20 Equity

Share capital

The share capital amounts to CHF 412’623.70, made up of 41’262’370 shares with dividend entitlement and a par value of CHF 0.01. All shares were fully paid in and registered.

Share ownership

medmix shares are freely transferable provided that, when requested by the company to do so, buyers declare that they have purchased and will hold the shares in their own name and for their own account. Nominees will only be entered in the share register with the right to vote provided that they meet the following conditions: the nominee is subject to the supervision of a recognized banking and financial market regulator; the nominee has entered into an agreement with the Board of Directors concerning its status; the share capital held by the nominee does not exceed 3% of the registered share capital entered in the commercial register; and the names, addresses and number of shares of those individuals for whose accounts the nominee holds at least 0.5% of the share capital have been disclosed. The Board of Directors is also entitled, beyond these limits, to enter shares of nominees with voting rights in the share register, provided that the above-mentioned conditions are met (see also paragraph 6a of the Articles of Association at https://www.medmix.swiss/Investors/Governance).

Retained earnings

The retained earnings include prior years’ undistributed income of consolidated companies, transactions recognized in relation to share-based payment plans, subsequent measurement of put option liabilities and all remeasurements for defined benefit plans.

Treasury shares

In 2025, the group acquired in total 246’117 treasury shares (2024: 27’348 shares) to cover its existing exposure from share-based payment programs for a consideration of CHF 2.6 million (December 31, 2024: CHF 0.5 million). During 2025, the group allocated 128’274 shares to share plan participants (2024: 36’253 shares), previously recognized in equity at a weighted average price, amounting to a total value of CHF 3.7 million (2024: CHF 1.1 million). The total number of shares held by the group as of December 31, 2025, amounted to 589’461 treasury shares (December 31, 2024: 471’618 shares).

Cash flow hedge reserve

The hedging reserve comprises the effective portion of the cumulative net change in the fair value of cash flow hedging instruments where the hedged transaction has not yet occurred. Amounts are reclassified to profit or loss when the associated hedged transaction affects the income statement.

Currency translation reserve

The currency translation reserve comprises all foreign exchange differences arising on the translation of the financial statements of consolidated entities whose currency differs from the reporting currency of the group.

Non-controlling interests

The group recognizes any non-controlling interest in the acquiree on an acquisition-by-acquisition basis, at the non-controlling interest’s proportionate share of the recognized amounts of the acquiree’s identifiable net assets.

In 2024, the group exercised its fixed-price forward and acquired an additional 10% equity interest in Guangdong Qiaoyi Plastic Co. Ltd. (“Qiaoyi”) for CHF 4.5 million, increasing its total ownership to 80%. Since the acquisition of the additional 10% in Qiaoyi was a fixed-price forward, it had no impact on the non-controlling interests, which remained at 20%.

As of December 31, 2025, the non-controlling interests amounted to CHF 7.1 million (December 31, 2024: CHF 10.3 million). The decrease is mainly due to paid dividends in the amount of CHF 3.0 million (December 31, 2024: CHF 0.0 million).

Dividends

On April 23, 2025, the Annual General Meeting approved an ordinary dividend of CHF 0.50 per share to be paid out of reserves (2024: CHF 0.50 per share). The dividend was paid to shareholders on April 29, 2025. The total amount of the dividend to shareholders of medmix Ltd was CHF 20.4 million (2024: CHF 20.4 million), thereof paid dividends of CHF 15.0 million (2024: CHF 15.0 million) and undistributed dividends of CHF 5.5 million (2024: CHF 5.5 million). The dividend to one of the group’s shareholders, Tiwel Holding AG, was not transferred, as a result of US sanctions.

In March 2025, the group declared and paid dividends to non-controlling interests in the amount of CHF 2.0 million (2024: CHF 0.0 million). Because the group holds a fixed-price call option to acquire all non-controlling interests, it recognized a 100% economic interest, with no allocation to non-controlling interests in equity. In May 2025, the group declared dividends to non-controlling interests in Qiaoyi in the amount of CHF 3.0 million (2024: CHF 0.0 million), which it paid in October 2025. In total, the group paid dividends to non-controlling interests in subsidiaries of CHF 5.0 million (2024: CHF 0.0 million).

The total outstanding dividend payments of CHF 21.7 million (2024: CHF 16.3 million) are reflected in the balance sheet position “Other current and accrued liabilitiesˮ (note 26).

The Board of Directors has decided to propose to the Annual General Meeting 2026 a dividend for financial year 2025 of CHF 0.10 per share.

Subsequent measurement of put option liabilities

In 2025, the changes in subsequent measurement of put option liabilities in equity amounted to CHF 0.9 million (2024: CHF -5.0 million), thereof CHF -0.8 million related to Qiaoyi (2024: CHF -4.5 million) and CHF 1.8 million from sale of investments in subsidiaries (2024: CHF -0.5 million).

Put option liability Qiaoyi

At any time after July 5, 2027, the non-controlling shareholders of Guangdong Qiaoyi Plastic Co. Ltd. (“Qiaoyi”) can exercise a put option to sell, and the group can exercise a call option to purchase, the remaining 20% equity interest held by the non-controlling shareholders for a formula-based purchase price. The group recognized a redemption liability, recorded in other non-current liabilities (note 24), based on the discounted put exercise price, which is accreted over the contract period.

As of December 31, 2025, the put option liability, recorded in other non-current liabilities, amounted to CHF 14.3 million (2024: CHF 14.8 million), with the changes in the put exercise price and interest accretion over the contract period recognized in equity.

Put option liability from sale of investments in subsidiaries

In 2023, the group sold non-controlling interests in a subsidiary while retaining control. As part of the transaction, the group was granted a call option to acquire all non-controlling interests until March 31, 2026. Simultaneously, the buyers were granted a put option, exercisable at any time between March 31, 2025, and March 31, 2026, to sell their interests back to the group.

In March 2025, the group and the holders of non-controlling interests extended the original share purchase agreement. Under the new terms, the group obtained a call option to repurchase the non-controlling interests at a fixed price, exercisable until March 31, 2028. The buyers were also granted a corresponding put option, at the same fixed price, exercisable between March 31, 2026 and March 31, 2028.

As both options are structured at fixed prices, the group is considered to have a 100% economic interest in the subsidiary. Accordingly, no portion of profit or equity is allocated to non-controlling interests. A financial liability has been recognized, measured at the present value of the expected settlement amount under the put option.

As of December 31, 2025, the put option liability, recorded in other current liabilities (note 26), amounted to CHF 10.3 million (2024: CHF 11.7 million), with the changes in the put exercise price and interest accretion over the contract period recognized in equity.