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REGISTERED NUMBER: 07217991 (England and Wales)















STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

VERACODE LTD

VERACODE LTD (REGISTERED NUMBER: 07217991)






CONTENTS OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025




Page

Company information 1

Strategic report 2

Report of the directors 3

Independent auditors' report 5

Income statement 8

Other comprehensive income 9

Balance sheet 10

Statement of changes in equity 11

Cash flow statement 12

Notes to the cash flow statement 13

Notes to the financial statements 14


VERACODE LTD

COMPANY INFORMATION
FOR THE YEAR ENDED 31 DECEMBER 2025







Directors: B J Roche
S Adell
D Bushard





Registered office: Suite 2, Ground Floor
Templeback, 10 Temple Back
Bristol
United Kingdom
BS1 6FL





Registered number: 07217991 (England and Wales)





Auditors: Zome (Statutory Auditor)
Chartered Accountants
5th Floor
111 Charterhouse Street
London
EC1M 6AW

VERACODE LTD (REGISTERED NUMBER: 07217991)

STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025

The directors present their strategic report for the year ended 31 December 2025.

Fair review of business
The company operates as a cost-plus entity, with its level of activity closely aligned to the performance and service requirements of its parent company. During the year, the company continued to provide support services in line with group expectations.

The balance sheet reflects a strong financial position, notably with a healthy cash at bank balance as at 31 December 2025. This indicates sound liquidity and operational stability.

Key performance indicators
The key financial and other performance indicators during the period, for the company, were as follows:

2025 2024 Change
£'000 £'000 %
Turnover 10,578 10,941 (3)
Operating profit 327 331 (1)
Net profit after tax 264 133 98
Profit and loss reserves 3,756 3,492 08
Current assets as % of current liabilities 401.70% 536.45% (25)
Average number of employees 53 63 (16)


Turnover and average employees are used to track the growth of the business. This is a key area of strategic focus for the Board.

Operating profit and profit after tax are used to track the underlying performance of the business.

The Company's turnover is derived from the provision of services to Veracode Inc.

Turnover for the financial year amounted to £10,578,415 (2024: £10,941,379). The 3% decrease is driven by a decrease in sales and marketing activities. The average headcount decreased from 63 to 53 to support the sales and marketing activities in the Europe region.

The Company earned a profit after taxation totalling £263,886 (2024: £133,016).

The net current asset position of the Company for the financial year amounted to £3,630,331 (2024: net current asset £3,354,504).

The net asset position of the Company for the financial year amounted to £3,756,377 (2024: net asset £3,492,491).

Principal risks and uncertainties
Foreign exchange risk

The Company incurs certain operating expenses denominated in currencies other than its functional currency. In addition, amounts receivable from its parent undertaking may be settled in foreign currencies. Consequently, the Company is exposed to fluctuations in foreign exchange rates.

The directors monitor foreign currency exposures on an ongoing basis and consider the level of exposure to be manageable in light of the Company's cost-plus service arrangement, whereby costs incurred are generally recoverable from the parent undertaking together with an agreed mark-up.

Future development
There have been no changes to the business activities or risk profile of the Company subsequent to the end of the reporting period.

On behalf of the board:





S Adell - Director


14 September 2026

VERACODE LTD (REGISTERED NUMBER: 07217991)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 DECEMBER 2025

The directors present their report with the financial statements of the Company for the year ended 31 December 2025.

Principal activity
The principal activity of the Company in the year under review was that of sales and marketing activities for its parent company Veracode Inc.

The principal activity of the parent company during the year under review was the provision of application security solutions.

Dividends
No dividends will be distributed for the year ended 31 December 2025 (2024: NIL).

Financial risk management
The Company has adopted risk management policies that seek to mitigate the financial risks as follows:

Financial assets and liabilities that expose the Company to financial risk consist principally of cash, amounts owed by group undertakings and trade creditors. The credit risk associated with the amounts due by group undertakings is considered minimal and the parent company has confirmed its ongoing support of Veracode Ltd. The financial instruments associated with cash and trade creditors are considered minimal.

The carrying amounts of bank balances and trade creditors approximate their respective fair value due to the relatively short term maturing of these financial instruments.

The Directors are of the view that the Company is not exposed to any significant interest rate or inflation rate risks.

The Company does not hold any interest rate derivatives.

Events since the end of the year
There have been no material events occurring after the reporting period that require disclosure in the financial statements.

Directors
B J Roche has held office during the whole of the period from 1 January 2025 to the date of this report.

Other changes in directors holding office are as follows:

D M Rogers - resigned 2 July 2025
S Adell - appointed 2 July 2025
D Bushard - appointed 9 December 2025

Disclosure in the strategic report
The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out the company's strategic report information required by Large and Medium Sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch.7 to be contained in the directors' report. It has done so in respect of future developments, and risk management.

Statement of directors' responsibilities
The directors are responsible for preparing the Strategic report, the Report of the directors 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), 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 and then apply them consistently;
-make judgements and accounting estimates that are reasonable and prudent;
-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 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.

VERACODE LTD (REGISTERED NUMBER: 07217991)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 DECEMBER 2025


Statement as to disclosure of information to auditors
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the Company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Auditors
The auditors, Zome (Statutory Auditor), is deemed to be reappointed under section 487(2) of the Companies Act 2006.

On behalf of the board:





S Adell - Director


14 September 2026

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF
VERACODE LTD

Opinion
We have audited the financial statements of Veracode Ltd (the 'Company') for the year ended 31 December 2025 which comprise the Income statement, Other comprehensive income, Balance sheet, Statement of changes in equity, Cash flow statement and Notes to the cash flow statement, Notes to the financial statements, 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 UK, including the FRC'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.

Other information
The directors are responsible for the other information. The other information comprises the information in the Strategic report and the Report of the directors, but does not include the financial statements and our Auditors' report thereon.

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.

In connection with our audit of the financial statements, 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 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.

Opinions 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 Report of the directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Strategic report and the Report of the directors 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 Report of the directors.

We have nothing to report in respect of the following matters where 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.

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF
VERACODE LTD


Responsibilities of directors
As explained more fully in the Statement of directors' responsibilities set out on page three, 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 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.

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.

Extent to which our procedures are capable of detecting irregularities, including fraud:

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. Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud was as follows:

- The engagement partner 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 directors and other management, and from our commercial knowledge and experience of the sector in which the company operates;
- We focused on specific laws and regulations which we considered may have a direct impact material effect on the financial statements, or the operations of the company which included the Companies Act 2006, taxation legislation, data protection, anti-bribery, employment, environmental and health and safety 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 and the team remained alert to instances of non-compliance throughout the audit.

We identified the greatest risk of material impact on the financial statements from irregularities, including fraud, to involve the completeness and timing of income recognition and the override of controls by management.

To address the risk of fraud in relation to revenue recognition, we:

- Performed detailed substantive testing to address completeness and accuracy of sales;
- Assessed the appropriateness and application of the accounting policy concerning income recognition; and
- Performed detailed cut-off testing either side of the balance sheet date.

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;
- Investigated the rationale behind significant or unusual transactions

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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.

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF
VERACODE LTD


Use of our report
This report is made solely to the Company's members, 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 members 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 members as a body, for our audit work, for this report, or for the opinions we have formed.




Roy Davis (Senior Statutory Auditor)
for and on behalf of Zome (Statutory Auditor)
Chartered Accountants
5th Floor
111 Charterhouse Street
London
EC1M 6AW

15 September 2026

VERACODE LTD (REGISTERED NUMBER: 07217991)

INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025

2025 2024
Notes £ £

TURNOVER 4 10,578,415 10,941,379

Administrative expenses (10,251,899 ) (10,610,104 )
OPERATING PROFIT 6 326,516 331,275

Interest receivable and similar income 7 29,164 57
355,680 331,332

Interest payable and similar expenses 8 (1,692 ) (3,553 )
PROFIT BEFORE TAXATION 353,988 327,779

Tax on profit 9 (90,102 ) (194,763 )
PROFIT FOR THE FINANCIAL YEAR 263,886 133,016

VERACODE LTD (REGISTERED NUMBER: 07217991)

OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025

2025 2024
Notes £ £

PROFIT FOR THE YEAR 263,886 133,016


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME FOR THE
YEAR

263,886

133,016

VERACODE LTD (REGISTERED NUMBER: 07217991)

BALANCE SHEET
31 DECEMBER 2025

2025 2024
Notes £ £
FIXED ASSETS
Tangible assets 10 170,569 189,741

CURRENT ASSETS
Debtors 11 3,397,711 3,216,660
Cash at bank 1,435,903 906,437
4,833,614 4,123,097
CREDITORS
Amounts falling due within one year 12 (1,203,283 ) (768,593 )
NET CURRENT ASSETS 3,630,331 3,354,504
TOTAL ASSETS LESS CURRENT LIABILITIES 3,800,900 3,544,245

PROVISIONS FOR LIABILITIES 14 (44,523 ) (51,754 )
NET ASSETS 3,756,377 3,492,491

CAPITAL AND RESERVES
Called up share capital 15 100 100
Retained earnings 16 3,756,277 3,492,391
SHAREHOLDERS' FUNDS 3,756,377 3,492,491

The financial statements were approved by the Board of Directors and authorised for issue on 14 September 2026 and were signed on its behalf by:





S Adell - Director


VERACODE LTD (REGISTERED NUMBER: 07217991)

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025

Called up
share Retained Total
capital earnings equity
£ £ £
Balance at 1 January 2024 100 3,359,375 3,359,475

Changes in equity
Total comprehensive income - 133,016 133,016
Balance at 31 December 2024 100 3,492,391 3,492,491

Changes in equity
Total comprehensive income - 263,886 263,886
Balance at 31 December 2025 100 3,756,277 3,756,377

VERACODE LTD (REGISTERED NUMBER: 07217991)

CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025

2025 2024
Notes £ £
Cash flows from operating activities
Cash generated from operations 1 854,612 888,557
Interest paid (1,692 ) (3,553 )
Tax paid (242,649 ) (170,797 )
Taxation refund 3,615 -
Net cash from operating activities 613,886 714,207

Cash flows from investing activities
Purchase of tangible fixed assets (113,584 ) (104,829 )
Interest received 29,164 57
Net cash from investing activities (84,420 ) (104,772 )

Increase in cash and cash equivalents 529,466 609,435
Cash and cash equivalents at beginning of year 2 906,437 297,002

Cash and cash equivalents at end of year 2 1,435,903 906,437

VERACODE LTD (REGISTERED NUMBER: 07217991)

NOTES TO THE CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025

1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2025 2024
£ £
Profit before taxation 353,988 327,779
Depreciation charges 116,477 188,011
Loss on disposal of tangible fixed asset 16,279 45,245
Finance costs 1,692 3,553
Finance income (29,164 ) (57 )
459,272 564,531
(Increase)/decrease in trade and other debtors (181,051 ) 359,625
Increase/(decrease) in trade and other creditors 576,391 (35,599 )
Cash generated from operations 854,612 888,557

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash flow statement in respect of cash and cash equivalents are in respect of these Balance sheet amounts:

Year ended 31 December 2025
31.12.25 1.1.25
£ £
Cash and cash equivalents 1,435,903 906,437
Year ended 31 December 2024
31.12.24 1.1.24
£ £
Cash and cash equivalents 906,437 297,002


3. ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.25 Cash flow At 31.12.25
£ £ £
Net cash
Cash at bank 906,437 529,466 1,435,903
906,437 529,466 1,435,903
Total 906,437 529,466 1,435,903

VERACODE LTD (REGISTERED NUMBER: 07217991)

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

1. STATUTORY INFORMATION

Veracode Ltd is a private company, limited by shares, registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The Company’s functional and presentational currency is pounds sterling (GBP) and the financial statements have been rounded to the nearest pound (£).

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" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

These policies have been consistently applied to all the years presented, unless otherwise stated. The company has adopted FRS 102 in these financial statements.

The preparation of financial statements in conformity with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the company's accounting policies. The directors have not identified any areas which involve a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements.

Going concern
The parent company Veracode Inc confirmed its support for the next 12 months after the signature of this Financial Statements

Turnover
Turnover represents amounts charged to the Company's parent under a sales and marketing, and research and development support services agreement, excluding value added tax. Turnover is recognised when chargeable costs are incurred and recognised on an accruals basis.

Tangible fixed assets
Tangible fixed assets held for the company's own use are stated at cost less accumulated depreciation and accumulated impairment losses.

Depreciation is provided at the following annual rates on a straight-line basis in order to write off each asset over its estimated useful life.

Fixtures and fittings - 20% - 50% on cost
Computer equipment - 20% - 33% on cost
Leasehold improvement - Over the remaining duration of the lease

Financial instruments
The Company only enters into basic financial instruments 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 related parties and investments in non-puttable ordinary shares.

Financial assets and liabilities are offset and the net amount reported in the balance Sheet when there is an 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.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, 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 balance sheet date.


VERACODE LTD (REGISTERED NUMBER: 07217991)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2025

2. ACCOUNTING POLICIES - continued
Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet 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
Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are reported at the rates of exchange prevailing at that date.

Leasing commitments
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits
The Company operates a defined contribution pension scheme. Contributions payable to the Company's pension scheme are charged to profit or loss in the period to which they relate.

Cash and cash equivalents
Cash and cash equivalents in the balance sheet comprise cash at bank and in hand and short-term deposits.

Short-term debtors and creditors
Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment of debtors are recognised in the Statement of profit and loss in administrative expenses.

3. CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Company's accounting policies, which are described above, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis.

4. TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the Company.

An analysis of turnover by class of business is given below:

2025 2024
£ £
Sales and marketing services 10,578,415 10,941,379
10,578,415 10,941,379

An analysis of turnover by geographical market is given below:

2025 2024
£ £
United States of America 10,578,415 10,941,379
10,578,415 10,941,379

VERACODE LTD (REGISTERED NUMBER: 07217991)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2025

5. EMPLOYEES AND DIRECTORS

20252024
£   £   
Wages and salaries6,569,4116,614,477
Social security costs975,841785,234
Other pension costs285,277309,279
7,830,5297,708,990

Directors are remunerated through the parent company, and therefore no remuneration is reported.

The average monthly number of employees during the year was as follows:

20252024
Research and development0605
Sales and marketing & customer support 47 58
5363

2025 2024
£ £
Directors' remuneration - -

6. OPERATING PROFIT

The operating profit is stated after charging:

2025 2024
£ £
Other operating leases 252,933 389,849
Depreciation - owned assets 116,477 188,011
Auditors' remuneration 15,225 14,500
Foreign exchange differences 87,326 53,507
Pension costs 285,277 309,279
Loss on fixed asset disposal 16,279 45,245

7. INTEREST RECEIVABLE AND SIMILAR INCOME
2025 2024
£ £
Interest receivable 29,164 57

8. INTEREST PAYABLE AND SIMILAR EXPENSES
2025 2024
£ £
Interest payable 1,692 3,553

VERACODE LTD (REGISTERED NUMBER: 07217991)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2025

9. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
2025 2024
£ £
Current tax:
UK corporation tax 97,333 179,996
Prior year tax - 35,876
Total current tax 97,333 215,872

Deferred tax (7,231 ) (21,109 )
Tax on profit 90,102 194,763

Reconciliation of total tax charge included in profit and loss
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

2025 2024
£ £
Profit before tax 353,988 327,779
Profit multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 25%) 88,497 81,945

Effects of:
Expenses not deductible for tax purposes - 33,823
Adjustments to tax charge in respect of previous periods - 35,869
Fixed asset differences 2,732 12,453
Adjustments to brought forward values (1,127 ) 30,667

for changes in tax rates
Reversal of previous year permanent overpayment - 6
Total tax charge 90,102 194,763

VERACODE LTD (REGISTERED NUMBER: 07217991)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2025

10. TANGIBLE FIXED ASSETS
Fixtures
Long and Computer
leasehold fittings equipment Totals
£ £ £ £
Cost
At 1 January 2025 283,165 94,817 437,279 815,261
Additions 20,682 - 92,902 113,584
Disposals - - (39,392 ) (39,392 )
At 31 December 2025 303,847 94,817 490,789 889,453
Depreciation
At 1 January 2025 269,212 74,363 281,945 625,520
Charge for year 10,928 13,545 92,004 116,477
Eliminated on disposal - - (23,113 ) (23,113 )
At 31 December 2025 280,140 87,908 350,836 718,884
Net book value
At 31 December 2025 23,707 6,909 139,953 170,569
At 31 December 2024 13,953 20,454 155,334 189,741

11. DEBTORS
2025 2024
£ £
Amounts falling due within one year:
Amounts owed by group undertakings 3,240,355 2,572,241
Other debtors - 60
VAT 49,819 78,155
Prepayments 107,537 252,423
3,397,711 2,902,879

Amounts falling due after more than one year:
Other debtors - 313,781

Aggregate amounts 3,397,711 3,216,660

Other debtors falling due after more than one year include long-term deposits.

12. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2025 2024
£ £
Trade creditors 30,303 133,175
Tax 8,333 150,034
Other creditors 197,627 -
Accrued expenses 967,020 485,384
1,203,283 768,593

VERACODE LTD (REGISTERED NUMBER: 07217991)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2025

13. LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:
2025 2024
£ £
Within one year 293,707 248,542
Between one and five years 1,762,242 1,615,389
In more than five years 1,835,669 2,276,229
3,891,618 4,140,160

14. PROVISIONS FOR LIABILITIES
2025 2024
£ £
Deferred tax 44,523 51,754

Deferred tax
£
Balance at 1 January 2025 51,754
Provided during year (7,231 )
Balance at 31 December 2025 44,523

15. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2025 2024
value: £ £
100 Ordinary £1 100 100

Total number of shares issued and fully paid. All shares rank equally for voting purposes. On a show of hands, each member has one vote and, on a poll, each member has one vote per share held, as more particularly set out in the Articles of Association. The holders of shares are entitled to receive dividends as and when declared by the company, in accordance with the provisions of the Articles of Association.

16. RESERVES
Retained
earnings
£

At 1 January 2025 3,492,391
Profit for the year 263,886
At 31 December 2025 3,756,277

17. PENSION COMMITMENTS

The Company operates a defined contribution 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 £285,277 (2024 - £309,279).

18. RELATED PARTY DISCLOSURES

At the year end, £3,240,355 (2024 - £2,572,241) was owed to the Company by Veracode Inc. Amounts owed by group undertakings are interest free, unsecured and repayable on demand.

VERACODE LTD (REGISTERED NUMBER: 07217991)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2025

19. POST BALANCE SHEET EVENTS

The directors have evaluated the subsequent events from the date of the financial statements through to the date the financial statements were available to be issued.

The directors have determined that no subsequent events require disclosure for the period evaluated.

20. ULTIMATE PARENT COMPANY AND CONTROLLING PARTY

The immediate parent undertaking of the company is Veracode, Inc. a company incorporated in the United States of America, with its principal place of business at 65 Blue Sky Drive, Burlington MA 01803, USA.

The ultimate parent company is Mitnick Corporate Holdco, Inc, a company incorporated in the United States of America, with its principal place of business at 65 Blue Sky Drive, Burlington MA 01803, USA.

The largest and smallest of the group undertakings to consolidate these financial statements as at 31 December 2025 is Veracode, Inc. The consolidated financial statements can be obtained from Veracode, Inc., 65 Blue Sky Drive, Burlington MA 01803, USA.

The ultimate controlling party is Mitnick Parent LP, a company incorporated in the United States of America, with its principal place of business at 65 Blue Sky Drive, Burlington MA 01803, USA..