Company through discussions with management, and from our commercial knowledge and experience; ∙we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the Company, including the Companies Act 2006, and taxation legislation; ∙we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and ∙identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit. We assessed the susceptibility of the Company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by: ∙making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and ∙considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations. To address the risk of fraud through management bias and override of controls, we: ∙performed analytical procedures to identify any unusual or unexpected relationships; ∙tested journal entries to identify unusual transactions; ∙assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and ∙investigated the rationale behind significant or unusual transactions. In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: ∙agreeing financial statement disclosures to underlying supporting documentation; ∙enquiring of management as to actual and potential litigation and claims; and ∙reviewing correspondence with HMRC. Page 8
GRAIL BIO UK LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GRAIL BIO UK LIMITED (CONTINUED) There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion. A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.
Use of our report
This report is made solely to the Company's shareholders, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's shareholders those matters we are required to state to them in an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's shareholders, as a body, for our audit work, for this report, or for the opinions we have formed. Edward Wallis ACA (Senior Statutory Auditor) for and on behalf of ZEDRA Audit & Assurance (UK) Limited Chartered Accountants and Statutory Auditors Birchin Court 5th Floor 19-25 Birchin Lane London United Kingdom EC3V 9DU 14 July 2026 Page 9
GRAIL BIO UK LIMITED
STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2025
| 2025 | 2024
Note | £ | £
Turnover | 4 | 17,158,191 | 32,845,384
Cost of sales |  | - | (632,763)
Gross profit |  | 17,158,191 | 32,212,621
Administrative expenses |  | (16,358,957) | (30,213,591)
Other operating income | 5 | 2,810,389 | 1,860,690
Operating profit | 6 | 3,609,623 | 3,859,720
Interest receivable and similar income |  | 302 | 6,607
Profit before tax |  | 3,609,925 | 3,866,327
Tax on profit | 9 | - | (8,419)
Profit for the financial year |  | 3,609,925 | 3,857,908
There was no other comprehensive income for 2025 (2024: £NIL).
The notes on pages 13 to 25 form part of these financial statements.
Page 10
GRAIL BIO UK LIMITED REGISTERED NUMBER:12227768
BALANCE SHEET AS AT 31 DECEMBER 2025
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Tangible Fixed Assets | 10 |  | 23,796 |  | 35,485
|  |  | 23,796 |  | 35,485
Current assets |  |  |  |  |
Debtors: amounts falling due after more than one year | 11 | 133,920 |  | - |
Debtors: amounts falling due within one year | 11 | 27,503,836 |  | 19,808,859 |
Bank and cash balances |  | 1,966,834 |  | 1,657,618 |
|  | 29,604,590 |  | 21,466,477 |
Creditors: amounts falling due within one year | 12 | (2,732,334) |  | (2,961,039) |
Net current assets |  |  | 26,872,256 |  | 18,505,438
Total assets less current liabilities |  |  | 26,896,052 |  | 18,540,923
Net assets |  |  | 26,896,052 |  | 18,540,923
Capital and reserves |  |  |  |  |
Called up share capital | 13 |  | 1 |  | 1
Capital contribution reserve | 14 |  | 52,899,721 |  | 48,154,517
Profit and loss account |  |  | (26,003,670) |  | (29,613,595)
|  |  | 26,896,052 |  | 18,540,923
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
Sir H S Kumar
Director
Date: 13 July 2026
The notes on pages 13 to 25 form part of these financial statements. Page 11
GRAIL BIO UK LIMITED
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2025
| Called up share capital | Capital contribution reserve | Profit and loss account | Total equity
| £ | £ | £ | £
At 1 January 2024 | 1 | 42,395,473 | (33,471,503) | 8,923,971
Comprehensive income for the year |  |  |  |
Profit for the year | - | - | 3,857,908 | 3,857,908
Share based payment expense (note 14) | - | 5,759,044 | - | 5,759,044
At 1 January 2025 | 1 | 48,154,517 | (29,613,595) | 18,540,923
Comprehensive income for the year |  |  |  |
Profit for the year | - | - | 3,609,925 | 3,609,925
Share based payment expense (note 14) | - | 4,745,204 | - | 4,745,204
At 31 December 2025 | 1 | 52,899,721 | (26,003,670) | 26,896,052
| The notes on pages 13 to 25 form part of these financial statements.
Page 12
GRAIL BIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
1. | General information
GRAIL BIO UK Limited is a private company limited by shares and incorporated in the United Kingdom and registered in England and Wales under the Companies Act 2006. Its registered office is Birchin Court, 5th Floor, 19-25 Birchin Lane, London, United Kingdom, EC3V 9DU. The nature of the Company's operations are set out in the Directors' Report. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006. The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3). The following principal accounting policies have been applied:
| 2.2 | Financial Reporting Standard 102 - reduced disclosure exemptions
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": ∙the requirements of Section 7 Statement of Cash Flows; ∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d); ∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c); ∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A; ∙the requirements of Section 26 Share-based Payment paragraphs 26.18(b), 26.19 to 26.21 and 26.23; ∙the requirements of Section 33 Related Party Disclosures paragraph 33.7. This information is included in the consolidated financial statements of GRAIL, Inc. as at 31 December 2025 and these financial statements may be obtained from https://investors.grail .com /node/8391/html. Page 13
GRAIL BIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.3 | Going concern
The Company is in a net asset position supported by a receivable due from its parent company, GRAIL, Inc. to whom it provides support services. Since incorporation the Company has undertaken clinical trials in collaboration with the NHS, and has provided development services to its parent company. Following the completion of the active phase of the NHS Galleri Trial, the Company has continued to provide clinical study, software development and business development services to the parent group headed by GRAIL, Inc. The Company is wholly reliant upon the continued support provided through the development and support services agreement with GRAIL, Inc. to remain a going concern. In preparing these financial statements the directors have considered the forward-looking information for GRAIL, Inc. and its ability to support the Company until such point that the Company can generate its own cash flows through commercial opportunities. The Company has received written confirmation from GRAIL, Inc. that it will continue to provide financial support to the Company for a period of at least 12 months from the date of signing these financial statements.
| 2.4 | Foreign currency translation
Functional and presentation currency The Company's functional and presentational currency is GBP. Transactions and balances 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. Page 14
GRAIL BIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.5 | Turnover
Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. Rendering of services Turnover for services provided to GRAIL, Inc. is recognised on a cost plus 8% basis, in line with the intercompany service agreement with the parent company, excluding share based payments that are reimbursed at cost. Intercompany turnover is recognised when all of the following conditions are satisfied: ∙the amount of turnover can be measured reliably; ∙it is probable that the Company will receive the consideration due under the intercompany service agreement; ∙the costs incurred under the intercompany service agreement can be measured reliably. Implementation turnover is recognised using the percentage of completion method and is determined by reference to the completed proportion of the service contract. Turnover is recognised when the amount of turnover can be measured reliably and it is probable that the economic benefits associated with the transaction will flow to the entity. A 5% gross profit margin is required on implementation turnover. As such, an adjustment is made to intercompany revenue to ensure the appropriate margin is achieved.
| 2.6 | Operating leases: the Company as lessee
Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term. Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
| 2.7 | Research and development
All expenditure on research and development is recognised as an expense when it is incurred.
| 2.8 | Pensions
Defined contribution pension plan 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 Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds. Page 15
GRAIL BIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.9 | Share-based payments
Restricted stock units ("RSU's") and performance-based options Where RSU's and performance-based options are awarded to employees, the fair value of the units at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each balance sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of units that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition. The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme). Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
| 2.10 | Taxation
Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.
| 2.11 | 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. Page 16
GRAIL BIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.11 | Tangible fixed assets (continued)
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. The estimated useful lives range as follows:
|  |  |  | Fixtures and fittings | - | 5 years
|  |  |  | Computer equipment | - | 3 years
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.
| 2.12 | Debtors
Short term debtors are measured at transaction price. Amounts owed by group undertakings are intercompany loans measured at cost. No interest is charged on the loan, which is repayable on demand.
| 2.13 | Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions.
| 2.14 | Creditors
Short term creditors are measured at the transaction price.
3. | Judgements in applying accounting policies and key sources of estimation uncertainty
The preparation of financial statements in conformity with FRS 102 requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The estimates and assumptions that have a significant risk of causing material adjustment to the carrying amount of assets and liabilities are addressed below. Restricted stock units ("RSU's") and performance-based options The directors review the outstanding RSU's annually to assess the probability of vesting and exercise. The directors have concluded that the RSU's with a service vesting condition are likely to vest and as such an expense has been recognised in profit or loss. The directors have concluded that the performance-based options are not likely to be realised in the near future and as such no expense has been recognised in profit or loss. Page 17
GRAIL BIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 3.Judgements in applying accounting policies (continued) Clinical trial expenditure The directors review the contracts entered into with third parties in respect of the clinical trial operations and assess the project completion as at the reporting date. The directors have assessed the estimated expenditure incurred to date which has been recognised in profit or loss.
4. | Turnover
| An analysis of turnover by class of business is as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Implementation revenue | - | 376,442
| Intercompany revenue | 17,158,191 | 32,468,942
|  | 17,158,191 | 32,845,384
Analysis of turnover by country of destination:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| United Kingdom | - | 376,442
| Rest of the world | 17,158,191 | 32,468,942
|  | 17,158,191 | 32,845,384
| Intercompany revenue arose based on a services agreement with the parent company who are headquartered in the US.
5. | Other operating income
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Research and development expenditure credit | 2,810,389 | 1,860,690
|  | 2,810,389 | 1,860,690
| Other operating income represents amounts received under the RDEC scheme.
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GRAIL BIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
6. | Operating profit
| The operating loss is stated after charging/(crediting):
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Research & development expenditure | 945,544 | 3,999,262
| Auditor remuneration | 12,500 | 12,900
| Exchange differences | (333,571) | 97,163
| Other operating lease rentals | 817,815 | 1,014,250
| Depreciation | 11,689 | 21,947
7. | Employees
| Staff costs, including directors' remuneration, were as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Wages and salaries | 5,392,370 | 7,541,703
| Social security costs | 1,445,132 | 1,536,749
| Cost of defined contribution scheme | 177,632 | 294,642
|  | 7,015,134 | 9,373,094
| The average monthly number of employees, including the directors, during the year was as follows:
|  |  | 2025 | 2024
|  |  | No. | No.
|  | Employees | 42 | 60
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GRAIL BIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
8. | Directors' remuneration
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Directors' emoluments | 565,465 | 544,500
| Amounts receivable from long term incentive schemes | - | 620,402
|  | 565,465 | 1,164,902
| The highest paid director received remuneration of £565,465 (2024 - £1,164,902)
| The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £NIL (2024 - £NIL).
| In the prior year all directors received shares under the long-term incentive schemes. In the current year, directors were granted Restricted Stock Units ("RSUs"), with remuneration of £1,718,096 received in the year.
| During the year, there were directors of GRAIL BIO UK Limited who were remunerated by other group entities. Management determine that the share of remuneration relevant to the services performed in their capacity as directors of GRAIL BIO UK Limited to be insignificant to the business.
9. | Taxation
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Corporation tax |  |
| Current tax on profits for the year | - | 8,419
|  | - | 8,419
| Tax on profit | - | 8,419
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GRAIL BIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 9.Taxation (continued)
| Factors affecting tax charge for the year
| The tax assessed for the year is lower than (2024 - lower than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Profit on ordinary activities before tax | 3,609,925 | 3,866,327
| Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%) | 902,481 | 966,582
| Effects of: |  |
| Expenses not deductible for tax purposes | 1,186,944 | 753,584
| Capital allowances for year in excess of depreciation | - | (3,752)
| Adjustments to tax charge in respect of prior periods | (2,139,046) | (465,173)
| Deferred tax not recognised | 49,621 | (1,242,822)
| Total tax charge for the year | - | 8,419
| At 31 December 2025, the Company had unused tax trade losses of £16,532,704. Management have determined that the probability of relieving these in the short term is as yet uncertain and therefore have not recognised a deferred tax asset.
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GRAIL BIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
10. | Tangible fixed assets
|  | Fixtures and fittings | Computer equipment | Total
|  | £ | £ | £
| Cost or valuation |  |  |
| At 1 January 2025 | 43,266 | 75,025 | 118,291
| At 31 December 2025 | 43,266 | 75,025 | 118,291
| Depreciation |  |  |
| At 1 January 2025 | 10,817 | 71,989 | 82,806
| Charge for the year on owned assets | 8,653 | 3,036 | 11,689
| At 31 December 2025 | 19,470 | 75,025 | 94,495
| Net book value |  |  |
| At 31 December 2025 | 23,796 | - | 23,796
| At 31 December 2024 | 32,449 | 3,036 | 35,485
Page 22
GRAIL BIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
11. | Debtors
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Due after more than one year |  |
| Other debtors | 133,920 | -
|  | 133,920 | -
| Other debtors due after more than one year relate solely to a rental deposit due to be recovered in June 2027.
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Due within one year |  |
| Amounts owed by group undertakings | 26,432,877 | 17,478,184
| Other debtors | 143,457 | 346,088
| Prepayments and accrued income | 90,419 | 132,316
| Tax recoverable | 837,083 | 1,852,271
|  | 27,503,836 | 19,808,859
12. | Creditors: Amounts falling due within one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade creditors | 27,681 | 3,955
| Other taxation and social security | 216,651 | 314,437
| Other creditors | 3,183 | 3,712
| Accruals and deferred income | 2,484,819 | 2,638,935
|  | 2,732,334 | 2,961,039
13. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 1 (2024 - 1) Ordinary Shares share of £1.00 | 1 | 1
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GRAIL BIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
14. | Capital contribution reserve
In 2020, certain employees of the Company were granted options over shares in GRAIL, Inc., the Company's then parent. In 2021, the group was acquired by Illumina, Inc. and as a result the options were accelerated and settled by way of cash and equity. Unvested performance-based options were converted at acquisition and continue to vest along the original vesting schedule. An expense equivalent to the fair value of the share options granted is recognised evenly over the vesting period when it is considered probable that the performance measures will be met with a corresponding amount being recognised in the capital contribution reserve. No expense has been recognised as the performance conditions were not considered probable of being achieved. In 2021, after the acquisition, the parent company granted certain employees of the Company cash-based equity appreciation awards. 25% of the awards vest annually over a four year period. An expense equivalent to the fair value of the awards granted, as at the grant date, is recognised evenly over the vesting period with a corresponding amount being recognised as a liability. The liability is subsequently remeasured and adjusted at each reporting date. Upon the divesture of GRAIL, LLC. from Illumina, Inc. in June 2024, the cash based incentive awards held by employees over shares in GRAIL, LLC. were converted into RSUs in GRAIL, Inc. The outstanding liability based on the cash-based awards was transferred to the capital contribution reserve and the RSUs continue to vest along the original vesting schedule. An expense equivalent to the fair value of the converted RSUs granted is recognised evenly over the remaining vesting period with a corresponding amount being recognised in the capital contribution reserve.
15. | Commitments under operating leases
| At 31 December 2025 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Not later than one year | 652,784 | 538,216
| Later than one year and not later than five years | 312,786 | -
|  | 965,570 | 538,216
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GRAIL BIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
16. | Other financial commitments
| The Company has entered into contracts for the supply of goods and services in relation to clinical trial operations. As at 31 December 2025 the Company had future contractual payments for the following period:
|  | 2025 | 2024
|  | £ | £
| Not later than one year | 1,188,300 | 2,759,750
| Later than one year and not later than five years | 13,550 | -
|  | 1,201,850 | 2,759,750
17. | Controlling party
GRAIL, Inc. is the parent of the smallest group for which consolidated financial statements are drawn up of which the Company is a member. The registered office of the parent company is 1525 O'Brien Drive, Menlo Park, CA 94025.
18. | Post balance sheet events
There were no adjusting or non-adjusting post balance sheet events occurring between the end of the reporting period and the date these financial statements were approved.
Page 25