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Registered number: 09744432 (England and Wales) EXPENSIFY LIMITED DIRECTORS' REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
EXPENSIFY LIMITED
COMPANY INFORMATION
Directors | J F Mills
| C A Eason
| T R Jones
Registered number | 09744432
Registered office | Birchin Court
| 5th Floor
| 19-25 Birchin Lane
| London
| United Kingdom
| EC3V 9DU
Independent auditors | ZEDRA Audit & Assurance (UK) Limited
EXPENSIFY LIMITED
CONTENTS
| Page
Balance Sheet | 1 - 2
Statement of Changes in Equity | 3
Notes to the Financial Statements | 4 - 10
EXPENSIFY LIMITED REGISTERED NUMBER:09744432
BALANCE SHEET AS AT 31 DECEMBER 2025
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Tangible assets | 4 |  | 21,323 |  | 27,718
|  |  | 21,323 |  | 27,718
Current assets |  |  |  |  |
Debtors: amounts falling due within one year | 5 | 52,660 |  | 79,084 |
Cash at bank and in hand |  | 6,472,751 |  | 4,130,082 |
|  | 6,525,411 |  | 4,209,166 |
Creditors: amounts falling due within one year | 6 | (1,007,785) |  | (1,511,680) |
Net current assets |  |  | 5,517,626 |  | 2,697,486
Total assets less current liabilities |  |  | 5,538,949 |  | 2,725,204
Net assets |  |  | 5,538,949 |  | 2,725,204
Page 1
EXPENSIFY LIMITED REGISTERED NUMBER:09744432
BALANCE SHEET (CONTINUED) AS AT 31 DECEMBER 2025
|  | 2025 |  | 2024
Note |  | £ |  | £
Capital and reserves |  |  |  |  |
Called up share capital | 7 |  | 1 |  | 1
Other reserves | 8 |  | 5,458,159 |  | 2,468,998
Profit and loss account | 8 |  | 80,789 |  | 256,205
|  |  | 5,538,949 |  | 2,725,204
The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities. The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime. The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime. The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
C A Eason
Director
Date: 5 August 2026
The notes on pages 4 to 10 form part of these financial statements. Page 2
EXPENSIFY 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 | 7,487,855 | 525,097 | 8,012,953
Loss for the year | - | - | (268,892) | (268,892)
Dividends | - | - | (8,200,000) | (8,200,000)
Transfer to profit and loss account | - | (8,200,000) | 8,200,000 | -
Share based payment charge | - | 3,181,143 | - | 3,181,143
At 1 January 2025 | 1 | 2,468,998 | 256,205 | 2,725,204
Loss for the year | - | - | (175,416) | (175,416)
Share based payment charge | - | 2,989,161 | - | 2,989,161
At 31 December 2025 | 1 | 5,458,159 | 80,789 | 5,538,949
Page 3
EXPENSIFY LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 1.Accounting policies
| 1.1 | 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 FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view. The following principal accounting policies have been applied:
| 1.2 | Going concern
The Company is in a net asset position at the end of the financial year. Despite being in a net asset position, the entity remains reliant on continued support from its parent company, Expensify, Inc. The directors have assessed the expected future cash requirements of the Company in conjunction with the forecasts of the parent company for at least 12 months from the date of signing these financial statements, and have concluded that the required support remains available to the Company. The Company has received written confirmation from its parent company 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. For these reasons, the directors continue to adopt the going concern basis in preparing the financial statements.
| 1.3 | 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 is recognised on a cost plus 6% basis, in line with the intercompany service agreement with the parent company. 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.
| 1.4 | 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 4
EXPENSIFY LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 1.Accounting policies (continued)
| 1.4 | 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. Depreciation is provided on the following basis:
|  |  |  | Short-term leasehold property | - | 1 year
|  |  |  | Fixtures and fittings | - | 5 - 7 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.
| 1.5 | Debtors
Short-term debtors are measured at transaction price, less any impairment.
| 1.6 | Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions.
| 1.7 | Creditors
Short-term creditors are measured at the transaction price. Amounts owed to group undertakings are intercompany loans measured at cost. These loans are unsecured, interest free and repayable on demand.
| 1.8 | 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 5
EXPENSIFY LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 1.Accounting policies (continued)
| 1.9 | Share based payments
Certain employees of the Company are entitled to participate in the group-wide share plan of the ultimate parent company, Expensify, Inc.. Where shares are awarded to employees, the fair value of the awards at the date of grant is charged to profit or loss over the vesting period. The fair value of the share options granted is determined by the Black-Scholes option pricing model on the date of grant. This valuation model requires assumptions and judgements to be made about the variables used, including the value of the common shares of Expensify Inc., expected life, volatility, risk-free interest rate, dividend yield and estimated future forfeitures of unvested award. The fair value of the RSU awards or Matching awards granted is determined using the underlying common stock as determined by the closing price, on the date of grant, of its Class A common stock, which is traded on the Nasdaq Global Select Market.
| 1.10 | 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.
| 1.11 | 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.
| 1.12 | 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.
| 1.13 | Dividends
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.
| 1.14 | Interest income
Interest income is recognised in profit or loss using the effective interest method. Page 6
EXPENSIFY LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
2. | Auditors' information
The auditors' report on the financial statements for the year ended 31 December 2025 was unqualified. The audit report was signed on 6 August 2026 by Adam Wildbore FCCA (Senior Statutory Auditor) on behalf of ZEDRA Audit & Assurance (UK) Limited.
3. | Employees
| The average monthly number of employees, including directors, during the year was 12 (2024 - 13).
4. | Tangible fixed assets
|  | Leasehold improvements | Fixtures and fittings | Total
|  | £ | £ | £
| Cost |  |  |
| At 1 January 2025 | 8,000 | 42,112 | 50,112
| At 31 December 2025 | 8,000 | 42,112 | 50,112
| Depreciation |  |  |
| At 1 January 2025 | 8,000 | 14,394 | 22,394
| Charge for the year on owned assets | - | 6,395 | 6,395
| At 31 December 2025 | 8,000 | 20,789 | 28,789
| Net book value |  |  |
| At 31 December 2025 | - | 21,323 | 21,323
| At 31 December 2024 | - | 27,718 | 27,718
Page 7
EXPENSIFY LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
5. | Debtors
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Other debtors | 38,403 | 15,203
| Prepayments and accrued income | 14,257 | 63,881
|  | 52,660 | 79,084
6. | Creditors: Amounts falling due within one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade creditors | 6,428 | 1,114
| Amounts owed to group undertakings | 762,333 | 182,159
| Corporation tax | - | 46,238
| Other taxation and social security | 192,708 | 1,093,667
| Other creditors | 17,704 | 33,933
| Accruals and deferred income | 28,612 | 154,569
|  | 1,007,785 | 1,511,680
| Included within comparative figure for other taxation and social security is an amount of £730,056, which is payable to HMRC in respect of the Company's share based payment scheme, and was subsequently paid in 2025.
7. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Shares classified as equity
|  | Authorised, allotted, called up and fully paid |  |
|  | 1 Ordinary shares share of £1 | 1 | 1
Page 8
EXPENSIFY LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
8. | Reserves
Capital contribution reserve Certain employees of the Company along with other group employees have been granted options, purchase rights and matching awards, and Restricted Stock Units ("RSUs") over the shares in Expensify Inc., the Company's parent. The options were granted prior to the parent company's public listing at an independently determined fair value and vest on a monthly basis over four years. The options expire ten years after the date of grant. The Company uses the Black-Scholes option pricing model to estimate the value of the stock options on the date of grant. The Stock Purchase and Matching Plan (''Matching Plan'') operates using consecutive three month offering periods that commenced on 15 March 2022. Service Providers of the Company can participate in the Matching Plan by electing to contribute compensation through payroll deductions or from fee payments or may be granted discretionary awards under the Matching Plan. On the last day of the offering period the contributions made during the offering period are used to purchase shares of Class A common stock. The price at which Class A common stock is purchased under the Matching Plan equals the average of the high and low trading price of a share of Class A common stock as of the last trading day of the offering period. At the end of each offering period, the Company may provide a discretionary match up to 1/10 of a share of Class A common stock for each share of Class A common stock purchased by or issued to a service provider under the Matching Plan that is retained through the end of the applicable offering period. The Company estimates the fair value of matched shares provided under the Matching Plan using the closing stock price on the date of grant. The Company recognizes stock-based compensation expense related to the matched shares pursuant to its Matching Plan on a straight-line basis over the applicable three month offering period. The majority of RSUs were granted during the year ended 31 December 2021 at the fair value of the underlying common stock on grant date and vest over eight years with 1/8 of the grant having vested on 15 September 2022 and quarterly vesting of 1/32 of the grant thereafter until fully vested, in each case subject to continued service to the Company. The remaining RSUs were granted during the year ended 31 December 2025 and the year ended 31 December 2024. The RSUs granted during the year ended 31 December 2025 are issued on a quarterly basis through March 2029 and occur automatically each quarter using a predetermined fixed dollar amount that gradually decreases over time. Each RSU will vest immediately on the date it is issued, and both the issuance and vesting are subject to a service condition that will ultimately be satisfied over four years. The first quarterly automatic issuance occurred on June 20, 2025 and the remaining RSUs will be subject to quarterly issuance and vesting thereon until fully issued. The number of RSUs to be automatically issued on each issuance date will be determined based on the closing price of the Company's Class A common stock on the 15th calendar day of the month during which the RSU award is issued, or the immediately preceding trading day. During the year ended 31 December 2024, the RSUs were granted at the fair value of the underlying common stock on grant date and vested immediately upon grant. An expense equivalent to the fair value of the share options, matching awards and RSUs which have vested during the year is recognised with a corresponding amount recognised in the capital contribution reserve Profit and loss account No dividends were declared, paid or payable during the reporting period (2024: £8,200,000). Page 9
EXPENSIFY LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
9. | 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 | 41,580 | 37,800
|  | 41,580 | 37,800
10. | Controlling party
Expensify, Inc. is the parent company 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 88 Kearny St, Ste 1600 San Francisco, California.
11. | Post balance sheet events
In June 2026, the Company declared and paid a dividend to the amount of £6,100,000 to its parent company, Expensify Inc. This is deemed to be a non-adjusting event. There were no adjusting or any other non-adjusting events occurring between the end of the reporting period and the date these financial statements were approved.
Page 10