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Nemetschek

XETRA: NEM.DE · EUR

Nemetschek (NEM.DE) Economic Moat Analysis—

Competitive advantages, dated evidence and erosion risks.

Uncertain economic moat

Nemetschek demonstrates expanding recurring demand and broader adoption across major customers, supporting a possible workflow-based switching advantage. The passages do not establish costly customer substitution, durable network effects or defensible competitive superiority. Bluebeam has contractual pricing discretion, while some Design migration agreements include annual increases; realized price effects remain unisolated. Strong operating execution and Group margin resilience coexist with segment weakness and acquisition commitments. The moat remains uncertain because structural protection is insufficiently evidenced, rather than because competitive weakness is established.

Switching costs

Candidate advantage: increasingly broad portfolio adoption by major AEC/O customers and disclosed workflow integration could create switching friction. Broader adoption is reported, but the passages do not demonstrate migration costs, customer dependence or retention attributable to those frictions.

Durability
Unestablished. Recurring demand and multi-year migration agreements support continuing commercial relationships, but neither establishes durable protection against substitution. Management's AI and network-effect claims describe potential rather than demonstrated barriers.
Competitors
Comparison not established
Erosion risks
Open data standards support compatibility between software solutions and could reduce data-related switching friction. AI innovation and new entrants could weaken differentiation. Media's observed spending caution demonstrates demand sensitivity, although it does not establish competitive displacement.
What would invalidate the thesis
Reject the candidate switching-cost thesis if customer migrations demonstrate inexpensive workflow replacement without material disruption. Sustained deterioration in comparable customer renewals or portfolio adoption, especially following price increases, would also contradict it. Acquisition-driven recurring growth would not offset such evidence.
Evidence (5) · Counterevidence (3)

Changes since the previous analysis

  • The uncertain verdict is unchanged after reassessing the current catalog; operating success still does not establish durable structural protection.
  • Previously ungraded moat criteria are assessed individually: customer dependency and erosion resilience receive mixed grades from indirect operating evidence; structural advantage and durability remain unassessable.
  • Realized pricing remains null. Contractual fee discretion and fixed annual increases in some migration agreements do not isolate actual price realization.
  • The previous pricing and management grades are retained after checking current catalog evidence, including segment weakness, acquisition financing and historical remuneration adjustments.

Evidence limitations

  • The supplied passages do not identify named competitors in a competitive relationship. Generic competition and new-entrant disclosures cannot establish relative product quality, market share or win rates; the competitor array is therefore empty.
  • Workflow integration, network effects, AI productivity benefits and strategic-account expansion are issuer assertions. Reported financial outcomes support operating assessments but do not independently prove the claimed moat mechanisms.
  • No customer cohort retention, renewal rates, quantified migration costs, comparable realized prices or price-volume-mix decomposition is supplied. Executive ownership, incentive weights and detailed vesting outcomes are also insufficiently disclosed.
  • The annual reports' October 19, 2026 dates and Bluebeam terms' October 22, 2026 date have dateKind retrieved, not published. The Q1 and H1 2026 reports have publication dates April 30 and July 30, 2026, respectively; reporting periods remain distinct from those dates.
  • H1 2026 financial statements are explicitly unaudited. Acquisition effects, subscription migration, currency movements and extraordinary items limit comparisons. HCSS closed July 1, 2026; its future results and investment returns are not demonstrated by H1 outcomes.
  • Bluebeam terms establish rights for that Nemetschek business, subject to written exceptions and distinct reseller arrangements. They do not establish equivalent contractual freedom across the Group.

Financial indicators to test against the thesis

Calculated from annual filings. Missing data remains unavailable. Detailed financial charts remain in the other topics.

Financial indicators to test against the thesis
PeriodGross marginOperating marginROICFCF margin
2021—25.2%—30.0%
2022—24.7%29.9%24.3%
2023—23.4%29.5%28.2%
2024—23.5%20.9%29.4%
2025—25.0%20.1%32.7%

Pricing power—

  • Pricing outcomes

    Some Graphisoft and Allplan migration agreements include fixed annual price rises, and Bluebeam reserves discretionary fee increases. Neither disclosure isolates prices actually realized, associated volumes or customer acceptance. Recurring revenue growth also includes migration and business expansion, so it cannot supply a realized-pricing grade.

  • Customer demand

    H1 recurring revenue rose from EUR 529.157 million in 2025 to EUR 609.244 million in 2026, while major-account portfolio adoption expanded. These support repeat demand indirectly. Migration, acquisitions, new customers and expansion confound aggregate growth; Media's cautious spending tempers the evidence. No retention rate is inferred.

  • Margin resilience

    Group EBITDA margin improved from 30.2% to 31.2% in 2025 and from 29.5% to 30.7% in H1 2026. These are strong demonstrated outcomes, without isolating pricing contributions. Lower Design and Manage EBITDA, acquisition comparability, payment-provider effects, currency effects and acquisition costs constrain interpretation.

  • Pricing freedom

    Bluebeam expressly permits discretionary fee increases for new purchases and renewals unless otherwise agreed in writing. Initial-purchase refund rights and cancellation following updated terms bound this freedom. Some Design agreements specify annual rises. These establish meaningful but uneven contractual discretion, without proving equivalent Group-wide rights or customer acceptance.

Management56

  • Capital discipline

    Strong 2025 operating cash generation and debt reduction are positive outcomes. H1 2026 cash generation declined with weaker working-capital inflows and higher taxes, while acquisition payments and borrowing increased. July's HCSS transaction added approximately EUR 450 million of net debt and minority ownership in Build; acquisition returns remain unproven.

  • Incentive alignment

    Disclosed STIP and LTIP arrangements tie Executive Board remuneration to financial targets, establishing actual performance-linked structures. The October 2023 termination agreement doubled a STIP payment through adjusted calculation arrangements, weakening consistency. Missing ownership, incentive weights and detailed vesting outcomes prevent a stronger judgment about shareholder alignment.

  • Execution

    Currency-adjusted 2025 revenue growth exceeded already raised guidance, H1 2026 revenue continued growing, and Bluebeam Max launched. These demonstrate strong execution, with subscription execution assessed partly through operating evidence. Media's reduced outlook is a realized counterweight. Product launch does not itself prove differentiation, adoption or customer productivity gains.

  • Governance

    Disclosed Audit Committee work covers financial reporting, auditor independence, related parties, remuneration and acquisition integration. Unpublished board rules, no separate Nomination Committee and the historical STIP adjustment temper the oversight evidence. These establish mixed governance practices, without proving current misconduct or exceptional effectiveness of the controls.

Sources and methodology

Current publication · Updated 22/10/2026 · Version 11

AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.

Policy quality-scores-3: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 3/6 · 29/10/2026

Moat—

Insufficient evidence for every rubric criterion; no category score is inferred.

structural advantage · — · Reported expansion across major customers establishes commercial traction, while management cites workflow integration and network effects. The passages do not demonstrate costly substitution, exclusive assets or increasing customer value from network participation. These observations support a candidate mechanism but cannot establish a structural advantage.

durability · — · Some existing Design customers entered multi-year migration agreements, but contract duration does not establish lasting competitive protection. Open standards support compatibility, and technological change presents potential erosion. Without demonstrated barriers or customer substitution outcomes, the durability of a moat cannot be graded.

customer dependency · 2/4 · Broader portfolio adoption among major accounts and higher recurring revenue per account suggest increasing workflow reliance indirectly. H1 recurring revenue growth supports continuing demand. However, neither aggregate growth nor management's integration claim measures customer dependence, and compatibility between solutions could facilitate substitution.

erosion resilience · 2/4 · Continued Group growth and improved H1 profitability demonstrate operating resilience. Media's cautious spending and reduced outlook, alongside weaker Design and Manage EBITDA, show uneven protection. These are mixed observed outcomes; generic technological risks are possibilities, and no competitive displacement or durable resistance to it is demonstrated.

Pricing power—

Insufficient evidence for every rubric criterion; no category score is inferred.

realized pricing · — · Some Graphisoft and Allplan migration agreements include fixed annual price rises, and Bluebeam reserves discretionary fee increases. Neither disclosure isolates prices actually realized, associated volumes or customer acceptance. Recurring revenue growth also includes migration and business expansion, so it cannot supply a realized-pricing grade.

retention · 2/4 · H1 recurring revenue rose from EUR 529.157 million in 2025 to EUR 609.244 million in 2026, while major-account portfolio adoption expanded. These support repeat demand indirectly. Migration, acquisitions, new customers and expansion confound aggregate growth; Media's cautious spending tempers the evidence. No retention rate is inferred.

margin resilience · 3/4 · Group EBITDA margin improved from 30.2% to 31.2% in 2025 and from 29.5% to 30.7% in H1 2026. These are strong demonstrated outcomes, without isolating pricing contributions. Lower Design and Manage EBITDA, acquisition comparability, payment-provider effects, currency effects and acquisition costs constrain interpretation.

contractual freedom · 2/4 · Bluebeam expressly permits discretionary fee increases for new purchases and renewals unless otherwise agreed in writing. Initial-purchase refund rights and cancellation following updated terms bound this freedom. Some Design agreements specify annual rises. These establish meaningful but uneven contractual discretion, without proving equivalent Group-wide rights or customer acceptance.

Predictability100

5 consecutive published annual periods. Equal weights: nondeclining revenue frequency; revenue-growth volatility (5–40pp); positive FCF frequency; FCF-margin volatility (3–20pp). Stability indicator, not a growth forecast.

Nondeclining revenue years (%)
100.00
Revenue growth volatility (pp)
5.23
Positive FCF years (%)
100.00
FCF margin volatility (pp)
2.74
observedAnnualPeriods
5.00

Financial strength73

Equal-weight grades: debt/FCF (1–8x), net debt/earnings before interest and tax (0–5x), interest service (1–12x), current ratio (0.75–2x). Earnings use reported operating income, an original issuer-reported unadjusted EBIT reconciled to net income, income tax and signed net interest, or reported pretax profit plus reported gross interest expense. Reported EBIT is distinct from GAAP operating income and gross interest. Interest service uses earnings/interest expense; if unavailable, it uses reported operating cash flow/cash interest paid, without relabeling cash paid as accrued expense. Nonpositive cash flow/earnings score 0 for their service component; reported zero interest with a positive numerator scores 100. Net cash scores 100 for net leverage. Missing disclosures remain unavailable. General nonfinancial-company rubric, not a credit rating; exceptional and nonoperating gains are not normalized out. IFRS finance-cost and cash-flow classifications retain their reported scope.

debtFcfGrade
100.00
netDebtEbitGrade
92.79
interestCoverageGrade
100.00
currentRatioGrade
1.08
Debt / FCF (x)
0.92
Net debt / operating income (x)
0.36
Interest coverage (x)
15.74
Current ratio (x)
0.76

Capital allocation—

Missing required inputs: sbcRevenue. Three-year equal-weight indicators: pretax return on average invested capital (0–25%; equity + debt − cash, each year and its prior year), share-count growth (0–5%, lower better), share-based cost/revenue (2–20%, lower better), consolidated FCF/net income (0–1x). Return uses reported operating income, an original issuer-reported unadjusted EBIT reconciled to net income, income tax and signed net interest, or EBIT calculated from reported pretax profit plus reported gross interest expense; the issuer-reported EBIT is distinct from GAAP operating income and gross interest; exceptional/nonoperating gains are not normalized out. Share-based cost uses the reported cash-flow add-back or, if absent, separately reported recognized compensation expense; the latter never becomes an FCF adjustment. Nonpositive net income scores 0 for cash conversion; absent income/FCF stays unavailable. ROIC remains undefined for nonpositive invested capital; the explicit asset-return alternative does not change the ROIC chart. Missing financial inputs alone never trigger an alternative. Does not establish acquisition quality or buyback timing.

3-year pre-tax operating return (%)
29.72
3-year average dilution (%)
-0.01
cashConversionGrade
100.00

Management56

Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.

capital discipline · 2/4 · Strong 2025 operating cash generation and debt reduction are positive outcomes. H1 2026 cash generation declined with weaker working-capital inflows and higher taxes, while acquisition payments and borrowing increased. July's HCSS transaction added approximately EUR 450 million of net debt and minority ownership in Build; acquisition returns remain unproven.

incentive alignment · 2/4 · Disclosed STIP and LTIP arrangements tie Executive Board remuneration to financial targets, establishing actual performance-linked structures. The October 2023 termination agreement doubled a STIP payment through adjusted calculation arrangements, weakening consistency. Missing ownership, incentive weights and detailed vesting outcomes prevent a stronger judgment about shareholder alignment.

execution · 3/4 · Currency-adjusted 2025 revenue growth exceeded already raised guidance, H1 2026 revenue continued growing, and Bluebeam Max launched. These demonstrate strong execution, with subscription execution assessed partly through operating evidence. Media's reduced outlook is a realized counterweight. Product launch does not itself prove differentiation, adoption or customer productivity gains.

governance · 2/4 · Disclosed Audit Committee work covers financial reporting, auditor independence, related parties, remuneration and acquisition integration. Unpublished board rules, no separate Nomination Committee and the historical STIP adjustment temper the oversight evidence. These establish mixed governance practices, without proving current misconduct or exceptional effectiveness of the controls.

Evidence

Strategic Account Management Under the Strategic Account Management program, relationships with the world’s largest AEC/O businesses are deepened.

2025 Annual Report, strategy: Strategic Account Management · Retrieved 19/10/2026

These clients are increasingly using solutions from the entire Nemetschek portfolio, from design and modeling to construction site collaboration as well as building operation.

2025 Annual Report, strategy: major customers' portfolio adoption · Retrieved 19/10/2026

Doing that increas- es the share of the client budget (share of wallet) with these global key accounts, and that results in higher recurring revenue per client.

2025 Annual Report, strategy: recurring revenue per global key account · Retrieved 19/10/2026

At Gra- phisoft and Allplan, some existing clients on lease models were migrated by temporarily offering multi-year agreements, partly with fixed annual price rises.

2025 Annual Report, Design: multi-year migration agreements and annual price rises · Retrieved 19/10/2026

The combination of our deep domain expertise, access to large amounts of data, our network effects, and close integration into our customers’ workflows, gives us the potential to make AI a key catalyst for innovation.

2025 Annual Report, shareholder letter: management's workflow, data and AI potential claim · Retrieved 19/10/2026

The increasing establishment of an open standard for data exchange, which ensures compatibility between different software solutions and thus fosters the increasing establishment of BIM, will have a particularly positive effect.

2023 Annual Report, opportunities: open standards and software compatibility · Retrieved 19/10/2026

Competitive Risks Market risks could arise from faster-than-expected technological change, innovation by competitors, or the emergence of new market participants such as cloud providers.

2022 Annual Report, competitive risks: technological change and new entrants · Retrieved 19/10/2026

This was primarily driven by customers‘ ongoing cautious investments, lower spendings for content creation, customer consolidation, as well as ex- tended decision-making and sales cycles.

H1 2026 report, Media: cautious spending, consolidation and extended sales cycles · Published 30/07/2026

Revenues REVENUES Thousands of € 6 months 2026 6 months 2025 Software and licenses 13,241 26,124 Recurring revenues (software service contracts and rental models) 609,244 529,157 Consulting & Hardware 18,260 17,562 640,746 572,842 REVENUES BY REGION Thousands of € 6 months 2026 6 months 2025 Germany 106,141 92,918 Europe without Germany 187,359 171,057 Americas 279,418 250,217 Asia/Pacific 64,246 55,474 Rest of World 3,581 3,177 640,746 572,842

H1 2026 report, revenue note: recurring revenue and total revenue, thousands of euros · Published 30/07/2026

7.1.1.3 Bluebeam may increase fees for products and services in its sole discretion, and You agree to pay such fees for new purchases and renewals unless otherwise agreed in writing.

Bluebeam customer terms, section 7.1.1.3: discretionary fee increases and written exceptions · Retrieved 22/10/2026

You may terminate a Software subscription or license for convenience within thirty (30) days of the initial subscription or license start date and receive a refund if termination occurs during that thirty (30) day period.

Bluebeam customer terms, section 7.4.3.2: initial-purchase termination and refund · Retrieved 22/10/2026

This termination right applies only to the initial purchase, and not to renewals or additional products or services added during an active subscription.

Bluebeam customer terms: initial-purchase termination right excludes renewals · Retrieved 22/10/2026

Notwithstanding the foregoing, Customer may cancel the subscription with five (5) days’ written notice upon receiving updated terms in accordance with Section 5.

Bluebeam customer terms: cancellation following updated terms · Retrieved 22/10/2026

The EBITDA margin improved from 30.2% in the previous year to 31.2%, fully meeting the forecast of around 31%.

2025 Annual Report, shareholder letter: Group EBITDA margin comparison · Retrieved 19/10/2026

The Group EBITDA margin includes, among other things, an extraordi- nary, non-operating effect in the low double-digit million-euro range, resulting from the unexpected insolvency of a service and payment provider in the first half of the year.

2025 Annual Report, shareholder letter: extraordinary payment-provider insolvency effect · Retrieved 19/10/2026

For the first half of 2026, EBITDA increased by 24.0% at constant currency (reported: 16.5%) to EUR 197.0 million, corresponding to an EBITDA margin of 30.7% (same period last year: 29.5%).

H1 2026 report, financial highlights: EBITDA growth and margin comparison · Published 30/07/2026

19 HALF-YEAR REPORT AS OF JUNE 30, 2026 Consolidated Segment Reporting for the period from January 1 to June 30, 2026 and 2025 SEGMENT REPORTING 2026 Thousands of € Design Build Manage Media Reconciliation Total Revenue, total 279,114 277,669 26,319 59,028 – 1,384 640,746 thereof revenue external 279,114 277,669 26,319 59,028 – 1,384 640,746 thereof intersegment revenue 0 0 0 0 0 0 Personnel expenses – 106,473 – 104,833 – 13,288 – 27,192 0 – 251,785 Other expenses – 103,689 – 54,763 – 6,862 – 14,425 0 – 179,740 EBITDA 66,844 110,511 2,042 17,611 0 197,009 Depreciation/amortization – 38,814 Net finance costs 5,990 Share of net profit of associates – 334 EBT 163,851 SEGMENT REPORTING 2025 Thousands of € Design Build Manage Media Reconciliation Total Revenue, total 260,144 229,238 25,340 59,451 – 1,331 572,842 thereof revenue external 260,144 229,238 25,340 58,121 0 572,842 thereof intersegment revenue 0 0 0 1,331 – 1,331 0 Personnel expenses – 102,712 – 94,059 – 14,039 – 24,303 0 – 235,114 Other expenses – 81,873 – 46,350 – 5,273 – 20,782 0 – 154,277 EBITDA 70,755 79,306 2,347 16,696 0 169,105 Depreciation/amortization – 36,396 Net finance costs – 7,579 Share of net profit of associates – 629 EBT 124,500

H1 2026 report, consolidated segment reporting: 2026 and 2025 revenue and EBITDA, thousands of euros · Published 30/07/2026

» Operating cash flow increased strongly by 31.3% to EUR 402.9 million, underscoring the high quality of earnings.

2025 Annual Report, shareholder letter: operating cash flow · Retrieved 19/10/2026

At the same time, net debt was significantly reduced from EUR 294.6 million to EUR 107.5 million thanks to strong operating cash flow.

2025 Annual Report, shareholder letter: net debt reduction · Retrieved 19/10/2026

15 HALF-YEAR REPORT AS OF JUNE 30, 2026 Consolidated Cash Flow Statement for the period from January 1 to June 30, 2026 and 2025 CONSOLIDATED STATEMENT OF CASH FLOWS Thousands of € 6 months 2026 6 months 2025 Profit (before tax) 163,851 124,500 Depreciation of property, plant and equipment and amortization of intangible assets 38,814 36,396 Net finance costs – 5,990 7,579 Share of net profit of associates 334 629 EBITDA 197,009 169,105 Other non-cash transactions 5,200 11,062 Cash flow for the period 202,209 180,168 Change in trade working capital 46,071 74,602 Change in other working capital – 28,678 – 29,394 Dividends received from associates 1,000 0 Interests received 1,002 1,357 Income taxes received 8,011 7,219 Income taxes paid – 54,241 – 34,192 Cash flow from operating activities 175,373 199,760 Capital expenditure – 7,537 – 6,240 Cash received from disposal of fixed assets 353 81 Cash paid for acquisition of subsidiaries, net of cash acquired – 73,161 – 3,849 Cash paid for acquisition of equity instruments of other entities – 3,286 – 3,931 Cash paid for acquisition of interests in associates – 12,000 – 590 Cash flow from investing activities – 95,631 – 14,530 Dividend payments – 78,534 – 63,495 Dividend payments to non-controlling interests – 1,319 – 815 Cash received from loans 205,313 81,609 Repayment of borrowings – 60,000 – 131,000 Principal elements of lease payments – 7,763 – 8,359 Interests paid – 5,348 – 10,385 Financing costs paid – 413 – 871 Purchase of own shares 0 – 11,108 Cash flow from financing activities 51,936 – 144,424 Changes in cash and cash equivalents 131,678 40,806 Effect of exchange rate differences on cash and cash equivalents 8,405 – 17,311 Cash and cash equivalents at the beginning of the period 251,981 205,733 Cash and cash equivalents at the end of the period 392,065 229,228

H1 2026 report, consolidated cash flow statement: six months ended June 30, 2026 and 2025, thousands of euros · Published 30/07/2026

Significant events after the interim reporting period On July 1, 2026, the Nemetschek Group completed the acquisi- tion of Heavy Construction Systems Specialists, LLC (“HCSS”), headquartered in Sugar Land, Texas (USA).

H1 2026 report, subsequent events: HCSS acquisition completed July 1, 2026 · Published 30/07/2026

As part of the transaction, Thoma Bravo acquired a minority in- terest in the Build segment and now holds approximately 28% of the shares, while the Nemetschek Group continues to hold ap- proximately 72%.

H1 2026 report, subsequent events: minority ownership of Build · Published 30/07/2026

In addition, the Nemetschek Group refinanced all existing financial liabilities of HCSS.

H1 2026 report, subsequent events: HCSS refinancing · Published 30/07/2026

As a result, the Group’s net debt increased by approximately EUR 450 million.

H1 2026 report, subsequent events: acquisition-related increase in Group net debt · Published 30/07/2026

(3) Short-Term Incentive Plan (STIP): Each Executive Board mem- ber receives a short-term performance-related (variable) remu- neration component that essentially depends on the achieve- ment of corporate targets (revenue and adjusted EBITDA of the Nemetschek Group and/or the divisions of the respective Executive Board member, and in some cases earnings per share [EPS] based on the consolidated financial statements) as well as on the achievement of individual special targets.

2025 Annual Report, remuneration: Executive Board STIP · Retrieved 19/10/2026

(4) Long-Term Incentive Plan (LTIP): The LTIP essentially de- pends on the achievement of defined corporate targets, which in particular relate to the development of key financial perfor- mance indicators (e.g., adjusted EBITDA, EBITA and EBT of the Nemetschek Group or earnings per share [EPS]) based on the consolidated financial statements of the Nemetschek Group and/ or the segments of the respective Executive Board member.

2025 Annual Report, remuneration: Executive Board LTIP · Retrieved 19/10/2026

Viktor Várkonyi from the Executive Board of Nemet- schek SE and the agreement entered into with him in October 2023 governing the termination of his service contract, which provided for a doubling of the amount payable under the 2023 STIP as the con- tractually agreed calculation arrangements were adjusted when payment was made.

2023 Annual Report, governance declaration: October 2023 termination agreement and STIP adjustment · Retrieved 19/10/2026

Adjusted for currency effects, revenue increased by 22.6%, slightly exceeding the forecast range of 20% to 22% that had already been raised in July 2025.

2025 Annual Report, shareholder letter: currency-adjusted growth versus raised guidance · Retrieved 19/10/2026

In the first half of 2026, Group revenue increased to EUR 640.7 mil- lion, representing a constant-currency growth of 15.7% (re- ported: +11.9%).

H1 2026 report, financial highlights: reported and constant-currency revenue growth · Published 30/07/2026

3 » The launch of Bluebeam Max , the Nemetschek Group’s first comprehensive agentic AI solution for the construction indust- ry, marked a major milestone in the execution of its AI strate- gy .

H1 2026 report, strategic milestones: Bluebeam Max launch · Published 30/07/2026

11 HALF-YEAR REPORT AS OF JUNE 30, 2026 The constant - currency revenue growth in the Media segment for the 2026 financial year is now expected to be in the mid single - di- git percentage range, in line with current consensus estimates, reflecting the market environment and ongoing consolidation in the media market, rather than in the high single - digit percentage range as indicated in the segment outlook published in the 2025 Annual Report.

H1 2026 report, outlook: reduced Media growth expectations · Published 30/07/2026

In connection with the annual financial statements process, the Audit Commit- tee focused on the following: » Annual financial statements and Combined Management Report of Nemetschek SE and the Group, including the non-financial Group statement and EU Taxonomy reporting integrated into the Combined Management Report » Report on the company’s relationships with affiliated compa- nies (Related Entities Report) » Reporting on transactions with related parties » Remuneration Report for the Executive and Supervisory Boards » Recommendation to the Supervisory Board and Annual Gen- eral Meeting for the auditor election for the 2025 fiscal year » Confirmation of the audit engagement, definition of audit focuses, and setting of the auditor’s fee » Monitoring of the independence, qualification, rotation, and efficiency of the auditor and the non-auditing services ren- dered by the auditor » Review of the quality of the audit » Half-year financial report as well as quarterly reports and the internal reporting underpinning them » Annual financial statement process and effects of any chang- es in the financial statements preparation process or account- ing policies On top of that, the Audit Committee also dealt with the following topics in the 2025 fiscal year: » Current and future requirements for corporate governance and information and product security in respect of the com- pany and its governing bodies, and the fulfillment of these requirements » Remuneration (including stock appreciation rights (SARs) as part of the long-term remuneration) » Group financing and further development of the treasury de- partment and treasury activities (status quo of share buyback, cooperation with partner banks) » Progress of current corporate integration projects (mainly GoCanvas) and their recognition in the financial statements » IT structures, processes and investments (including the har- monization of IT processes and controls) » Topic-specific dialog with company departments relevant to the Audit Committee » Status quo and further development of internal company functions in relation to the work of the Audit Committee The Audit Committee’s meetings were also attended by members of the Executive Board, additional Supervisory Board members, experts from relevant departments, and the auditor, depending on the agenda item.

2025 Annual Report, Supervisory Board report: Audit Committee activities · Retrieved 19/10/2026

Departing from recommendation D.1, however, the Supervisory Board has not made the rules of procedure ac- cessible on the company’s website.

2025 Annual Report, governance declaration: unpublished Supervisory Board rules · Retrieved 19/10/2026

Departing from recommendation D.4, the Supervisory Board has not set up a Nomination Committee as the Supervisory Board is composed solely of shareholder representatives.

2025 Annual Report, governance declaration: no separate Nomination Committee · Retrieved 19/10/2026

The 2025 fiscal year was the first full reporting period in which GoCanvas was fully consolidated.

2025 Annual Report: first full reporting period of GoCanvas consolidation · Retrieved 19/10/2026

The interim financial statements as of June 30, 2026 have not been audited and have not undergone an audit.

H1 2026 report, notes: interim financial statements unaudited · Published 30/07/2026

In addition to the slightly negative transla- tion currency effect stemming mainly from the weaker USD, the EBITDA was also impacted in the second quarter by an extraordinary transactional currency effect.

H1 2026 report, financial highlights: extraordinary transactional currency effect on Q2 EBITDA · Published 30/07/2026

Additionally, the EBITDA margin in Q2 includes acquisition-related one-off costs of a low single-digit million-euro amount.

H1 2026 report, financial highlights: acquisition-related one-off costs in Q2 margin · Published 30/07/2026

Publication history

Publication history
VersionUpdatedCompetitive advantage
1129/10/2026uncertain
1027/10/2026uncertain
924/10/2026uncertain
823/10/2026uncertain
722/10/2026uncertain
619/10/2026uncertain
519/10/2026uncertain
419/10/2026uncertain
318/10/2026uncertain
218/10/2026uncertain

Sources

Research methodology and limitations · What is an economic moat?