Annual report
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Prime Financial Group Ltd and its Controlled Entities ABN 70 009 487 674 Appendix 4E Preliminary Financial Report given to the ASX under Listing Rule 4.3A For the year ended 30 June 2026 Reporting Period Current reporting period Year ended 30 June 2026 Previous corresponding reporting period Year ended 30 June 2025 Results for Announcement to the Market Year ended 30 June 2026 Year ended 30 June 2025 Up/Down Movement % Revenue from ordinary activities 60,501,185 49,498,298 Up 22% Profit (loss) from ordinary activities after tax attributable to members 3,912,160 4,610,668 Down 15% Net profit (loss) for the period attributable to members 3,912,160 4,610,668 Down 15% Dividend Information Amount per share (cents) Franked amount per share (cents) 2026 interim dividend (paid 25 March 2026) 0.80 cents 0.80 cents 2026 final dividend (resolved, not yet provided for at 30 June 2026) 0.92 cents 0.92 cents Interim Dividend Date Record Date 3 September 2026 Payment Date 28 September 2026 Results for Announcement to the Market 30 June 2026 30 June 2025 Net tangible asset per security (2.61) cents (2.81) cents This information should be read in conjunction with the 2026 Annual Report. Additional information supporting the Appendix 4E disclosure requirements may be found in the Directors’ Report and the consolidated financial statements and notes for the year ended 30 June 2026. Results were extracted from the consolidated financial statements for the year ended 30 June 2026 which have been audited by Ernst & Young.
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Annual Report 2026 For the year ended 30 June 2026
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3 2 Prime Financial Group Full Year Report 2026 We are a market-leading integrated advice and investment firm for ambitious clients. Managing Director & Chairman’s Message Directors’ Report Remuneration Report Auditor’s Independence Declaration Consolidated Statement of Profit or Loss and Other Comprehensive Income Consolidated Statement of Financial Position Consolidated Statement of Changes in Equity Consolidated Statement of Cash Flows Notes to the Financial Statements Directors’ Declaration Independent Auditor’s Report ASX Additional Information 05 10 18 26 30 31 32 33 34 81 82 87 In This Report 3
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5 4 Prime Financial Group Full Year Report 2026 FY26 Financial Highlights * The company tax rate increased to 30% during the period (FY25: 25%). ** Earnings Per Share of 1.49 cps declined from 1.87 cps in FY25, but for the tax change this would have been 1.96 cps. Dear Shareholders, It is my pleasure to present this update on behalf of the Board and management of Prime Financial Group Limited (Prime) following the conclusion of FY26. The year reflected both the strength of our progress and the scale of the opportunity ahead as Prime continues to develop into a more focused, connected and scalable advice and investment firm. It remains an exciting and often fascinating time to be in professional and financial services. Our clients are navigating economic uncertainty, technological change, staffing challenges, generational wealth transfer and a fragile, evolving regulatory environment. These forces are changing business decision-making, capital flows and the way clients seek advice, products and solutions. Often, our clients require business support and advice in combination with personal wealth management as part of their broader personal and family life plans. Prime aims to be there when events occur, when decisions matter most and when trusted guidance is required. Our role is to be a reliable partner through the important moments in a client’s business, investment and family wealth journey. Prime is positioned as a specialist mid-market firm connecting services, insights and investment for business owners, entrepreneurs, high-net-worth individuals and family groups. Although there is a sizeable audience for what we do, our focus is deliberately on the mid-market where our business model, capability and connected approach can make the greatest impact. During FY26, we continued to grow while also consolidating, specialising and improving. We sharpened our focus on ideal recurring clients, scalability, better ways of working, enterprise system development, deep integration and simplification, and stronger team alignment and ownership. This has meant being more selective in how we operate and with whom we work, with a clear emphasis on doing less better and building a more repeatable, productised and scalable model. This focus was reflected in the divestment of a small parcel of our client base, the realignment of resourcing and skill sets, and a deliberate de-emphasis of more transactional services in favour of our multiple service and product model. We also continued to advance OneConnected, recognising that the value of Prime is not simply in the services we deliver, but in how well we connect them around client needs. The current Group business strategy reinforces this direction. Prime’s vision is to become Australia’s most trusted integrated advice and investment firm for ambitious clients, compounding client wealth and firm value. The strategy is built around creating a connected ecosystem of advice, products and services that removes barriers between segments, improves the experience for our people and ensures clients receive the right solutions at the right time throughout their journey. Importantly, the year also highlighted that continued growth cannot rely on effort, local knowledge and informal ways of working alone. As Prime becomes larger, our next phase requires a focus on organisational systems, consistent governance, high-quality data, targeted decision-making, scalable technology and disciplined execution. The Target Operating Model evolution is well underway and deliberately designed to translate strategy into a practical operating system that supports growth, accountability and a more seamless client and employee experience. From a financial and strategic perspective, FY26 demonstrated the benefits of this approach. Group revenue, earnings quality, recurring revenue, acquisition integration and cross-service opportunity all remain central measures of progress. The integration of Lincoln Indicators expanded our access to high-net-worth and wholesale investors, strengthened our research and managed solutions capability, and created further opportunity to connect Prime’s wealth, alternatives, property, SMSF and intergenerational planning capabilities to a broader client base. Looking forward, the opportunity is clear. Prime’s growth agenda will be driven by ideal clients, disciplined M&A, deeper integration, scalable products, technology enablement, improved client account management and structured use of data. Our strategic pillars—Prime Place to Be, Compel the Client, Grow Revenue Streams and Simplify the Business— provide a simple framework for prioritising effort and ensuring that activity translates into measurable value. We are not seeking growth for its own sake. We are seeking to build a higher quality, more sustainable and more valuable firm that is easier for clients to engage with, easier for our people to work within, and better positioned to compound value for shareholders. This requires focus, discipline and the willingness to simplify where appropriate so that we can scale what matters most. On behalf of the Board, I thank our clients for their continued trust, our people for their dedication, adaptability and commitment, and our shareholders for their ongoing support. FY26 was another important year of growth and in Prime’s evolution, and the work now underway gives us confidence in the future opportunity to build a stronger, focused and more connected Prime. Managing Director & Chairman’s Message Simon Madder Managing Director & Chairman +22% to $60.5M +17% to $12.4M +18% to $13.9M Total Revenue Reported EBITDA (Members)Underlying EBITDA (Members) 24% (FY25: 24%) Underlying EBITDA Margin +4% to 1.72 cps Full Year Dividend (Fully Franked) Revenue per FTE +25% to $276K Debt to Underlying EBITDA (Members) 1.5x (FY25: 1.3x) Operating Cash Flow +47% to $4.3M Labour % of Revenue 57% (FY25: 55%) -20% to 1.49 cps Reported Earnings Per Share** (EPS) NPAT* (Members) -15% to $3.9M Underlying NPATA* (Members) -1% to $5.4M +22% to $6.6M +5% to 1.49 cps Adjusted for income tax change Adjusted for income tax change Adjusted for income tax change +11% to $5.1M
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7 6 Prime Financial Group Full Year Report 2026 Key Financial Information Key Financial Information FY26 vs FY25 Financial Highlights Revenue growth +22%, $60.5M (FY26) vs $49.5M (FY25). The company tax rate increased to 30% during the period (FY25: 25%). Earnings Per Share of 1.49 cps declined from 1.87 cps in FY25, but for the tax change this would have been 1.96 cps. FY26 FY25 Change Underlying (Members) Revenue - Wealth Segment $35.6M $26.0M 37% Revenue - Business Segment $23.7M $23.2M 2% Revenue from contracts with customers $59.3M $49.2M 20% Other Revenue $1.2M $0.3M 372% Total Revenue $60.5M $49.5M 22% EBITDA1 $13.9M $11.9M 18% EBITDA Margin 24% 24% Reported (Members) EBITDA $12.4M $10.6M 17% NPATA2 $5.4M $5.5M (1%) NPAT2 $3.9M $4.6M (15%) Reported EPS - cents per share (cps) 1.49 1.87 (0.38 cps) 1 EBITDA is defined as earnings before interest, tax, depreciation and amortisation. 2 Change in company Income Tax Rate to 30% (FY25: 25%). Note: Subject to rounding differences when calculating variances and totals ↑ ↑ ↑ ↑ ↑ ↑ ↑ ↓ ↓ Analysis of Revenue Growth from contracts with customers Revenue (contracts with customers) +20% including acquisitions (vs FY25) FY22 $26M FY23 $34M FY24 $41M FY25 $49M FY26 $59M 28% 21% 21% 20% Revenue Growth by Service Lines Revenue (contracts with customers) +20% including acquisitions (vs FY25) FY26 FY25 FY23 FY24 FY22 CapitalAccountingSMSFWealth +44% vs FY25 +14% vs FY25 +25% vs FY25 -61% vs FY25 Core De-emphasised ↓
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Group Balance Sheet At 30 June 2026 ($M) At 30 June 2025 ($M) Cash and cash equivalents 1.0 2.4 Total Assets 110.7 104.4 Borrowings (21.6) (17.3) Total Liabilities (49.5) (45.4) Net Assets 61.2 59.0 Non controlling interests 0.8 0.7 Equity attributable to equity holders of the parent 60.4 58.4 Total Equity 61.2 59.0 Group Net Debt (20.6) (14.9) 8 Prime Financial Group Full Year Report 2026 9 Key Financial Information (cont.) Key Financial Information (cont.) Underlying EBITDA FY22 - FY26 ($M) Underlying EBITDA (Members) +18%, $13.9M vs $11.9M (FY25) Underlying EBITDA Margin FY22 - FY26 (%) Underlying EBITDA (Members) Margin 24% (vs 24% in FY25) Net Operating Cash Flow FY22 - FY26 Operating Cash Flow $4.3M +47% (vs $2.9M FY25). Dividends FY22 - FY26 4% increase in total fully franked dividend declared to 1.72 cps (FY26) up from 1.66 cps (FY25). Balance Sheet, Group Net Debt & Cash Flow 11% 18% 17% 18% Note: Subject to rounding differences when calculating variances and totals FY23FY22 FY24 FY26FY25 $7 .8M $8.6M $10.2M $11.9M $13.9M 24% FY23FY22 FY24 FY26FY25 30% 26% 25% 24% Note: Subject to rounding differences when calculating variances and totals Substantial Balance Sheet Flexibility • Group Net Debt/Underlying EBITDA (members) is 1.5x • Ability to access $42.6M+ of facilities with Westpac to fund growth (previously $41M+) Note: Subject to rounding differences when calculating variances and totals FY23 FY24 FY25 $2.8M $2.4M $1.1M $0.8M FY22 $3.4M $1.8M $4.7M $6.1M $4.2M $5.7M H2H1 Full Year $2.1M $2.9M $3.2M Note: Subject to rounding differences when calculating variances and totals FY26 $1.1M $4.3M Interim FY22 Final FY22 FY22 Interim FY23 Final FY23 FY23 0.50 0.60 1.10 cps Interim FY25 Interim FY26 Final FY25 FY25 0.75 0.85 1.60 cps Interim FY24 Final FY24 FY24 0.70 0.80 1.50 cps Final Dividend - cents per share Interim Dividend - cents per share 0.77 0.89 1.66 cps Key Dates for Dividends • Record Date: 3 September 2026 • Payment Date: 28 September 2026 • Dividend Reinvestment Plan (DRP) available for Final Dividend • Final Dividend, fully franked at 30% 0.80 0.92 FY26 1.72 cps Final FY26
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11 10 Prime Financial Group Full Year Report 2026 The directors submit their report for the period ended 30 June 2026 together with the consolidated financial statements of Prime Financial Group Ltd (‘PFG’ ‘Prime’ or ‘the Company’) and the entities it controlled (‘the Group’) at the end of, or during, the period ended 30 June 2026, and independent audit report thereon. The names and details of the Company’s Directors in office during the financial year and until the date of this report are set out in the following page. Directors were in office for this entire period unless otherwise stated. Directors’ Report Tim Bennett Executive Director (effective 3 July 2020) & Managing Director Business Segment • Prior to joining Prime, Tim was a partner at a ‘Big 4 Firm’ leading a Mergers & Acquisitions group • Chartered Accountant with 15+ years’ specialist M&A experience having advised on a range of transactions, across all industry sectors Matt Murphy Executive Director (effective 3 July 2020) Non-Executive Director (effective 1 July 2026) • Joined Prime in 2016 as Managing Director – Accounting & Business Advisory after merging his Accounting Firm with Prime • Experienced Leader, Accountant and Business Adviser with 25+ years’ experience across Business, Accounting and Taxation Advisory services and a focus on integrated advice Andrea Slingsby Independent Non-Executive Director (effective 5 July 2024) • Prior to joining Prime Andrea was the Chief Operating Officer at jewellery group Michael Hill International Limited (ASX:MHJ) and has held Executive positions at Flight Centre Travel Group Limited (ASX:FLT) • Experienced C-Suite Executive, Advisor and Board Member, with more than 20 years’ expertise across Governance, Strategic and Operational Transformation and International Growth Simon Madder Managing Director & Chairman • Co-founder, Managing Director of Prime Financial Group Ltd (Prime) since 1998 • 25+ years’ experience in Wealth Management & Accounting Services across Operations, Strategy & Acquisitions Prime Directors
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12 Prime Financial Group Full Year Report 2026 13 A market-leading integrated advice and investment firm for ambitious clients, seeking to grow to $100M in revenue by FY28 – FY30 Interests in the shares and Performance Rights of the Company and related bodies corporate Ordinary Shares Performance Rights Mr S Madder 38,221,134 2,496,286 Mr T Bennett 3,829,406 1,549,616 Mr M Murphy 11,878,571 70,140 Dividends The Board has resolved to declare a fully franked final dividend of 0.92 cents per ordinary share, bringing the total dividends declared in respect of the 12 months to 30 June 2026 to 1.72 cents per ordinary share. This compares to total dividends declared in respect of the prior twelve month period of 1.66 cents per ordinary share. Principal Activities The principal activities of the Group entity during the financial year were broken up into two segments, Business and Wealth. Business Segment Accounting & Business Advisory Accounting & Tax Compliance, Business Growth Advisory & Strategy, Outsourced CFO, R&D Tax Incentives, Grants and Remuneration Services Capital & Corporate Advisory Equity & Debt Capital Advisory, Corporate Development and M&A Wealth Segment Wealth and Asset Management Strategic Financial Advice, Superannuation, Life Insurance, Investment Planning & Research, Retail Managed Funds/Solutions, and Asset Management SMSF Advice, Establishment, Administration & Compliance Services Directors’ Report Strategy Growth • Organic growth driven across core Wealth, Accounting & SMSF services • Cross-sell & OneConnected client strategy to compliment core growth • Acqui-hire; potential to accelerate • Selective acquisition Productivity & Technology Efficiencies • Efficiency improvements • Focus on ideal clients • Consolidation of existing capabilities for continued simplification
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14 Prime Financial Group Full Year Report 2026 15 Acquisitions and Divestments The Group acquired an Accounting & Business advisory practice and a wholesale client focussed wealth business during the period, collective revenue of $1.7 million was generated from these acquisitions in FY26. During the year, Prime divested client bases that did not meet its ideal client profile, resulting in revenue of $4.9 million. Significant Events After The Balance Date There are no matters or circumstances which have arisen since the end of the financial period, that have significantly affected, or may significantly affect the operations of the Group, or the state of affairs of the Group in future periods. Likely Developments and Expected Results Of Operations Prime’s strategy, focus and likely developments are included in the Managing Director & Chairman’s Report. Environmental Regulations The consolidated entity’s operations are not subject to any significant environmental Commonwealth or State regulations or laws. Indemnification and Insurance Of Directors And Officers As outlined in the company’s constitution, to the extent permitted by law, the Company indemnifies every person who is or has been an officer of the Company against any liability incurred by that person. These persons include, an officer of the Company, a person other than the Company or a related body corporate of the Company, unless the liability arises out of conduct on the part of the officer which involves a lack of good faith, or is contrary to the Company’s express instructions. The Company indemnifies every person who is or has been an officer of the Company against any liability for costs and expenses incurred by the person in his or her capacity as an officer of the Company, in defending any proceedings, whether civil or criminal, in which judgement is given in favour of the person, or in which the person is acquitted, or in connection with an application, in relation to such proceedings, in which the Court grants relief to the person under the Corporations Law. Insurance premiums were paid during the financial year, for all Directors and Officers of the consolidated entity. To the extent permitted by law, the group has agreed to indemnify our auditors, Ernst & Young, as part of the terms of its audit engagement agreement against claims by third parties arising from the audit (for an unspecified amount). No payment has been made to indemnify Ernst & Young during or since the financial period. Proceedings On Behalf Of The Consolidated Entity No person has applied for leave of Court to bring proceedings on behalf of the consolidated entity. Corporate Governance Statement A full copy of Prime’s Corporate Governance Statement can be found on Prime’s website (https://www.primefinancial. com.au/corporate-governance). Year Ended 30 June 2026 $ Year Ended 30 June 2025 $ Reported net profit after tax operations (Group) 4,545,074 5,231,384 Add: Tax expense 2,948,493 1,613,190 Add: Interest expense/(income) 2,215,302 2,120,776 EBIT (Group)** 9,708,869 8,965,350 Add: Depreciation 316,919 244,398 Add: Amortisation 3,335,907 2,210,710 Foreign Exchange (Gain)/Loss (11,195) 1,184 Reported EBITDA (Group)*** 13,350,500 11,421,642 Reconciliation of Reported to Underlying EBITDA Non-recurring expenses including acquisitions, restructuring & repositioning 1,905,130 1,498,093 Fair value (Gain)/Loss on financial assets/contingent consideration (413,345) (230,757) Underlying EBITDA (Group)*** 14,842,285 12,688,978 Underlying EBITDA (Members) 13,938,122 11,861,357 Reported EBITDA (Members) 12,446,337 10,594,021 * These non-IFRS measures have not been subject to audit or review in accordance with Australian Auditing Standards or other assurance standards. ** EBIT is defined as earnings before interest and tax. *** EBITDA is defined as earnings before interest, tax, depreciation and amortisation. Review of Financial Condition Underlying EBITDA to Members of $13.9 million (FY25: $11.9 million) comprised revenue of $60.5 million (FY25: $49.5 million) and operating expenses of $52.0 million (FY25: $42.2 million). Revenue from Contracts with Customers of $59.3 million (FY25: $49.2 million) grew 20%. Prime classifies its business in two reportable segments; the Wealth Segment and the Business Segment. Wealth Segment revenue reached $35.6 million, up 37% on the prior year, driven by the Lincoln Indicators acquisition (May 2025) and strong organic growth across the business, particularly in SMSF services where revenue increased 14%. Business segment revenue of $23.7 million grew 25% but for the impact of Capital which is being de-emphasised. During the period, Capital transactional revenue reduced 61% while recurring revenue (excluding divested client income) from Prime’s Accounting and Advisory services grew 10%. Higher operating expenses reflect the annualised impact of the Lincoln Indicators acquisition and non-recurring acquisition and restructuring costs of $1.9 million. Prime remains focused on improving operational efficiency through targeted investments in systems and process enhancements. These changes were accelerated in Q4 and are expected to support margin improvement and operating leverage in FY27. Reported and Underlying EBITDA to Members grew 17% and 18% respectively. Earnings accretion converted to operating cash flow of $4.3 million, +47% (FY25: $2.9 million). As at June 2026, Net Debt was $20.6 million (June 2025: $14.9 million), this includes the impact of acquisition payments of $3.3 million. The company tax rate increased to 30% during the period (FY25: 25%), reducing EPS 0.47 cps. Earnings Per Share of 1.49 cps declined from 1.87 cps in FY25, but for the tax change this would have been 1.96 cps, +5%. Underlying EBITDA for Members (Prime’s key profitability measure) has increased from $11.9M (FY25) to $13.9M (FY26) +18%. Reported & Underlying Earnings In this report, certain non-IFRS information, such as EBITDA (Earnings before interest, tax, depreciation and amortisation) is used.* Underlying EBITDA for Members is the key measure used by management and the Board to assess and review business performance. Underlying EBITDA for Members is adjusted to exclude the following items: Non-recurring expenses including acquisitions, restructuring & repositioning Fair value movements/adjustments Reported & Underlying Earnings (cont.) Performance Rights Unissued shares At the date of this report there were no unissued shares where vesting conditions had been satisfied under performance rights. Please refer to the Remuneration Report for further details of the performance rights outstanding for Key Management Personnel (KMP). Shares Issued As A Result Of The Exercise Of Performance Rights During the financial year 8,742,970 performance rights were granted, 3,421,933 performance rights were exercised to acquire any shares in PFG. Director Meetings The number of meetings of the Board of Directors and of each Board Committee held during the financial year and the number of meetings attended by each Director were: Board of Directors Audit Committee Eligible to attend Attended Eligible to attend Attended Mr S Madder 12 12 2 2 Mr T Bennett 12 11 2 2 Mr M Murphy 12 12 2 2 Ms A Slingsby 12 12 2 2 Remuneration Committee Nominations Committee Eligible to attend Attended Eligible to attend Attended Mr S Madder 1 1 1 1 Mr T Bennett 1 1 1 1 Mr M Murphy 1 1 1 1 Ms A Slingsby 1 1 1 1 Diversity Policy The organisation’s gender diversity objective is to achieve 50% female representation across the workforce and within senior management (Managing Directors and divisional heads). Women and people who identify as women represent 50% of the total workforce (30 June 2025: 54%) and 50% of senior management roles (30 June 2025: 44%). A full copy of Prime’s Diversity Policy can be found on Prime’s website (https://www.primefinancial.com.au/corporate-governance). Auditor Independence A copy of the auditor’s independence declaration under section 307C of the Corporations Act 2001 in relation to the audit of the financial year is provided with this report. Non-Audit Services In FY26, Ernst & Young did not provide any non-audit services to Prime.
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16 Prime Financial Group Full Year Report 2026 17 Consolidated Entity Disclosure Statement Entity Name Entity Type Body Corporate Country of Incorporation Body Corporate % of Share Capital Held Country of Tax Residency Prime Financial Group Ltd Body Corporate Australia Australia ACN 097 206 874 Pty Ltd Body Corporate Australia 100 Australia AC AFSL Pty Ltd Body Corporate Australia 100 Australia ACM AEPF Pty Ltd Body Corporate Australia 100 Australia Altezza Partners Pty Ltd Body Corporate Australia 100 Australia Altezza Wealth Management Pty Ltd Body Corporate Australia 100 Australia Altor Advisory Partners Pty Ltd Body Corporate Australia 100 Australia Altor Capital Pty Ltd Body Corporate Australia 100 Australia Altor Capital Management Pty Ltd Body Corporate Australia 100 Australia Altor Credit Partners Pty Ltd Body Corporate Australia 100 Australia Altor Private Equity Pty Ltd Body Corporate Australia 100 Australia Altor Emerging Growth Management Pty Ltd Body Corporate Australia 100 Australia ASIF Management Pty Ltd Body Corporate Australia 100 Australia Aus - Prime Management and Consulting Private Limited Body Corporate India 99.99 India Beksan Pty Ltd Body Corporate Australia 100 Australia Bishop Collins Wealth Management Pty Ltd Body Corporate Australia 50 Australia CP Financial Planners Pty Ltd Body Corporate Australia 50 Australia Crispin & Jeffery Financial Services Pty Ltd Body Corporate Australia 65 Australia Danton Wholesale Pty Ltd Body Corporate Australia 100 Australia David Hicks and Co Financial Services Pty Ltd Body Corporate Australia 50 Australia DM Financial Planners Pty Ltd Body Corporate Australia 80 Australia Equity Plan Management Pty Ltd Body Corporate Australia 100 Australia Equity Plan Services Pty Ltd Body Corporate Australia 100 Australia Expertsuper Pty Ltd Body Corporate Australia 100 Australia Green Taylor Financial Services Pty Ltd Body Corporate Australia 50 Australia Intello Pty Ltd Body Corporate Australia 100 Australia Lincoln Indicators Pty Ltd Body Corporate Australia 100 Australia Lincoln Financial Group Pty Ltd Body Corporate Australia 100 Australia Madder & Co Financial Services Pty Ltd Body Corporate Australia 50 Australia MPR Accountants & Advisors Pty Ltd Body Corporate Australia 100 Australia MVA Bennett Financial Services Pty Ltd Body Corporate Australia 50 Australia NP Wealth Management Pty Ltd Body Corporate Australia 100 Australia ORD Financial Services Pty Ltd Body Corporate Australia 100 Australia Pacifica Financial Services Pty Ltd Body Corporate Australia 80 Australia PFG (NTH QLD) Pty Ltd Body Corporate Australia 80 Australia PFG Employee Share Plan Pty Ltd Body Corporate Australia 100 Australia Prime Accounting & Business Advisory Pty Ltd Body Corporate Australia 100 Australia Prime Accounting & Wealth Management Pty Ltd Body Corporate Australia 100 Australia Prime Corporate Advisory Pty Ltd Body Corporate Australia 100 Australia Prime Corporate Pty Ltd Body Corporate Australia 100 Australia Prime Development Fund Pty Ltd Body Corporate Australia 100 Australia Prime ESG Advisory Pty Ltd Body Corporate Australia 100 Australia Prime Finance Specialists Pty Ltd Body Corporate Australia 100 Australia Prime Innovation Pty Ltd Body Corporate Australia 100 Australia Entity Name Entity Type Body Corporate Country of Incorporation Body Corporate % of Share Capital Held Country of Tax Residency Prime International Leaders Pty Ltd Body Corporate Australia 100 Australia Prime Management Services Pty Ltd Body Corporate Australia 100 Australia Prime Property & Capital Pty Ltd Body Corporate Australia 100 Australia Prime Venture & Capital Pty Ltd Body Corporate Australia 100 Australia Primestock Capital Pty Ltd Body Corporate Australia 100 Australia Primestock Financial Planning Pty Ltd Body Corporate Australia 100 Australia Primestock Superannuation Services Pty Ltd Body Corporate Australia 100 Australia Prime SMSF Solution Pty Ltd Body Corporate Australia 100 Australia Primestock Wealth Management Pty Ltd Body Corporate Australia 100 Australia Primestock Securities Ltd Body Corporate Australia 100 Australia RJS Financial Solutions Pty Ltd Body Corporate Australia 100 Australia RMM Financial Services Pty Ltd Body Corporate Australia 50 Australia Rundles Financial Planning Pty Ltd Body Corporate Australia 40 Australia Signum Financial Services Pty Ltd Body Corporate Australia 50 Australia Tricor Financial Services Pty Ltd Body Corporate Australia 40 Australia Consolidated Entity Disclosure Statement (cont.)
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18 Prime Financial Group Full Year Report 2026 19 This Report forms part of the Directors’ Report and has been audited in accordance with section 300A of the Corporations Act 2001. The Report details the remuneration arrangements for the Group’s Key Management Personnel (KMP): • Non-Executive Directors (NEDs); and • Executive Directors (Senior Executives) KMP are those persons who, directly or indirectly, have authority and responsibility for planning, directing and controlling the major activities of the Company and Group. The KMP during FY26 were as follows: • Simon Madder, Managing Director & Chairman; • Tim Bennett, Executive Director. • Matt Murphy, Executive Director (effective 3 July 2020), Non-Executive Director (effective 1 July 2026); • Andrea Slingsby, Non-Executive Director The Board and the Remuneration Committee assess the appropriateness of the nature and amount of emoluments of such officers on a periodic basis by reference to relevant employment market conditions, with the overall objective of ensuring maximum stakeholder benefit from the retention of a high-quality Board and executive team. The Board policy for determining the nature and amount of remuneration of Non-Executive Directors is agreed by the Board of Directors as a whole. Remuneration for Senior Executives is determined by the Board’s Remuneration Committee. The Board and its Remuneration Committee has the right to obtain professional advice. The Group securities trading policy applies to all NEDs and Senior Executives. The policy prohibits employees from dealing in Prime securities while in possession of material non-public information relevant to the Group. Principles of compensation The Company remunerates its Senior Executives in a manner that is market competitive and consistent with best practice as well as supporting the interests of shareholders. Consequently, under the Senior Executive Remuneration Policy, and subject to the determination of the Remuneration Committee, the remuneration of Senior Executives may be comprised of the following: • Fixed salary, including superannuation, that is determined from a review of the market and reflects core performance requirements and expectations; • A short-term incentive (STI) designed to reward achievement by individuals of performance objectives. • A long-term incentive (LTI) based on ongoing Group performance. The philosophy of deploying this remuneration structure and strategy is to provide a clear intention to improve the Company’s fiscal performance and thereby increase underlying shareholder value, by aligning the interests of Senior Executives and Shareholders. Senior Executive performance is assessed annually against each Balanced Scorecard by the Remuneration Committee. Fixed Remuneration Fixed remuneration consists of base salary, superannuation and other non-monetary benefits and is designed to reward for: • The scope of the executive’s role; • The executive’s skills, experience and qualifications; and • Individual performance. It is set with reference to comparable roles in similar companies. Short-Term Incentive Senior Executives who are remunerated under the Senior Executive Remuneration Policy are eligible for a short-term incentive (paid in cash the following financial year subject to employment). In determining whether or not executives are eligible for a STI, the Remuneration Committee review the achievement of both Financial and Non-Financial Key Performance Indicators (KPIs) for the financial year. The achievement of some or all of the KPIs will allow the Remuneration Committee to determine the level of STI that is paid. Specific KPIs that are applied to Senior Executives by the Remuneration Committee to measure performance include: Financial • Underlying EBITDA (members/shareholders); • Revenue; • Operating cash flow Non-Financial • Leadership & Team Management • Strategic Project Management • Risk & Compliance KPIs are reviewed annually by the Remuneration Committee. The Financial KPIs are a direct measure of the Company’s performance. The Non-Financial KPIs are related directly to business drivers that generate financial performance. Through the achievement of these KPIs the Company aligns its interests with shareholders through an increase in value of the organisation. The aim is to align our Senior Executive’s remuneration to Prime’s strategic and business objectives and the creation of shareholder wealth. The table on the “Overview of the Group’s financial performance” section in the following pages shows measures of the Group’s financial performance over the last five years as required by the Corporations Act 2001. However, these are not necessarily consistent with the measures used in determining the variable amounts of remuneration to be awarded to Senior Executives. Long-Term Incentive Prime’s team is our biggest asset, and we want to continue to develop incentive structures, a culture and balance to achieve sustainably higher business and personal growth with a business owner mentality at the core, a true partnership between team and shareholders that encourages development and alignment. For this reason, having a well articulated and differentiated LTI program to connect and grow the firm is essential. In the Extraordinary General Meeting on 14 July 2017, shareholders approved a Performance Rights Plan (PRP) and the issue of performance rights under that plan, including the issue of shares upon vesting of those performance rights. This LTI structure has been in place since FY21 and applies to Prime Team members that have been with Prime for at least twelve months. Upon the firm achieving the required performance criteria, the LTI program provides eligible team members the right to acquire, at nil price, an allocation of performance rights. The Board implemented a level of minimum acceptable growth in Underlying EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortisation) and Absolute Total Shareholder Return (TSR) as these performance criteria. The Performance and Vesting conditions include the following; • Cumulative 8% compound growth in underlying EBITDA (members/shareholders) over a two or three year period; • Absolute Total Shareholder Return in line with the table below: Performance Level Compound Annual Growth Rate % of LTI Vesting (applicable to 50% of the Performance Rights) Below Threshold <10% 0% Threshold 10% 25% Target 12% 50% Above Target >12% and <16% Pro-rata Stretch ≥16% 100% • Being a continuing employee or contractor of Prime at the time of vesting. Each year the Prime Remuneration Committee will nominate a percentage of staff members remuneration available as an LTI. The allocation will then be determined based on a manager’s assessment of the staff members’ performance against the nominated Key Performance Indicators (KPIs) in their Balanced Scorecard. This is completed as part of their Annual Performance Review. The number of performance rights to be issued if the performance and vesting conditions are met is established at grant date. Remuneration Report (cont.)Remuneration Report The Directors of Prime present the Remuneration Report for the Company and its controlled entities for the year ended 30 June 2026 (FY26).
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20 Prime Financial Group Full Year Report 2026 21 Overview of the Group’s financial performance over the last five years In considering the Group’s performance and benefits for shareholder wealth, the Remuneration Committee have regard to Underlying EBITDA for members/shareholders and profit attributable to owners of the company, dividends paid and change in share price. Underlying EBITDA for members/shareholders is considered one of the main and key financial performance targets in setting short-term and long-term incentives. The table below sets out information about earnings and movements in shareholder wealth for the past five years up to and including the current financial year. 2026 2025 2024 2023 2022 Underlying EBITDA to members/shareholders of the parent entity ($,000’s) 13,938 11,861 10,165 8,619 7,7 70 Reported Profit/(loss) after tax attributable to members/ shareholders of the parent entity ($,000’s)* 3,912 4,611 2,851 4,409 3,814 Basic earnings per share (cents)** 1.49 1.87 1.37 2.22 1.93 Dividend per share Fully franked (cents) 1.72 1.66 1.60 1.50 1.10 Share price at the end of the financial year ($) 0.220 0.225 0.190 0.200 0.170 * The company tax rate increased to 30% during the period (FY25: 25%). ** Earnings Per Share of 1.49 cps declined from 1.87 cps in FY25, but for the tax change this would have been 1.96 cps. Overview of Non-Executive Director Remuneration The Group’s Non-Executive Director remuneration is designed to attract and retain high calibre directors who can discharge the roles and responsibilities required in terms of good governance, strong oversight, independence and objectivity. Non-Executive Directors receive fees only and do not participate in any performance related incentive awards. Non-Executive Directors fees reflect the demands and responsibilities of the directors awards. Non-Executive Directors are paid their fees within the maximum aggregate amount approved by shareholders for the renumeration of Non-Executive Directors which is $375,000. The Board will not seek an increase to the aggregate Non-Executive Director fee pool limit at the 2026 Annual General Meeting (AGM). Remuneration Report (cont.)
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22 Prime Financial Group Full Year Report 2026 23 KMP Remuneration for the years ended 30 June 2026 and 30 June 2025 The below scorecards are the basis for both the STI and LTI for FY26 performance year. Mr S Madder’s Balanced Scorecard is weighted 70% financial and 30% non-financial. Financial KPI's Metric Commentary Result Group Revenue Achievement of group revenue budget Achieved Group Underlying EBITDA Achievement of group underlying EBITDA budget Partially Achieved Group Cash Flow Achievement of Group Cash Flow budget Partially Achieved Non-Financial KPI’s Metric Commentary Result Leadership & Team Management Team attrition, overseas resourcing and FTE management to budget Partially Achieved Strategy Project Management Delivery of agreed scope, achievement of critical deadlines, budget management and adoption of key technology Partially Achieved Risk & Compliance Breaches and reporting Achieved Mr T Bennett’s Balanced Scorecard is weighted 70% financial and 30% non-financial. Financial KPI's Metric Commentary Result Business Segment Revenue Achievement of Business Segment revenue budget Achieved Business Segment Underlying EBITDA Achievement of Business Segment underlying EBITDA budget Partially Achieved Business Segment Cashflow Achievement of Business Segment Cashflow budget Partially Achieved Non-Financial KPI’s Metric Commentary Result Leadership & Team Management Team attrition, overseas resourcing and FTE management to budget Partially Achieved Strategy Project Management Delivery of agreed scope, achievement of critical deadlines, budget management and adoption of key technology Partially Achieved Mr M Murphy’s Balanced Scorecard is weighted 100% financial Financial KPI's Metric Commentary Result Revenue Achievement of individual revenue budget Partially Achieved KMP Remuneration for the years ended 30 June 2026 and 30 June 2025 (cont.) KMP Remuneration FY26 Short-Term Post- employment Long-Term Share Based Payments Salary/ Fees Cash bonus Non- Monetary Super Annual Leave/ Long Service leave Short-Term Incentive (STI) Long-Term Incentive (LTI) Total Total Performance Related Executive Directors $ $ $ $ $ $ $ $ % Mr S Madder 413,254 150,000 - 30,000 37,417 - 183,133 813,804 41% Mr T Bennett 420,000 60,000 - - - 111,767 591,767 29% Mr M Murphy 214,615 1,683 27,202 10,385 - 2,452 256,337 2% Non-Exec- utive Directors Ms A Slingsby 73,736 - 8,848 - - - 82,584 -% Total 1,121,605 211,683 - 66,050 47 ,802 - 297 ,352 1,744,492 29% * M Murphy was not paid an STI in FY26 due to the discretion exercised by the remuneration committee. ** S Madder salary reflects repayment of salary overpayment in FY25. KMP Remuneration FY25 Short-Term Post- employment Long-Term Share Based Payments Salary/ Fees Cash bonus Non- Monetary Super Annual Leave/ Long Service leave Short-Term Incentive (STI) Long-Term Incentive (LTI) Total Total Performance Related Executive Directors $ $ $ $ $ $ $ $ % Mr S Madder 480,410 249,398 - 30,000 66,935 - 216,555 1,043,298 45% Mr T Bennett 420,000 100,000 - - - - 93,808 613,808 32% Mr M Murphy 216,058 - - 25,875 19,982 - - 261,915 -% Non-Exec- utive Directors Ms A Slingsby 61,660 - - 7,091 - - - 68,751 -% Total 1,178,128 349,398 - 62,966 86,917 - 310,363 1,987 ,772 33% *M Murphy was not paid either STI or LTI bonus in FY26 due to the discretion exercised by the remuneration committee. FY24 Long Term Incentive FY25 Long Term Incentive FY26 Long Term Incentive Tranche 1 Share Price Hurdle Tranche 2 EBITDA Hurdle Tranche 1 Share Price Hurdle Tranche 2 EBITDA Hurdle Tranche 1 Absolute Total Shareholder Return Tranche 2 EBITDA Hurdle Grant Date 30 Nov 23 30 Nov 23 28 Nov 25 28 Nov 25 28 Nov 25 28 Nov 25 Fair Value at Grant Date (Cents) 7.7 19.8 3.4 20.9 12.7 19.5 Exercise Price (Cents) - - - - - - Vesting Date 30 Nov 25 30 Nov 25 29 Nov 26 29 Nov 26 28 Nov 27 28 Nov 27 Number of Performance Rights Granted 1,255,550 1,255,548 870,647 870,646 1,152,305 1,152,304 Number of Performance Rights Vested during the year - 1,255,548 - - - - Weighting 50% 50% 50% 50% 50% 50%
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24 Prime Financial Group Full Year Report 2026 25 KMP Performance Rights awarded, vested and lapsed Mr S. Madder, Mr T. Bennett and Mr M. Murphy were granted Long-Ter m Incentives (LTIs) in the form of equity-settled share-based payment arrangements under the Company’s Performance Rights Plan. The FY24 tranche of these LTIs vested and was exercised on 25 November 2025. In addition, Mr S. Madder and Mr T. Bennett were granted FY25 and FY26 LTI tranches, which are scheduled to vest on 29 November 2026 and 28 November 2027, respectively. Mr M. Murphy was also granted a FY26 LTI tranche, which is scheduled to vest on 28 November 2027. Details of all LTI grants, vesting conditions and performance rights that vested during the year are disclosed in the KMP tables on the preceding pages. FY26 Performance Rights holdings of KMP Total Performance Rights at year end Executive Directors Performance Rights held at 30 June 2025 Granted Exercised Lapsed Vested Performance Rights held at 30 June 2026 Vested/ exercisable Not vested/ Not exercis- able Mr S Madder 1,458,466 2,496,286 (729,233) (729,234) - 2,496,286 - 2,496,286 Mr T Bennett 1,052,631 1,549,616 (526,315) (526,316) - 1,549,616 - 1,549,616 Mr M Murphy - 70,140 - - - 70,140 - 70,140 Non-Execu- tive Directors Ms A Slingsby - - - - - - - - Total 2,511,097 4,116,042 (1,255,548) (1,255,550) - 4,116,042 - 4,116,042 FY25 Performance Rights holdings of KMP Total Performance Rights at year end Executive Directors Performance Rights held at 30 June 2024 Granted Exercised Lapsed Vested Performance Rights held at 30 June 2025 Vested/ exercisable Not vested/ Not exercis- able Mr S Madder 4,622,090 - (3,163,624) - - 1,458,466 - 1,458,466 Mr T Bennett 1,813,730 - (761,099) - - 1,052,631 - 1,052,631 Mr M Murphy - - - - - - - - Non-Execu- tive Directors Ms A Slingsby - - - - - - - - Total 6,435,820 - (3,924,723) - - 2,511,097 - 2,511,097 Shareholdings of KMP FY26 Executive Directors Balance 1 July 2025 Received as remuneration Performance Rights exercised Net change other Balance 30 June 2026 Mr S Madder 37,491,901 - 729,233 - 38,221,134 Mr T Bennett 4,303,091 - 526,315 (1,000,000) 3,829,406 Mr M Murphy 13,878,571 - - (2,000,000) 11,878,571 Non-Executive Directors Ms A Slingsby - - - - - Total 55,673,563 - 1,255,548 (3,000,000) 53,929,111 KMP Performance Rights awarded, vested and lapsed (cont.) FY25 Executive Directors Balance 1 July 2024 Received as remuneration Performance Rights exercised Net change other Balance 30 June 2025 Mr S Madder 32,978,277 - 3,163,624 1,350,000 37,491,901 Mr T Bennett 3,841,992 - 761,099 (300,000) 4,303,091 Mr M Murphy 14,878,571 - - (1,000,000) 13,878,571 Non-Executive Directors Ms A Slingsby - - - - - Total 51,698,840 - 3,924,723 50,000 55,673,563 Loans to KMP and their Related Parties The Group, through the Prime Financial Group Ltd Employee Share Plan (PFG ESP), has provided Mr P Madder (through a nominee Madder Corporate Pty Ltd) full recourse loans to purchase 6,224,156 Shares (30 June 2025: 6,224,156 Shares) in Prime Financial Group Ltd. Mr P Madder is a Director of the subsidiary companies and AFS license holding entities of the Group but is not part of Key Management Personnel. Balance of loan at the beginning of the period Amounts advanced during period Interest accrued on loan Loan repayments Loan modification expense Balance of loans at the end of the period Year ended 30 June 2026 795,862 - 53,511 (225,000) - 624,373 Year ended 30 June 2025 950,358 - 70,504 (225,000) - 795,862 The loan agreements among other things includes the following terms: • full recourse loan supported by a General Securities Agreement over Madder Corporate Pty Ltd supported by a personal guarantee from Peter Madder; • interest accruing at 0.75% p.a. above the lenders rate as advised by the Trustee from time to time; and • all loans are repayable on 30 June 2028. Signed in accordance with a resolution of the Directors: Simon Madder Managing Director & Chairman Melbourne, 26 August 2026
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26 Prime Financial Group Full Year Report 2026 27 Auditor’s Independence Declaration This page is intentionally left blank A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation Ernst & Young 8 Exhibition Street Melbourne VIC 3000 Australia GPO Box 67 Melbourne VIC 3001 Tel: +61 3 9288 8000 Fax: +61 3 8650 7777 ey.com/au Auditor’s independence declaration to the directors of Prime Financial Group Limited As lead auditor for the audit of the financial report of Prime Financial Group Limited for the financial year ended 30 June 2026, I declare to the best of my knowledge and belief, there have been: a. No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; b. No contraventions of any applicable code of professional conduct in relation to the audit; and c. No non-audit services provided that contravene any applicable code of professional conduct in relation to the audit. This declaration is in respect of Prime Financial Group Limited and the entities it controlled during the financial year. Ernst & Young John MacDonald Partner 25 August 2026 A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation Ernst & Young 8 Exhibition Street Melbourne VIC 3000 Australia GPO Box 67 Melbourne VIC 3001 Tel: +61 3 9288 8000 Fax: +61 3 8650 7777 ey.com/au Auditor’s independence declaration to the directors of Prime Financial Group Limited As lead auditor for the audit of the financial report of Prime Financial Group Limited for the financial year ended 30 June 2026, I declare to the best of my knowledge and belief, there have been: a. No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; b. No contraventions of any applicable code of professional conduct in relation to the audit; and c. No non-audit services provided that contravene any applicable code of professional conduct in relation to the audit. This declaration is in respect of Prime Financial Group Limited and the entities it controlled during the financial year. Ernst & Young John MacDonald Partner 25 August 2026
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29 28 Prime Financial Group Full Year Report 2026 Consolidated Statement of Profit or Loss and Other Comprehensive Income Consolidated Statement of Financial Position Consolidated Statement of Changes in Equity Consolidated Statement of Cash Flows Notes to the Financial Statements Directors’ Declaration Independent Auditor's Report Financial Report 30 31 32 33 34 81 82
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30 Prime Financial Group Full Year Report 2026 31 Consolidated Statement of Profit or Loss and Other Comprehensive Income For the year ended 30 June 2026 Consolidated Statement of Financial Position For the year ended 30 June 2026 Notes Year ended 30 June 2026 $ Year ended 30 June 2025 $ Revenue Wealth Segment 35,612,060 25,983,009 Business Segment 23,671,416 23,257,377 Total Revenue from contracts with customers 59,283,476 49,240,386 Interest Income 448,643 120,629 Other Income 17,945 40,287 Fair value movement on contingent consideration 751,121 96,996 Total Revenue 60,501,185 49,498,298 Expenses Non-share based payments employee benefits 6 (33,316,184) (27,126,725) Share based payment expense 24 (634,138) (585,525) Depreciation & Amortisation 6 (3,652,826) (2,455,108) Finance costs 6 (2,663,945) (2,241,405) IT and communication expenses (3,928,982) (3,047,140) Insurance (623,204) (613,905) Occupancy (145,025) (159,549) Professional fees (1,251,623) (1,180,033) Client disbursements (1,707,196) (1,660,169) Other expenses (4,111,509) (3,137,783) Total operating expenses (52,034,632) (42,207 ,342) Fair value movement on financial assets 14 (337,776) 133,761 Credit Loss Expense 9 (635,210) (580,143) Profit before tax 7 ,493,567 6,844,574 Attributable to: - Members/shareholders of the parent entity 6,589,404 6,016,953 - Non-controlling interests 904,163 827,621 Income tax expense 7 (2,948,493) (1,613,190) Profit after tax 4,545,074 5,231,384 Attributable to: - Members/shareholders of the parent entity 3,912,160 4,610,668 - Non-controlling interests 632,914 620,716 Total comprehensive income 4,545,074 5,231,384 Earnings per share attributable to ordinary members/ shareholders of the parent Basic earnings/(loss) per share (cents) 26 1.49 1.87 Diluted earnings/(loss) per share (cents) 26 1.49 1.87 Current Assets Notes Year ended 30 June 2026 $ Year ended 30 June 2025 $ Cash and cash equivalents 1,026,887 2,416,741 Trade and other receivables 9 10,548,116 7,869,626 Financial assets 14 1,210,923 1,034,856 Contract assets 10 20,056,518 15,621,751 Other current assets 10 1,268,127 1,250,602 Current tax receivable - 40,205 Total current assets 34,110,571 28,233,781 Non-current assets Property, plant and equipment 11 654,378 741,852 Right-of-use asset 13 3,204,948 4,084,290 Financial assets 14 4,494,966 4,676,922 Intangible assets 15 68,256,775 66,687,695 Total non-current assets 76,611,067 76,190,759 Total assets 110,721,638 104,424,540 Current liabilities Payables 16 4,922,372 5,352,406 Contract Liabilities 17 2,619,067 1,121,792 Lease liabilities 18 1,453,579 924,800 Current tax payable 7 858,227 - Employee benefits 19 2,665,990 2,664,923 Borrowing – bank facility 20 1,860,000 1,860,000 Balance outstanding on acquisition of investments 21 2,838,782 3,964,185 Total current liabilities 17 ,218,017 15,888,106 Non-current liabilities Borrowings – bank facility 21 19,756,667 15,431,091 Contract Liabilities 17 1,706,665 3,786,013 Lease liabilities 18 2,668,887 3,665,616 Employee benefits 19 342,454 309,575 Deferred tax liabilities 7 6,271,368 4,574,983 Balance outstanding on acquisition of investments 21 1,557,264 1,720,298 Total non-current liabilities 32,303,305 29,487 ,576 Total liabilities 49,521,322 45,375,682 Net assets 61,200,316 59,048,858 Equity Contributed equity 22 80,387,019 77,790,349 Treasury shares 22 (150,907) (150,907) Share-based payment Reserve 22 653,737 651,552 Foreign Currency Translation Reserve (22,864) (1,799) Accumulated losses (20,437,013) (19,932,735) Equity attributable to equity holders of the parent 60,429,972 58,356,460 Non-controlling interests 770,344 692,398 Total equity 61,200,316 59,048,858
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32 Prime Financial Group Full Year Report 2026 33 Consolidated Statement of Changes in Equity For the year ended 30 June 2026 Consolidated Statement of Cash Flows For the year ended 30 June 2026 Treasury Shares Contributed equity Share-based Payment Reserve Foreign Currency Translation Reserve Retained earnings/ Accumulated Losses Non- controlling interest Total $ $ $ $ $ $ $ Balance at 1 July 2024 (150,907) 71,580,935 1,238,250 - (20,551,790) 626,726 52,743,214 Total comprehensive income for the period - - - - 4,610,668 620,716 5,231,384 Share based payments - - 585,525 - - - 585,525 Foreign currency translation reserve movement - - - (1,799) - - (1,799) Share capital Issued from exercise of performance rights - 1,172,223 (1,172,223) - - - - Share capital Issued from completion of acquisition - 1,350,000 - - - - 1,350,000 Share capital Issued from Dividend Reinvestment Plan - 684,563 - - - - 684,563 Share capital issued from capital raising net of transaction costs - 3,002,628 - - - - 3,002,628 Dividends paid - - - - (3,991,613) (555,044) (4,546,657) Total transactions with equity holders in their capacity as equity holders - 6,209,414 (586,698) (1,799) (3,991,613) (555,044) 1,074,260 Balance at 30 June 2025 (150,907) 77 ,790,349 651,552 (1,799) (19,932,735) 692,398 59,048,858 Balance at 1 July 2025 (150,907) 77 ,790,349 651,552 (1,799) (19,932,735) 692,398 59,048,858 Total comprehensive income for the period - - - - 3,912,160 632,914 4,545,074 Share based payments - - 634,138 - - - 634,138 Foreign Currency Translation Reserve Movement - - - (21,065) - - (21,065) Share capital Issued from exercise of performance rights - 631,953 (631,953) - - - - Share capital Issued from completion of acquisition - 1,148,050 - - - - 1,148,050 Share capital Issued from Dividend Reinvestment Plan - 816,667 - - - - 816,667 Share Capital Issued from Capital Raising net of transaction costs - - - - - - - Dividends paid - - - - (4,416,438) (554,968) (4,971,406) Total transactions with equity holders in their capacity as equity holders - 2,596,670 2,185 (21,065) (4,416,438) (554,968) (2,393,616) Balance at 30 June 2026 (150,907) 80,387 ,019 653,737 (22,864) (20,437 ,013) 770,344 61,200,316 Cash flows from operating activities Notes 30 June 2026 $ 30 June 2025 $ Receipts from customers 54,176,567 46,750,927 Receipts from sale of customer contracts 1,803,932 - Payments to employees and suppliers (48,999,957) (41,120,994) Acquisition and divestment related costs (356,409) (373,769) Interest received 34,386 11,951 Interest paid (1,659,541) (1,296,179) Income tax paid (704,869) (1,045,067) Net cash provided by operating activities 25 4,294,109 2,926,869 Cash flows from investing activities Payments for business acquisitions, net of cash acquired (2,470,740) (3,094,176) Payments for intangible assets (1,692,710) (33,887) Payments for financial assets (163,604) (352,500) Payments for plant and equipment (229,445) (414,074) Net cash provided by/(used in) investing activities (4,556,499) (3,894,637) Cash flows from financing activities Dividends paid (3,599,771) (3,307,050) Dividends paid to non-controlling interests (633,226) (593,420) Payment of principal portion of lease liabilities (1,220,043) (761,451) Capital Raising - 2,026,437 Net drawdown of borrowings 4,325,576 5,512,132 Net cash provided by/(used in) financing activities (1,127 ,464) 2,876,648 Net increase/(decrease) in cash and cash equivalents (1,389,854) 1,908,880 Cash and cash equivalents at beginning of the year 2,416,741 507 ,861 Cash and cash equivalents at end of the year 1,026,887 2,416,741
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34 Prime Financial Group Full Year Report 2026 35 Notes to the Financial Statements 1. Corporate Information The consolidated financial statements of Prime Financial Group Ltd (‘Prime’ or ‘the Company’) and its controlled entities (‘the Group’) for the year ended 30 June 2026 were authorised for issue in accordance with a resolution of the directors on 25 August 2026. Prime is a for profit company limited by shares and incorporated and domiciled in Australia. The Company’s shares are publicly traded on the Australian Securities Exchange (‘ASX’). 2. Basis of the Preparation of the Financial Report 2.1 Basis of preparation The consolidated financial statements for the year ended 30 June 2026 have been prepared in accordance with the Corporations Act 2001, Australian Accounting Standards and other authoritative pronouncements of the Australian Accounting Standards Board. The consolidated financial statements are presented in Australian dollars and have been prepared on a historical cost basis. It complies with International Financial Reporting Standards as issued by the International Accounting Standards Board. The consolidated financial statements provide comparative information in respect of the previous period. During the period, comparative information has been re-classified to align with current year disclosures. 2.2 Basis of consolidation The consolidated financial statements comprise the financial statements of the Company and its subsidiaries as at 30 June 2026. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Specifically, the Group controls an investee if, and only if, the Group has: • Power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities of the investee) • Exposure, or rights, to variable returns from its involvement with the investee • The ability to use its power over the investee to affect its returns. Generally, there is a presumption that a majority of voting rights results in control. To support this presumption and when the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including: • The contractual arrangement(s) with the other vote holders of the investee • Rights arising from other contractual arrangements • The Group’s voting rights and potential voting rights. The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated financial statements from the date the Group gains control until the date the Group ceases to control the subsidiary. Profit or loss and each component of other comprehensive income (‘OCI’) are attributed to the equity holders of the parent of the Group and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies in line with the Group’s accounting policies. All intra-group assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation. A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction. If the Group loses control over a subsidiary, it derecognises the related assets (including goodwill), liabilities, non- controlling interest and other components of equity, while any resultant gain or loss is recognised in profit or loss. Any investment retained is recognised at fair value. 2.3 Summary of significant accounting policies (a) Revenue recognition Under AASB 15, revenue is recognised at an amount that reflects the consideration to which the Group expects to be entitled in exchange for transferring goods or services to a customer. The standard requires entities to exercise judgement, taking into consideration all the relevant facts and circumstances when applying each step of the model to contracts with their customers. The standard also specifies the accounting for the incremental costs of obtaining a contract and the costs directly related to fulfilling a contract. Prime applies this revenue recognition standard to the Wealth and Business segments. Contract Assets A contract asset is the right to consideration in exchange for goods and services transferred to the customer. For goods and services, the Group performs for customers before the customer pays consideration or before payment is due, a contract asset is recognised for the earned consideration. The Group’s contract assets are from work in progress earned for the Group and are initially recognised for revenue from services provided to clients. Upon completion and acceptance from the customer, there is a reclassification from contract assets (Note 10) to trade receivables (Note 9). Disaggregated Revenue The Group has disaggregated revenue recognised from contracts with customers into categories that depict how the nature, timing and uncertainty of revenue and cash flows are affected by economic factors, being Wealth Management & SMSF revenue and Accounting & Business Advisory plus Capital revenue. (b) Cash and cash equivalent Cash and cash equivalents include cash on hand and at banks, short-term deposits with an original maturity of three months or less held at call with financial institutions. (c) Plant and equipment All classes of plant and equipment are stated at cost less depreciation and any accumulated impairment losses. The carrying amount of plant and equipment is reviewed
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36 Prime Financial Group Full Year Report 2026 37 2. Basis of the Preparation of the Financial Report (cont.) 2. Basis of the Preparation of the Financial Report (cont.) for impairment annually by Directors for events or changes in circumstances that indicate the carrying value may not be recoverable. If any such indication exists and where the carrying value exceeds the estimated recoverable amount, the assets are written down to their recoverable amount. Impairment losses are recognised in the statement of profit and loss and other comprehensive income. The depreciable amounts of all other fixed assets are depreciated on a straight-line basis over their estimated useful lives commencing from the time the asset is held ready for use. The assets’ residual value and useful lives are reviewed and adjusted as appropriate at the end of the reporting period. Gains and losses on disposals are determined by comparing proceeds with the carrying amount and are included within the profit or loss. Office equipment 3 to 5 years Software 1 to 3 years Plant & machinery 3 to 5 years Leasehold improvements 3 to 5 years (d) Leases AASB 16 ‘Leases’ has introduced a single accounting model for recognising and measuring lease arrangements. The standard requires all leases to be recognised on the Balance sheet, unless the underlying asset is of low value or a term of 12 months or less. The income statement includes depreciation of the right-of-use asset and interest expense on the lease liability over the lease term. (e) Intangibles Goodwill Goodwill is initially measured at cost (being the excess of the aggregate of the consideration transferred and the amount recognised for non-controlling interests and any previous interest held over the net identifiable assets acquired and liabilities assumed). If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the Group re-assesses whether it has correctly identified all of the assets acquired and all of the liabilities assumed and reviews the procedures used to measure the amounts to be recognised at the acquisition date. If the reassessment still results in an excess of the fair value of net assets acquired over the aggregate consideration transferred, then the gain is recognised in profit or loss. After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group’s cash-generating units that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units. The Group’s goodwill has been allocated between two operating segments (1) ‘Wealth Segment’ (Wealth Management (inc Asset Management) and SMSF) and; (2) ‘Business Segment’ (Accounting & Business Advisory plus Capital & Corporate Advisory Services), and part of the operation within that unit is disposed of, the goodwill associated with the disposed operation is included in the carrying amount of the operation when determining the gain or loss on disposal. Goodwill disposed of in these circumstances is measured based on the relative values of the disposed operation and the portion of the cash- generating unit retained. Intangible assets Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business combination is their fair value at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortisation and accumulated impairment losses. The useful lives of intangible assets are assessed as either finite or indefinite. Intangible assets with finite lives are amortised over the useful economic life and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortisation period and the amortisation method for an intangible asset with a finite useful life are reviewed at least at the end of each reporting period. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are considered to modify the amortisation period or method, as appropriate, and are treated as changes in accounting estimates. The amortisation expense on intangible assets with finite lives is recognised in the statement of profit or loss in the expense category that is consistent with the function of the intangible assets. Intangible assets with indefinite useful lives are not amortised, but are tested for impairment annually, either individually or at the cash generating unit level. The assessment of indefinite life is reviewed annually to determine whether the indefinite life continues to be supportable. If not, the change in useful life from indefinite to finite is made on a prospective basis. Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised in the statement of profit or loss when the asset is derecognised. Research and development costs Expenditure during the research phase is expensed and expenditure incurred in development is recognised as an intangible asset and amortised over the useful life of the asset once the development of the intangible asset is complete.: • Customer relationships – amortised on a straight-line basis over 5-10 years; • IT Development and Software costs – amortised on a straight-line basis over 3-5 years. Impairment of Non-Financial Assets Goodwill and Intangible Assets with an indefinite useful life are not amortised but are tested at least annually for impairment in accordance with AASB 136. Assets subject to annual depreciation or amortisation are reviewed for impairment whenever events or circumstances arise that indicate that the carrying amount of the asset may be impaired. An impairment loss is recognised where the carrying amount of the asset exceeds its recoverable amount. The recoverable amount of an asset is defined as the higher of its fair value less costs to sell and value in use. Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. (f) Taxes The income tax expense or benefit for the period is the tax payable on that period’s taxable income based on the applicable income tax rate for each jurisdiction, adjusted by changes in deferred tax assets and liabilities attributable to temporary differences, unused tax losses and the adjustment recognised for prior periods, where applicable. Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to apply when the assets are recovered or liabilities settled, based on those tax rates that are enacted or substantively enacted, except for: • When the deferred income tax asset or liability arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting nor taxable profits and does not give rise to equal taxable and deductible temporary differences; or • When the taxable temporary difference is associated with investments in subsidiaries, associates or interests in joint ventures, and the timing of the reversal can be controlled, and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses. The carrying amount of recognised and unrecognised deferred tax assets are reviewed each reporting date. Deferred tax assets recognised are reduced to the extent that it is no longer probable that future taxable profits will be available for the carrying amount to be recovered. Previously unrecognised deferred tax assets are recognised to the extent that it is probable that there are future taxable profits available to recover the asset. Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax assets against current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to the same taxable authority on either the same taxable entity or different taxable entity’s which intend to settle simultaneously. Tax consolidation The parent entity and its controlled entities have formed an income tax consolidated group under the tax consolidation legislation. The parent entity is responsible for recognising the current tax liabilities and deferred tax assets arising in respect of tax losses, for the tax consolidated group.The tax consolidated group has also entered into a tax funding agreement where applicable to those companies in the group, to contribute to the income tax payable in proportion to their contribution to net profit before tax of the tax consolidated group. In addition to its own current and deferred tax amounts, the head entity also recognises the current tax liabilities (or assets) and the deferred tax assets arising from unused tax losses and unused tax credits assumed from controlled entities in the tax consolidated group. Assets or liabilities arising under the tax funding agreements with the applicable tax consolidated entities are recognised amounts receivable from or payable to other entities in the tax consolidated group. The tax funding arrangement ensures that the intercompany charge equals the current tax liability or benefit of the applicable tax consolidated group member, resulting in neither a contribution by the parent entity to that subsidiary nor a distribution by that subsidiary to the parent entity. (g) Employee benefits Current employee benefits Liabilities for wages and salaries, including non-monetary benefits, and annual leave expected to be wholly settled within 12 months of the reporting date are recognised in current liabilities in respect of employees’ services up to the reporting date and are measured at the amounts expected to be paid when the liabilities are settled. Long-term employee benefits Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service. Expected future payments are discounted using market yields at the reporting date on corporate bonds with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows.
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38 Prime Financial Group Full Year Report 2026 39 2. Basis of the Preparation of the Financial Report (cont.) 2. Basis of the Preparation of the Financial Report (cont.) (h) Investments The Group’s investment in its associates is accounted for using the equity method of accounting in the consolidated financial statements. The associates are entities over which the Group has significant influence and that are neither subsidiaries nor joint ventures. The Group generally deems it has significant influence if it has more than 20% of the voting rights, but does not have control of the entity. Under the equity method, investments in associates are carried in the consolidated statement of financial position at cost plus post-acquisition changes in the Group’s share of net assets of the associates. Goodwill relating to an associate is included in the carrying amount of the investment and is not amortised. After application of the equity method, the Group determines whether it is necessary to recognise any impairment loss with respect to the Group’s net investment in associates. Goodwill included in the carrying amount of the investment in associate is not tested separately, rather the entire carrying amount of the investment is tested for impairment as a single asset. If the Group’s share of losses in an associate equals or exceeds its interest in the associate, including any unsecured long-term receivables and loans, the Group does not recognise further losses, unless it has incurred obligations or made payments on behalf of the associate. The reporting dates of the associates and the Group are identical and the associates’ accounting policies conform to those used by the Group for like transactions and events in similar circumstances. Unrealised gains on transactions between the group and its associates and joint ventures are eliminated to the extent of the group’s interest in these entities. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. (i) Financial instruments Finnacial instruments are recognised in accordance with AASB 9 Financial Instruments.AASB 9 brings together all three aspects of the accounting for financial instruments project: classification and measurement, impairment and hedge accounting. Classification and subsequent measurement Trade receivables and Loans are held to collect contractual cash flows and are expected to give rise to cash flows representing solely payments of principal and interest. Impairment AASB 9 requires the Group to record expected credit losses on all its trade receivables and loans, either on a 12-month or lifetime basis. The Group applies the simplified approach and records lifetime expected losses on all trade receivables. Derecognition Financial assets are derecognised where the contractual rights to receipt of cash flows expires or the asset is transferred to another party whereby the entity no longer has any significant continuing involvement in the risks and benefits associated with the asset. Financial liabilities are derecognised where the related obligations are either discharged, cancelled or expired. The difference between the carrying value of the financial liability extinguished or transferred to another party and the fair value of consideration paid, including the transfer of non-cash assets or liabilities assumed, is recognised in profit or loss. (j) Loans to Directors The Group recognises a loss allowance for expected credit losses on loans using the general approach. If the credit risk on the loan has increased significantly since initial recognition, an amount equal to the lifetime loss is recognised. Specific to this loan, there has been no change in credit risk since initial recognition. (k) Goods and services tax (GST) Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Australian Taxation Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the statement of financial position are shown inclusive of GST. Cash flows are presented in the statement of cash flows on a gross basis, except for the GST component of investing and financing activities, which are disclosed as operating cash flows. (l) Comparatives Where necessary, comparative information has been reclassified and repositioned for consistency with current year disclosures. (m) Business combinations The acquisition method of accounting is used to account for business combinations regardless of whether equity instruments or other assets are acquired. The consideration transferred is the sum of the acquisition- date fair values of the assets transferred, equity instruments issued, or liabilities incurred by the acquirer to former owners of the acquiree and the amount of any non-controlling interest in the acquiree. For each business combination, the non-controlling interest in the acquiree is measured at either fair value or at the proportionate share of the acquired identifiable net assets. All acquisition costs are expensed as incurred to profit or loss. On the acquisition of a business, the consolidated entity assesses the financial assets acquired and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic conditions, the consolidated entity’s operating or accounting policies and other pertinent conditions in existence at the acquisition-date. Where the business combination is achieved in stages, the consolidated entity remeasures its previously held equity interest in the acquiree at the acquisition-date fair value and the difference between the fair value and the previous carrying amount is recognised in profit or loss. Contingent consideration to be transferred by the acquirer is recognised at the acquisition date fair value. It is the discounted value of the expected future consideration. Subsequent changes in the fair value of contingent consideration classified as an asset or liability is recognised in profit or loss. Contingent consideration classified as equity is not remeasured and its subsequent settlement is accounted for within equity. The difference between the acquisition date fair value of identifiable assets acquired, liabilities assumed and any non-controlling interest in the acquiree and the fair value of the consideration transferred and the fair value of any pre-existing investment in the acquiree is recognised as goodwill. If the consideration transferred and the pre-existing fair value is less than the fair value of the identifiable net assets acquired, being a bargain purchase to the acquirer, the difference is recognised as a gain directly in profit or loss by the acquirer on the acquisition- date, but only after a reassessment of the identification and measurement of the net assets acquired, the non- controlling interest in the acquiree, if any, the consideration transferred and the acquirer’s previously held equity interest in the acquiree. Business combinations are initially accounted for on a provisional basis. The acquirer retrospectively adjusts the provisional amounts recognised and also recognises additional assets or liabilities during the measurement period, based on new information obtained about the facts and circumstances that existed at the acquisition date. The measurement period ends on either the earlier of (i) 12 months from the date of the acquisition or (ii) when the acquirer receives all the information possible to determine fair value. (n) Dividends Provision is made for the amount of any dividend declared, being appropriately authorised and no longer at the discretion of the entity, on or before the end of the reporting period but not distributed at the end of the reporting period. (o) Earnings per share Basic earnings per share Basic earnings per share is calculated by dividing the profit attributable to owners of Prime, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the financial year. Diluted earnings per share Diluted earnings per share is calculated by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding, adjusted for the effects of dilutive potential ordinary shares. (p) Treasury shares Own equity instruments that are reacquired (treasury shares) are recognised at cost and deducted from equity. No gain or loss is recognised in profit or loss on the purchase, sale, issue or cancellation of the Group’s own equity instruments. (q) Borrowing costs Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalised as part of the cost of the asset. All other borrowing costs are expensed in the period in which they occur. Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds. (r) Assets held for sale Assets are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use and a sale is considered highly probable. They are measured at the lower of their carrying amount and fair value less costs to sell. An impairment loss is recognised for any initial or subsequent write-down of the asset to fair value less costs to sell. A gain is recognised for any subsequent increases in fair value less costs to sell of an asset, but not in excess of any cumulative impairment loss previously recognised. A gain or loss not previously recognised by the date of the sale of the non-current asset is recognised at the date of derecognition. (s) Share based payments accounting policy Equity-settled share-based payment transactions Directors and employees also receive remuneration in the form of share-based payments whereby they are granted Performance Rights that vest into shares after a set vesting period. The cost of these equity-settled transactions with
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40 Prime Financial Group Full Year Report 2026 41 2. Basis of the Preparation of the Financial Report (cont.) 2. Basis of the Preparation of the Financial Report (cont.) Consolidated Statement of Financial Position Provisional amounts as at acquisition date 19 May 2025 Measurement Period Adjustments 19 May 2025 Fair Value Acquisition amounts as at 19 May 2025 Cash 1,765,824 - 1,765,824 Accounts Receivable 425,721 - 425,721 Other current Assets 73,873 - 73,874 Property, Plant & Equipment 221,519 - 221,519 Loans Receivable 5,695,617 - 5,695,617 Right of Use Lease Asset 470,271 - 470,271 Total Assets 8,652,825 - 8,652,826 Accruals & Trade Creditors 1,097,717 - 1,097,717 Taxes Payable (113,213) - (113,213) Unearned Income 4,727,406 - 4,727,406 Employee Entitlements 1,119,302 - 1,119,302 Other Payables 31,123 - 31,122 Lease Liabilities 531,389 - 531,389 Total Liabilities 7 ,393,724 - 7 ,393,724 Fair Value of Net Assets Acquired 1,259,101 - 1,259,101 Goodwill & Identifiable Intangible Assets 7,679,921 (6,499,336) 1,180,585 Intangible Asset - Lincoln IP 1,145,356 1,145,356 Brand 729,000 729,000 Customer relationships 1,258,240 1,258,240 Investment manager rights 3,744,212 3,744,212 Deferred Tax Liability - CRIA (377,472) (377,472) Fair Value of Purchase Consideration 8,939,022 - 8,939,022 Consolidated Statement of Financial Position Measurement Period cumulative impact 19 May 2025 – 30 June 2025 Total Net operating income - Depreciation and Amortisation 52,210 Profit Before Income Tax 52,210 Income tax expense 6,291 Profit after Tax 45,919 Loss attributable to non-controlling interests - Consolidated loss attributable to members of Prime Financial Group 45,919 The cumulative profit or loss impact of the measurement period adjustment for the period 19 May 2025 to 30 June 2025 disclosed above was not deemed to be material to the financial year ending 30 June 2025. employees is measured by reference to the fair value of the equity instruments at the date of granting. The fair value was determined by management using the Binomial and Monte Carlo Model, further details of which are given in Note 24. The cost of equity-settled transactions is recognised, together with a corresponding increase in equity (Retained-Earnings), over the period in which the performance and/or service conditions are fulfilled (the vesting period), ending on the date the relevant employees are awarded the shares (the vesting date). 2.4 New and amended standards and interpretations The Group has not early adopted any standards, interpretations or amendments that have been issued but are not yet effective. New accounting standards issued but not effective The Group applied for the first-time certain standards and amendments, which are effective for annual periods beginning on or after 1 January 2024 (unless otherwise stated). The Group has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective. AASB 18 Presentation and Disclosure in Financial Statements In April 2024, the IASB issued IFRS 18, which replaces IAS 1 Presentation of Financial Statements. IFRS 18 introduces new requirements for presentation within the statement of profit or loss, including specified totals and subtotals. Furthermore, entities are required to classify all income and expenses within the statement of profit or loss into one of five categories: operating, investing, financing, income taxes and discontinued operations, whereof the first three are new. It also requires disclosure of newly defined management- defined performance measures, subtotals of income and expenses, and includes new requirements for aggregation and disaggregation of financial information based on the identified ‘roles’ of the primary financial statements (PFS) and the notes. In addition, narrow-scope amendments have been made to IAS 7 Statement of Cash Flows, which include changing the starting point for determining cash flows from operations under the indirect method, from ‘profit or loss’ to ‘operating profit or loss’ and removing the optionality around classification of cash flows from dividends and interest. In addition, there are consequential amendments to several other standards IFRS 18, and the amendments to the other standards, is effective for reporting periods beginning on or after 1 January 2027, but earlier application is permitted and must be disclosed. IFRS 18 will apply retrospectively. The Group is currently working to identify all impacts the amendments will have on the primary financial statements and notes to the financial statements. The new and amended standards and interpretations that are issued, but not yet effective, up to the date of issuance of the Group’s financial statements are disclosed below. The Group intends to adopt these new and amended standards and interpretations, if applicable, when they become effective. Acquisition of Lincoln Indicators Pty Limited (‘Lincoln’). Pursuant to a Share Sale Agreement (SSA) executed on 17 April 2025, and completed on 19 May 2025, Prime acquired a 100% ownership of Lincoln Indicators Pty Ltd for a mixture of consideration payable at completion and Deferred Contingent Consideration (Earn out). As the acquisition date was close to the June 2025 financial year end, the acquisition fair value assessment was incomplete as at the date of the June 2025 Financial Report. Therefore, the fair value of assets, liabilities, equity interests and items of consideration of the acquired entities were recognised on a provisional basis, as at the acquisition date. In line with AASB 3, management are allowed to perform a fair value assessment within the measurement period of no more than 12 months subsequent to the acquisition date. This is to reflect new information obtained about facts and circumstances that existed as of the acquisition date and, if known, would have affected the measurement of the amounts recognised as of that date. Prime engaged an external independent valuation specialist to perform an assessment on the fair value of the identifiable assets acquired, including the Brand, Customer Relationships, Investment Manager and Intellectual Property Rights. A ‘measurement period adjustment’ has been made to retrospectively recognise the changes in fair value of assets and liabilities acquired and resulting goodwill on the statement of financial position. These changes have been reflected in the financial statements for the period ended 30 June 2025, with amendments made to carrying values from 19 May 2025, and reflected in the 30 June 2025 balances. The cumulative impact to the statement of profit or loss has been recognised in the June 2026 financial year. The following table shows the impact of the measurement period adjustment, including the changes in carrying values to assets and liabilities, adjusted as at 19 May 2025. The statement of financial position and notes throughout this report for 30 June 2025 have been restated for the changes in carrying values, as shown in the table below:
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42 Prime Financial Group Full Year Report 2026 43 3. Significant Accounting Judgements, Estimates and Assumptions In the process of applying the Group’s accounting policies, management has made the following critical accounting estimates and judgements, and taken the following matters into consideration: Consolidation of wealth management entities Prime has determined it controls certain wealth management entities for which it owns 40-50% of the voting shares of. The determination was made due to Prime holding the required Australian Financial Services License and controlling cash flows and the relevant activities which includes business development, marketing initiatives and staffing and preparing the financial statements of the entities. Impairment of non-financial assets An impairment exists when the carrying value of an asset or cash generating unit exceeds its recoverable amount, which is the higher of its fair value less costs of disposal and its value in use. The Group tests its intangible assets, goodwill and investments accounted for using the equity method for impairment on at least an annual basis using a discounted cash flow (DCF) model. The methodology and key assumptions used to determine the recoverable amount for operating segments and test for impairment are disclosed in Note 16. Contingent consideration Contingent consideration, resulting from business combinations, is valued at fair value at the acquisition date as part of the business combination. When the contingent consideration meets the definition of a financial liability, it is subsequently remeasured to fair value at each reporting date. The determination of the fair value is based on discounted cash flows. The key assumptions take into consideration the probability of meeting each performance target and the discount factor. Performance Rights valuations Estimating fair value for share-based payment transactions requires determination of the most appropriate valuation model, which depends on the terms and conditions of the grant. This estimate also requires determination of the most appropriate inputs to the valuation model including the expected life of the Performance Rights, volatility and dividend yield and making assumptions about them. A liability is recognised for the fair value of cash-settled transactions. The fair value is measured initially and at each reporting date up to and including the settlement date, with changes in fair value recognised in profit and loss. The fair value is expensed over the period until the vesting date with recognition of a corresponding liability. The Group calculates the fair value of the Performance Rights at each reporting date using the Black-Scholes model. Allowance for expected credit losses The allowance for expected credit losses assessment requires a degree of estimation and judgement. It is based on the lifetime expected credit loss, grouped based on shared credit risk characteristics and on days overdue, and makes assumptions to allocate an overall expected credit loss rate for each group. These assumptions include past default experience of the debtor profile and an assessment of the historical loss rates. The Group has continued to review outstanding invoices and the trade receivable balance for indicators of impairment and if upon this impairment assessment there is no reasonable expectation of recovery, the receivable amount is fully written off. Forward looking credit factors, including global and Australian economic conditions, and factors relevant to the client base, continue to be assessed in conjunction with historical performance and specific considerations on individual debtor balances. The Group have concluded that the existing Expected Credit Losses (ECL) methodology remain appropriate in current environment. 4. Business combinations Accounting and Business Advisory Practice Pursuant to an Asset Sale Agreement executed on 28 August 2025, the Group acquired the rights to a portfolio of clients for a mixture of consideration payable at completion and Deferred Contingent Consideration (Earn Out). As a result of the agreement, PFG added a new Partner and three team members to the Business segment. The practice is expected to deliver revenue of at least $1,200,000 per annum (on target revenue). All Deferred Contingent Consideration tranches are payable in a notional mixture of cash (50%) and PFG consideration shares (50%). However, the cash and share mix might vary should the Volume Weighted Average Price (VWAP) of PFG shares at a future reference date result in more than 4,301,814 PFG shares being required to be issued. Deferred Contingent Consideration is calculated and paid annually based upon achievement of revenue in the three years following completion. Total consideration on the basis that “on target” revenue is delivered in each earn out year would be $1,322,700. However, the Partner has been incentivised to grow revenue, with outperformance consideration payable where the practice delivers revenue in excess of “on target” levels. Based on revenue forecasts, total consideration would increase to $1,592,775, and the fair value of total payments at the point of acquisition was $1,273,509. This has been recorded in the June Financial Report at its Present (Fair) Value of $1,382,663. Payment Tranches Cash $ Shares $ Total $ Fair Value $ Completion Fair Value $ 30 Jun 26 Completion 122,700 600,000 722,700 722,700 722,700 Deferred Contingent 435,038 435,038 870,075 550,809 659,963 Total Payments 557 ,738 1,035,038 1,592,775 1,273,509 1,382,663 The maximum payable for the acquisition is capped at $2,522,700. Through the business combination, PFG assumed employee liabilities of $31,574 and the Fair Value of the Purchase Consideration is detailed in the table. Practice Revenue of $1,497,337 and transaction costs in relation to the Business Combination of approximately $25,000 have been included in the Statement of Profit and Loss. Customer Relationship Intangible Asset 729,490 Goodwill 794,440 Total Assets 1,523,930 Deferred Tax Liabilities 218,847 Employee Liabilities 31,574 Total Liabilities 250,421 Fair Value of Purchase Consideration 1,273,509 Danton Wholesale Pursuant to a Share Purchase Agreement (SPA) executed on 6 October 2025, PFG acquired a 100% ownership of Danton Wholesale Pty Ltd for a mixture of consideration payable at completion and Deferred Contingent Consideration (Earn out). In accordance with the agreement PFG added a new Wealth Segment Partner and a practice that should deliver revenue of approximately $500,000 p.a. through the acquisition of Wealth Management and Consulting clients
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44 Prime Financial Group Full Year Report 2026 45 4. Business combinations (cont.) 4. Business combinations (cont.) Completion Consideration was paid in cash and all Deferred Contingent Consideration tranches are payable in a notional mixture of cash (50%) and PFG consideration shares (50%). However, the cash and share mix might vary should the Volume Weighted Average Price (VWAP) of PFG shares at a future reference date result in more than 2,625,000 PFG shares being required to be issued. Deferred Contingent Consideration is calculated and paid annually based upon achievement of Revenue in the three years following completion. Earn-out consideration is paid on a ‘dollar for dollar’ basis such that if practice revenue of $1,500,000 p.a. is achieved by the end of the earn out period total consideration of $1,500,000 will be paid across all tranches. Total expected consideration for the Business Combination was recorded at a Present (Fair) Value of $1,089,020 at the point of acquisition has been recorded in the June 2026 Financial Report at its Present (Fair) Value of $1,195,466. Payment Tranches Cash $ Shares $ Total $ Fair Value $ Completion 450,000 - 450,000 450,000 Deferred Contingent 525,000 525,000 1,050,000 639,020 Total Payments 975,000 525,000 1,500,000 1,089,020 The Fair Value of the Purchase Consideration is detailed in the table below. Cash 10 Customer Relationship Intangible Asset 441,154 Goodwill 780,202 Total Assets 1,221,366 Deferred Tax Liabilities 132,346 Total Liabilities 132,346 Fair Value of Purchase Consideration 1,089,020 Practice Revenue of $305,497 and transaction costs in relation to the Business Combination of approximately $63,000 have been included in the Statement of Profit and Loss. Client Divestments Pursuant to Asset Sale Agreements executed in December, PFG divested a portfolio of Wealth Management and Insurance clients to Wellth Pty Ltd. The Wealth Management Client Sale provides for potential proceeds of $1,368,528. 50% of this amount ($684,264) was received at completion, and the balance ($684,264) receivable over two tranches within the first anniversary from completion as Deferred Contingent Consideration Receivable based on a client retention metric. The first tranche of Deferred consideration was received in H2 FY26, and the amount now receivable was reported in the June 2026 Financial Report at its Present (Fair) Value of $229,190. Revenues from the divestment were reported in the period at their Fair Value of $1,171,110. The Clients were divested at a three times multiple of historical annual revenues. The Insurance Client Sale provides for potential proceeds of $549,734 with $439,787 received in January 2026, and the balance ($109,947) receivable on the first anniversary of completion as Deferred Contingent Consideration Receivable based on a client retention metric. This receivable was reported in the June 2026 Financial Report at its Present (Fair) Value of $87,568. Revenues from the divestment were reported in the period at their Fair Value of $527,356. The Clients were divested at a three times multiple of historical annual revenues. Three Asset Sale Agreements were executed in June 2026; I. The divestment of a further parcel of Wealth Management Clients to Wellth Pty Ltd. II. The divestment of Tax, Accounting and SMSF clients to Prime LSA Pty Ltd III. The divestment of Accounting and Business Advisory Clients to Smith Advisory Group Pty Ltd The Wealth Management Client Sale provides for potential proceeds of $582,783. 10% of this amount ($58,278) was received at completion, and the balance ($524,505) receivable over three tranches within fifteen months from completion as Deferred Contingent Consideration Receivable based on a client retention metric. The amount receivable was reported in the June 2026 Financial Report at its Present (Fair) Value of $434,371. Revenues from the divestment were reported in the period at their Fair Value of $492,650. The Clients were divested at a three times multiple of historical annual revenues. The Tax, Accounting and SMSF Client Sale provides for potential proceeds of $2,347,403, 10% of this amount ($234,740) was received at completion, and the balance ($2,112,663) receivable over three tranches within eighteen months from completion as Deferred Contingent Consideration Receivable based on a client retention metric. The amount receivable was reported in the June 2026 Financial Report at its Present (Fair) Value of $1,628,847. Revenues from the divestment were reported in the period at their Fair Value of $1,863,587. The Clients were divested at a 1.5 times multiple of historical annual revenues. The Accounting and Business Advisory Client Sale provides for potential proceeds of $1,000,000. The amount of $45,000 was received at completion, and the balance ($955,000) receivable over two tranches within eighteen months from completion as Deferred Contingent Consideration Receivable based on a client retention metric. The amount receivable was reported in the June 2026 Financial Report at its Present (Fair) Value of $764,886. Revenues from the divestment were reported in the period at their Fair Value of $809,886. The Clients were divested at a 1.25 times multiple of historical annual revenues. Balance outstanding on acquisitions Please see Note 21 for the details of the balance outstanding on the acquisition of investments. The Fair Value of Client Divestment Revenue of $4,864,859 has been included in segment revenue (Wealth Segment: $2,191,115 and Business Segment: $2,673,744).
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46 Prime Financial Group Full Year Report 2026 47 5. Group Information Information about subsidiaries The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance with the accounting policy described in Note 2: Country of Incorporation 2026 % Owned 2025 % Owned Parent Entity: Prime Financial Group Ltd Australia Subsidiaries of Prime Financial Group Ltd continued ACN 097 206 874 Pty Ltd Australia 100 100 AC AFSL Pty Ltd Australia 100 100 ACM AEPF Pty Ltd Australia 100 100 Altezza Partners Pty Ltd Australia 100 100 Altezza Wealth Management Pty Ltd Australia 100 100 Altor Advisory Partners Pty Ltd Australia 100 100 Altor Capital Pty Ltd Australia 100 100 Altor Capital Management Pty Ltd Australia 100 100 Altor Credit Partners Pty Ltd Australia 100 100 Altor Private Equity Pty Ltd Australia 100 100 Altor Emerging Growth Management Pty Ltd Australia 100 100 ASIF Management Pty Ltd Australia 100 100 Aus - Prime Management and Consulting Private Limited India 99.99 99.99 Beksan Pty Ltd Australia 100 100 Bishop Collins Wealth Management Pty Ltd Australia 50 50 CP Financial Planners Pty Ltd Australia 50 50 Crispin & Jeffery Financial Services Pty Ltd Australia 65 65 Danton Wholesale Pty Ltd Australia 100 0 David Hicks and Co Financial Services Pty Ltd Australia 50 50 DM Financial Planners Pty Ltd Australia 80 80 Equity Plan Management Pty Ltd Australia 100 100 Equity Plan Services Pty Ltd Australia 100 100 Expertsuper Pty Ltd Australia 100 100 Green Taylor Financial Services Pty Ltd Australia 50 50 Intello Pty Ltd Australia 100 100 Lincoln Indicators Pty Ltd Australia 100 100 Lincoln Financial Group Pty Ltd Australia 100 100 Madder & Co Financial Services Pty Ltd Australia 50 50 MPR Accountants & Advisors Pty Ltd Australia 100 100 MVA Bennett Financial Services Pty Ltd Australia 50 50 NP Wealth Management Pty Ltd Australia 100 100 ORD Financial Services Pty Ltd Australia 100 100 Pacifica Financial Services Pty Ltd Australia 80 80 PFG (NTH QLD) Pty Ltd Australia 80 80 PFG Employee Share Plan Pty Ltd Australia 100 100 Prime Accounting & Business Advisory Pty Ltd Australia 100 100 Prime Accounting & Wealth Management Pty Ltd Australia 100 100 Prime Corporate Advisory Pty Ltd Australia 100 100 Prime Corporate Pty Ltd Australia 100 100 Prime Development Fund Pty Ltd Australia 100 100 Prime ESG Advisory Pty Ltd Australia 100 100 Prime Finance Specialists Pty Ltd Australia 100 100 Prime Innovation Pty Ltd Australia 100 100 5. Group Information (cont.) Country of Incorporation 2026 % Owned 2025 % Owned Prime International Leaders Pty Ltd Australia 100 100 Prime Management Services Pty Ltd Australia 100 100 Prime Property & Capital Pty Ltd Australia 100 100 Prime Venture & Capital Pty Ltd Australia 100 100 Primestock Capital Pty Ltd Australia 100 100 Primestock Financial Planning Pty Ltd Australia 100 100 Primestock Superannuation Services Pty Ltd Australia 100 100 Prime SMSF Solution Pty Ltd Australia 100 100 Primestock Wealth Management Pty Ltd Australia 100 100 Primestock Securities Ltd Australia 100 100 RJS Financial Solutions Pty Ltd Australia 50 50 RMM Financial Services Pty Ltd Australia 50 50 Rundles Financial Planning Pty Ltd Australia 40 40 Signum Financial Services Pty Ltd Australia 50 50 Tricor Financial Services Pty Ltd Australia 40 40 The following table summarises the information relating to each of the Group’s subsidiaries that have material non-controlling interests, before any intra-group eliminations. 2026 Controlled Entities Name Rundles Financial Planning Pty Ltd Green Taylor Financial Services Pty Ltd PFG (Nth Qld) Pty Ltd Country of incorporation Australia Australia Australia Percentage owned by non-controlling interests 60% 50% 20% Current assets 43,634 353,194 282,948 Non-Current assets 619,415 365,291 92,745 Current liabilities (89,048) (15,026) (190,208) Non-Current liabilities - - - Net assets 574,001 703,459 185,485 Revenue 889,972 847,867 760,150 Profit/(loss) before tax 444,768 354,278 282,072 2025 Controlled Entities Name Rundles Financial Planning Pty Ltd Green Taylor Financial Services Pty Ltd PFG (Nth Qld) Pty Ltd Country of incorporation Australia Australia Australia Percentage owned by non-controlling interests 60% 50% 20% Current assets 45,134 182,078 159,902 Non-Current assets 585,837 596,801 64,483 Current liabilities (77,363) (70,091) (155,789) Non-Current liabilities - - - Net assets 553,608 708,788 68,596 Revenue 893,851 893,435 584,924 Profit/(loss) before tax 437,928 358,731 150,340
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48 Prime Financial Group Full Year Report 2026 49 6. Expenses 2026 $ 2025 $ Finance Costs Financial Liabilities measures at amortised cost Interest on bank overdrafts and loans 1,730,031 1,345,920 Unwinding of the discount on contingent consideration 658,174 703,660 Interest on lease liabilities 275,740 191,825 Total finance costs 2,663,945 2,241,405 Depreciation and amortisation Depreciation 316,919 244,398 Amortisation – other 1,980,213 1,300,374 Amortisation of ROU asset 1,355,694 910,336 Total depreciation and amortisation 3,652,826 2,455,108 Employee benefits expense Salaries and wages expense 27,857,507 22,709,195 Superannuation expense 2,565,769 1,919,312 Other employee expenses 2,892,908 2,498,218 Total Non-Share based payment employee benefits 33,316,184 27 ,126,725 7. Income Tax 2026 $ 2025 $ (a) The components of tax expense Current tax 1,603,502 826,830 Deferred tax 1,344,991 786,360 Other adjustments - - Total income tax expense 2,948,493 1,613,190 (b) The prima facie tax on profit differs from the Income tax provided in the financial statements as follows: Accounting profit/(loss) before income tax 7,493,567 6,844,574 At the Australian statutory income tax rate of 30% (2025: 25%) 2,248,070 1,711,144 Add: Tax effect of: Non-deductible entertainment expenses 160,055 161,679 Fair value movement on contingent consideration (751,121) 96,996 Share based payment (expense)/benefit 634,138 585,525 Tax deductible Share based payment (769,935) (1,400,252) Imputed Interest on contingent consideration 658,174 686,746 Imputed Interest on divestment (23,695) - Franking credits 188,969 188,101 Total Permanent Differences 96,585 318,795 At the Australian statutory income tax rate of 30% (2025: 25%) 28,976 79,699 Franking credits (188,969) (188,101) India Income Tax Expense 20,943 10,448 Deferred tax liability remeasurement arising from change in tax rate 839,473 - Income tax expense attributable to ordinary activities 2,948,493 1,613,190 (c) Deferred tax Deferred tax relates to the following: 30 June 2026 $ 30 June 2025 $ Deferred tax assets/(liabilities) Employee provisions 557,270 463,799 Unrealised losses on investments 171,989 58,880 Provision for expected credit losses 139,320 117,045 Right of Use asset (820,403) (903,505) Lease liability 1,077,323 1,014,757 Intangible assets – customer relationships (1,116,406) (1,165,077) Accrued revenue (6,016,955) (3,905,438) Other (263,506) 122,028 Net deferred tax liabilities (6,271,368) (4,197 ,511) 8. Cash and Cash Equivalents 30 June 2026 $ 30 June 2025 $ Current Cash at bank 1,026,887 2,416,741 Total cash and cash equivalents 1,026,887 2,416,741
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50 Prime Financial Group Full Year Report 2026 51 9. Trade and Other Receivables 30 June 2026 $ 30 June 2025 $ Current Trade receivables 11,031,929 8,357,447 Provision for expected credit losses (483,813) (487,821) Total current trade and other receivables 10,548,116 7 ,869,626 Provision for expected credit losses Reconciliation of changes in the provision for expected credit loss Balance at beginning of the year 487,821 412,145 Additional expected credit loss provision recognised (P&L Charge) 635,210 580,143 Bad debts written off against provision (639,218) (504,467) Balance at end of the year 483,813 487 ,821 Aged Analysis The ageing analysis of receivables is as follows: 0 - 30 days 8,715,001 5,543,881 31 - 60 days 443,699 575,251 61 - 90 days 323,166 558,064 91+ days 1,550,063 1,680,251 Total 11,031,929 8,357 ,447 Consolidated Expected Credit Loss Rate Carrying Amount Allowance for expected credit loss 2026 % 2025 % 2026 $ 2025 $ 2026 $ 2025 $ 0 to 3 months 0.5% 0.9% 9,525,128 6,735,406 43,261 58,210 3 to 6 months 18.3% 12.9% 449,158 596,463 82,332 77,200 Over 6 months 33.9% 34.4% 1,057,643 1,025,578 358,220 352,410 11,031,929 8,357 ,447 483,813 487 ,821 The Group applies the simplified approach and records lifetime expected losses on all trade receivables. As a result, the Group does not monitor change in credit risk but recognises a provision based on lifetime expected credit losses (ECL) at each reporting date. The trade receivable balance represents the Group’s unconditional right to receive the cash. Current trade receivables are generally on 30 days credit terms. However, the Group’s Accounting & Business Advisory service line offers a grant and R&D tax incentive service to customers that are eligible for the Australian Government incentive funding. The payment terms for this service line (due to subsequent Australian Tax Office review) is likely to be greater than the standard credit terms given. The Group continues to perform an extensive review on the outstanding trade receivable balance at each reporting period, which includes an invoice by invoice assessment basis. Additionally, the unbiased probability-weighted matrix reflects the various segment groupings, which is described further below. The Group continue to write-off the uncollectable trade receivables which the Group do not expect to obtain from the relevant customers and continue to take this approach at every reporting date. The indicators the Group consider includes confirmation of non- payment, financial difficulties, credit ratings, customer industry and/or delinquency of payments. A credit is applied against the profit & loss if an amount is written off. The Group utilised a provision matrix to calculate its ECL and provision for its trade receivables balance at 30 June 2026. The unbiased probability-weighted matrix reflects the various segment groupings based both upon the Group’s debtor ageing, service line, and various customer segment groupings with similar loss patterns. 9. Trade and Other Receivables (cont.) This included Geography (notably Melbourne and Brisbane for the Accounting & Business Advisory service line), product type and customer profile. This generated a historical credit loss experience which was adjusted for in the ECL for the Group. At every reporting date the historical rates used within the Groups provision matrix to calculate the ECL is updated for trade and other receivables. Forward looking credit factors, including the global and Australian economic conditions, and factors relevant to the client base continue to be assessed in conjunction with historical performance and specific considerations on individual debtor balances as specified above. Please refer to Note 10 for commentary on contract assets. 10. Contract Assets and Other Current Assets 30 June 2026 $ 30 June 2025 $ Current Contract assets 20,056,518 15,621,751 Distributions advanced to non-controlling interests 847,703 769,445 Prepayments 249,578 264,491 Deposits held 22,421 26,005 Other assets 148,425 190,661 Total contract assets and other current assets 21,324,645 16,872,353 Contract assets Consistent with the approach for trade and other receivables, the Group applies a simplified approach to recognising expected credit losses for contract assets as the Group do not contain a significant financing component for its trade receivables or contract assets. The provision for expected credit losses at 30 June 2026 is immaterial. Contract assets represent the Group’s right to consideration in exchange for goods or services transferred to a customer, but not yet billed at the reporting date. These arise when revenue is recognised over time and the Group has performed its obligations but has not yet invoiced the customer. This is reviewed monthly. 11. Property, Plant and Equipment Office equipment $ Plant and machinery $ Leasehold improvements $ Total $ Cost At 30 June 2024 1,523,969 528,004 565,698 2,617,671 At 30 June 2025 1,901,147 528,004 824,114 3,253,265 Additions 116,152 - 113,293 229,445 At 30 June 2026 2,017 ,299 528,004 937 ,407 3,482,710 Depreciation and impairment At 30 June 2024 1,208,088 528,004 530,923 2,267,015 At 30 June 2025 1,430,760 528,004 552,649 2,511,413 Depreciation charge for the year 261,230 - 55,689 316,919 At 30 June 2026 1,691,990 528,004 608,338 2,828,332 Net book value At 30 June 2026 325,309 - 329,069 654,378 At 30 June 2025 470,387 - 217,465 741,852
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52 Prime Financial Group Full Year Report 2026 53 30 June 2026 $ 30 June 2025 $ Maturity analysis – contractual undiscounted cash flows Not later than 1 year 1,669,037 1,184,669 Later than 1 year and not later than 5 years 2,806,097 3,972,990 Balance at 30 June 4,457 ,134 5,157 ,659 12. Leases Recognition, measurement and classification: The Group has applied AASB 16 using the modified retrospective approach. The impact of changes are disclosed in Note 2.4. At inception of a contract, the Group assesses whether a contract is, or contains a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Group assesses whether: • The contract involves the use of an identified asset – this may be specified explicitly or implicitly, and should be physically distinct or represent substantially all of the capacity of a physically distinct asset. If the supplier has a substantive substitution right, then the asset is not identified. • The Group has the right to obtain substantially all of the economic benefits from the use of the asset; throughout the period of use, and; The Group has the right to direct the use of the asset. The Group has this right when it has the decision-making rights that are most relevant to changing how and for what purpose the asset is used. In rare cases where all the decisions about how and for what purpose the asset is used are predetermined, the Group has the right to direct the use of the asset if either: • The Group has the right to operate the asset; • The Group designed the asset in a way that predetermines how and for what purpose it will be used. The Group recognises a Right of Use (ROU) asset and a lease liability at the lease commencement date. The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the Group’s incremental borrowing rate. The determination of the incremental borrowing rate requires the use of judgement. Lease payments included in the measurement of the lease liability comprise: • Fixed payments, including in-substance fixed payments; • Variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date; • Amounts expected to be payable under a residual value guarantee, and; • The exercise price under a purchase option that the Group is reasonably certain to exercise, lease payments in an optional renewal period if the Group is reasonably certain to exercise an extension option, and penalties for early termination of a lease unless the Group is reasonably certain not to terminate early. The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in the Group’s estimate of the amount expected to be payable under a residual value guarantee or if the Group changes its assessment of whether it will exercise a purchase, extension or termination option. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the ROU asset, or is recorded in profit or loss if the carrying amount of the ROU asset has been reduced to zero. During the financial year, the Group leased additional office space at its existing Melbourne office premises. As a result, the Group recognised an additional ROU asset of $476,353 and a lease liability of $476,353 on the effective date of the lease. The Group has the option to renew only its Melbourne lease for a period of three years. The potential cash outflows over the renewal period would be $2.18m. The Group is reasonably certain they will not exercise the option for renewal. 13. Right-of-Use Asset 30 June 2026 $ 30 June 2025 $ Right of Use Asset Balance at 1 July 4,084,290 2,859,901 Additions during period 476,352 1,664,454 Acquired through Business Combinations - 470,271 Less: Accumulated depreciation (1,355,694) (910,336) Balance at 30 June 3,204,948 4,084,290 The consolidated entity leases land and buildings for its offices under agreements of between four to five years with, in some cases, options to extend. As these options are not reasonably certain to be taken up, they have not been included. On renewal, the terms of the leases are renegotiated. The determination of the lease term requires the use of judgement. For the Group’s accounting policy on leases, refer to 12. 14. Financial Assets The financial assets at the period end are as follows: 30 June 2026 $ 30 June 2025 $ Loan receivable – Mr P Madder 225,000 225,000 Loan receivable – Div 7a Loan 985,923 809,856 Total current financial assets 1,210,923 1,034,856 Financial Asset – Crispin & Jeffery – SMSF 371,499 415,226 Financial Asset – Unit Trust 150,000 - Other unquoted equity instruments 293,134 573,579 Loan receivable – Div 7a 2,890,603 2,764,755 Loan receivable – Second Nature Property 390,357 352,500 Loan receivable – Mr P Madder 399,373 570,862 Total non-current financial assets 4,494,966 4,676,922 Total financial assets 5,705,889 5,711,778 The loan receivable relates to a loan to Madder Corporate Pty Ltd, a nominee company of Mr P Madder. The loan was provided by the PFG ESP to fund the allocation of 6,224,156 Shares (30 June 2025: 6,224,156 Shares) in Prime. During the year ended 30 June 2026 the interest accrued on the loan was $53,511. Crispin & Jeffery is classified as a Level 3 financial asset and is measured at fair value through profit and loss. The fair value technique used was an earning multiple approach. The key inputs in this valuation were earnings generated by the investment and the earnings multiple. The fair valuation of Crispin & Jeffery – SMSF at 30 June 2026 resulted in a loss through the profit and loss of $57,331. The fair value of the Unit Trust represents the Group’s investment in units held in the Civitas Doreen Unit Trust. The investment is classified as a Level 3 financial asset and measured at fair value through profit or loss. As the investment was acquired during the current financial year and there have been no significant changes in the underlying project or market conditions since acquisition, the Group has determined that cost represents the best estimate of fair value at 30 June 2026. The fair value of unquoted equity securities, consists of an investment purchased in FY18. The asset is measured based on a revenue multiple as a best practice for measuring Early-Stage entities. The key inputs in this valuation were revenue and the revenue multiple. The fair valuation of this unquoted equity instrument at 30 June 2026 resulted in a loss through the profit and loss of $280,445. Loan Receivable – Second Nature Property, refers to an advance made to assist in initial expenditures required for a Property Consulting Project. Pursuant to the loan agreement, the principal sum is repayable in June 2027. During the year ended 30 June 2026 the interest accrued on the loan was $37,857. Loan Receivable – Div 7a, through the Lincoln Indicators business combination, Prime has acquired a Loan Receivable from a related party of the Vendor. This is a loan compliant with Division 7A of the Income Tax Assessment Act 1936. Whilst such a loan would ordinarily be payable over a seven year period, pursuant to the SSA the principal sum and attributable interest will be repayable in three equal amounts at each anniversary from completion of the acquisition. The fair value measurement hierarchy of these financial assets is disclosed in Note 30, and included within the Level 3 reconciliation.
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54 Prime Financial Group Full Year Report 2026 55 15. Intangible Assets Cost Goodwill Customer relationships IT Development & Software costs Other Intangibles Total $ $ $ $ $ At 30 June 2024 62,631,252 10,680,773 5,549,206 - 78,861,231 Additions - - 21,038 - 21,038 Acquisition/(disposal) of a subsidiary 7,821,180 - - 1,152,580 8,973,760 Measurement period adjustment (6,499,336) 1,258,240 5,618,568 377,472 At 30 June 2025 63,953,096 11,939,013 5,570,244 6,771,148 88,233,501 Additions - - 789,007 - 789,007 Acquisition/(disposal) of a subsidiary 1,574,642 1,170,644 - - 2,745,286 At 30 June 2026 65,527,738 13,109,657 6,359,251 6,771,148 91,767,794 Amortisation and impairment At 30 June 2024 11,293,889 4,586,062 4,373,555 - 20,253,506 Amortisation - 858,403 433,897 - 1,292,300 At 30 June 2025 11,293,889 5,444,465 4,807,452 - 21,545,806 Amortisation - 938,954 423,391 602,868 1,965,213 At 30 June 2026 11,293,889 6,383,419 5,230,843 602,868 23,511,019 Net book value At 30 June 2026 54,233,849 6,726,238 1,128,408 6,168,280 68,256,775 At 30 June 2025 52,659,207 6,494,548 762,792 6,771,148 66,687,695 There is $2,003,219 of software that has been fully amortised but still in use, not included in the table above. The Group performed impairment tests for the financial year in December 2025 and June 2026. The Group considers the relationship between its market capitalisation and its book value, among other factors, when reviewing for indicators of impairment. While at 30 June 2026, the market capitalisation was marginally below the book value of its equity, indicating a potential impairment of goodwill, the consolidated entity has performed a detailed impairment assessment and concluded that no impairment is required in the current year (30 June 2025: none). The Group has two operating segments which are considered Cash Generating Units (CGUs) for the purpose of impairment testing. The two segments are, the Wealth Segment (Wealth Management including Asset Management and SMSF) and the Business Segment (Accounting & Business Advisory plus Capital & Corporate Advisory Services). Prime determines key assumptions based on the historical and expected future performance of assets that make up the segments. The recoverable amounts of the segment are based on value in use calculations using cash flow projections from financial projections approved by the Board. Prime’s determination of cash flow projections are based on past performance and its expectation for the future. The split of goodwill is shown in the table below: Goodwill $ Net book value Wealth Segment 30,166,550 Business Segment 24,067,299 Total Goodwill at 30 June 2026 54,233,849 For the Group, the present value of future cash flows has been calculated using a post-tax discount rate of 10.6% (30 June 2025: 10.7%). Based on sensitivity analysis completed there was no reasonable possible change in inputs that could lead to an impairment. The fair value of each CGU was determined using a discounted cash flow methodology based on forecast cash flows derived from the Company’s FY28–FY30 strategic plan. Key assumptions included revenue growth, EBITDA margins, terminal growth rates and discount rates. Revenue growth assumptions were assessed by business stream within each CGU and considered historical performance, expected organic growth, modest acqui-hire opportunities, client retention rates and prevailing market conditions, with reduced reliance on transactional revenue streams. Cost assumptions incorporated expected inflationary impacts. Management exercised judgement in establishing these assumptions and conducted sensitivity analyses on key variables, including growth and discount rates. The impairment assessment concluded that the recoverable amount of each CGU exceeded its carrying amount. 16. Payables 30 June 2026 $ 30 June 2025 $ Trade creditors 1,732,844 1,529,919 Other creditors and accruals 2,317,800 2,657,828 GST payable 871,728 1,164,659 Total payables 4,922,372 5,352,406 17. Contract Liabilities Contract liabilities represents subscriptions paid for Stock Doctor Membership through the acquired Lincoln Indicators business. Memberships are offered over one, two, three and five year periods and paid at the time of subscription. Revenue is then recognised over the relevant subscription period. 30 June 2026 $ 30 June 2025 $ Current Liability Contract Liabilities 2,619,067 1,121,792 Non-Current Liability Contract Liabilities 1,706,665 3,786,013 Total Contract Liabilities 4,325,732 4,907 ,805 $2,938,079 of revenue recognised in the reporting period that was included in the contract liability balance at the beginning of the period. $2,938,079 of revenue recognised in the reporting period from performance obligations satisfied in previous periods. 18. Lease Liabilities 30 June 2026 $ 30 June 2025 $ Balance at 1 July 4,590,416 2,947 ,932 Additions during period 476,352 2,195,842 Add: Interest 275,740 191,825 Less: Payments (1,220,042) (745,183) Balance at 30 June 4,122,466 4,590,416 2026 $ 2025 $ Current Liability Office Premises – Lease liability 1,453,579 924,800 Non-Current Liability Office Premises – Lease liability 2,668,887 3,665,616 Total Lease Liabilities 4,122,466 4,590,416
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56 Prime Financial Group Full Year Report 2026 57 19. Provisions 2026 $ 2025 $ Annual and Long service leave Balance at the beginning of the year 2,974,498 1,569,275 Arising during the year 1,460,196 1,323,653 Arising from acquisition 31,574 1,119,302 Utilised (1,457,824) (1,037,732) Balance at the end of the year 3,008,444 2,974,498 2026 $ 2025 $ Current Liability Provisions 2,665,990 2,664,923 Non-Current Liability Provisions 342,454 309,575 Provisions 3,008,444 2,974,498 20. Capital Management For the purpose of the Group’s capital management, capital includes issued capital, interest bearing loans and borrowings and all other equity reserves attributable to the equity holders of the parent. The primary objective of the Group’s capital management is to maximise the shareholder value. The Group manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Group may adjust the dividend payment to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt. The Group monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. In FY26, Prime paid dividends of $4,416,438 (FY25: $3,991,614). The Board’s policy for dividend payments is typically a payout ratio of 50-70% of the reported and maintainable earnings. As at 30 June 2026, the Group met its bank facility covenant requirements. Lease liabilities are not included as part of net debt as this is not a requirement of the Group’s bank covenants. The Board monitors capital through the gearing ratio (net debt/ total capital). The target for the Group’s gearing ratio is between 10% - 25%. The gearing ratios based on operations at 30 June 2025 and 30 June 2026 were as follows: 30 June 2026 $ 30 June 2025 $ Borrowings – bank facility 21,616,667 17,291,091 Less: cash and cash equivalents (1,026,887) (2,416,741) Net debt 20,589,780 14,874,350 Total equity attributable to members/shareholders of the parent entity 60,429,972 58,356,460 Total equity attributable to members/shareholders of the parent entity and net debt 81,019,752 73,230,810 Gearing ratio 25.4% 20.3% As at 30 June 2026, the Group has the ability to access a total facility of $42,576,500 from Westpac, of which $21,616,667 was drawn at 30 June 2026. This is $4,325,576 more than at 30 June 2025. 20. Capital Management (cont.) 21. Balance Outstanding on Acquisition of Investments 30 June 2026 $ 30 June 2025 $ Current 2,838,782 3,964,185 Non-current 1,557,264 1,720,298 Total 4,396,046 5,684,483 30 June 2026 $ 30 June 2025 $ Balance at the beginning of the year 5,684,483 4,526,694 Additions 2,362,529 2,778,040 Settlements (3,695,169) (2,210,000) Movement in fair value 44,203 589,749 Balance at the end of the year 4,396,046 5,684,483 Altor Capital Pty Ltd On 16 February 2024, Prime acquired a 100% ownership of Altor Capital Pty Ltd and its subsidiaries for a mixture of consideration payable at completion and Deferred Contingent Consideration (Earn-Out). To the extent that maintainable annual EBITDA had grown to $700,000 by the third anniversary from completion, total or ‘on-target’ consideration of $4,200,000 was payable under the Share Purchase Agreement (SPA). Prime paid an additional $551,894 based upon excess cash obtained at the time of completion, denoting an amount of $4,751,894 as potentially payable under the SPA. In February 2025, by the first anniversary of completion, Altor had reached its maintainable EBITDA target denoting that the full earn-out was payable. As a consequence, during the financial year, further Deferred Consideration amounts totalling $2,150,000 ($800,000 cash and $1,350,000 shares) were paid. The breakdown of the $42,576,500 facility is as follows: As at 30 June 2026, $15,000,000 ($11,500,000: 30 June 2025) is available to fund working capital, future investments and for general purposes. $3,943,623 was used, with an unused amount of $11,056,377. At 30 June 2026, the effective interest rate was 5.94% per annum. There is an additional 1.00% line fee for the total facility. As at 30 June 2026, $9,576,500 ($11,800,000: 30 June 2025) was established to consolidate the already existing debt facilities previously used for acquisitions and working capital requirements. As at 30 June 2026, the closing balance is $9,398,591. The Group makes monthly repayments on this facility. The amount payable in the coming 12 months is $1,860,000. The effective interest rate is 6.31% per annum plus an additional 1.00% line fee on the total facility. As at 30 June 2026, $18,000,000 ($18,000,000: 30 June 2025) is available to fund with group strategy and acquisitions. As at 30 June 2026, $8,274,453 was used, with an unused amount of $9,725,547. The effective interest rate is 6.31% per annum plus an additional 1.00% line fee on the total facility. At 30 June 2026, $250,000 is available for Business Cards. The Group’s borrowings are subject to financial covenants under its banking facilities with Westpac. These covenants require the Group to maintain a Financial Debt to EBITDA ratio of less than 2.50 times, an Equity Ratio of not less than 50% and the total assets and EBITDA of entities not part of the guarantor group remain below 5% of the Reporting Group’s total assets and EBITDA, measured on a half-yearly basis. As at 30 June 2026, the Group was in compliance (2025: in compliance) with all covenant requirements and, accordingly, the borrowings continue to be classified as current or non-current based on their contractual maturity dates.
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58 Prime Financial Group Full Year Report 2026 59 A final cash amount of $550,000 is acknowledged as payable but pursuant to the SPA will not be paid until the third anniversary from completion (January 2027). This has been recorded in the June 2026 Financial Report at its Present Value of $531,761. Equity Plan Management and Remuneration Strategies On 18 June 2024, Prime acquired a 100% ownership of Equity Plan Management Pty Ltd (EPM) and Equity Plan Services Pty Ltd for a mixture of consideration payable at completion ($2,500,000) and Deferred Contingent Consideration ($2,900,00) based on EBITDA performance over the two years post completion. On the same day Prime purchased the business formerly conducted by Remuneration Strategies Pty Ltd for cash consideration of $300,000, denoting total consideration of $5,700,000 for the business combination. The amount of $1,196,100 was paid in July 2025, based on performance in the first year post completion, and a final amount of $800,000 was recorded as payable in the June 2026 Financial Report, and settled in July 2026. This brings total consideration for the acquisition, net of completion Balance Sheet adjustments, to $4,796,100. Lincoln Indicators Pursuant to a Share Sale Agreement (SSA) executed on 17 April 2025, Prime acquired a 100% ownership of Lincoln Indicators Pty Ltd for a mixture of consideration payable at completion and Deferred Contingent Consideration (Earn out). As detailed in the June 2025 financial report, as Deferred Contingent Consideration payments are subject to both EBITDA achievement and a service condition that the Vendor remains employed at a relevant anniversary, any future Earn Out payments are required to be accounted for as an Employee expense. On that basis the only items accounted for as a Balance Outstanding on Acquisition were • The Overhead Milestone Payment ($1,000,000). • Payments pursuant to an IP Assignment Deed ($2,100,000). During the financial year, payments of $1,000,000 in respect of the Overhead Milestone and $350,000 pursuant to the IP assignment deed were made. Total payments of $1,750,000 therefore remain outstanding, which have been recorded in the June 2026 Financial Report at a Present (Fair) Value of $1,658,857. Acquisitions during the period As disclosed in Note 4; The Group entered into an Asset Sale Agreement on 28th August to acquire the rights to a portfolio of Accounting and Business Advisory clients. Total consideration is anticipated to be $1,592,775, of which $870,075 is Deferred Contingent Consideration which has been recorded in the June 2026 Financial Report at a Present (Fair Value) Value of $659,963. Pursuant to a Share Purchase Agreement (SPA) executed on 6 October 2025, Prime acquired a 100% ownership of Danton Wholesale Pty Ltd for a mixture of consideration payable at completion ($450,000) and Deferred Contingent Consideration (Earn out) not exceeding $1,050,000 based on revenue performance in the three years post completion. The Deferred component has been recorded in the June 2026 Financial Report at a Present (Fair Value) Value of $745,466. Fair Value Assessment Prime conducts a Fair Value assessment at each reporting date of the balance outstanding on acquisitions. This is based on the extent to which the relevant assessment metric for each acquisition, typically future revenue or EBITDA, is likely to be achieved over the deferred consideration period. The assessment takes into account current run-rate and future budgeted performance. 21. Balance Outstanding on Acquisition of Investments (cont.) 22. Issued Capital and Reserves Ordinary shares issued Note 30 June 2026 $ 30 June 2025 $ Ordinary shares fully paid a 80,368,159 77,771,489 Ordinary share partly paid b 18,860 18,860 Total 80,387 ,019 77 ,790,349 a. Fully paid ordinary shares carry one vote per share and carry the right to dividends and the proceeds on winding up of the parent entity in proportion to the number of shares issued. b. The 2,095,560 partly paid ordinary shares are partly paid to $0.009 with $0.891 to pay. Any or all of the partly paid shares may be paid in full or in part at the election of the holder at any time. The partly paid shares will confer fractional voting rights and dividend entitlements in accordance with and subject to the Listing Rules of Australian Securities Exchange. Movements in shares on issue 2026 2025 No. of shares $ No. of shares $ Beginning of the financial year Issued during the year 258,343,331 77 ,790,349 226,312,638 71,580,935 - Shares Issued 11,854,511 2,596,670 32,030,693 6,209,414 End of the financial year 270,197 ,842 80,387 ,019 258,343,331 77 ,790,349 Treasury shares 2026 2025 No. of shares $ No. of shares $ Beginning of the financial year Issued during the year 974,476 150,907 974,476 150,907 End of the financial year 974,476 150,907 974,476 150,907 Movements in share-based payment reserve 2026 $ 2025 $ Opening balance 651,552 1,238,250 Current Year Fair Value of Performance Rights Shares during the period 634,138 585,525 Contributed Equity due to Performance Rights being exercised during the period (631,953) (1,172,223) Closing Balance 653,737 651,552
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60 Prime Financial Group Full Year Report 2026 61 23. Dividends 2026 $ 2025 $ (a) Dividends paid during the year (i) Current year interim - Fully franked dividend of 0.80 cents per share (2025 Interim: 0.77 cents per share) 2,122,954 1,953,609 (ii) Previous year final - Fully franked dividend of 0.89 cents per share (2025 Final: 0.85 cents per share) 2,293,484 2,038,005 4,416,438 3,991,614 (b) Proposed dividend Proposed dividend as at the date of this report at 0.92 cents per share (2025: 0.89 cents per share) not recognised as a liability Proposed dividend payment 2,457,769 2,293,484 (c) Franking credit balance Balance of franking account at year end adjusted for franking credits arising from payment of provision for income tax and after deducting franking credits 2,720,991 3,894,465 Impact on the franking account of dividends recommended by the Directors since the year end but not recognised as a liability at year end (1,053,329) (764,495) 1,667 ,662 3,129,970 24. Share-Based Payments Prime wishes to reward team members for their contribution to the growth of the firm, while also aiming to attract and retain employees with the skills and passion to best serve clients and uphold the firm’s values. Therefore a Performance Rights Plan involving a Short-Term Incentive (STI) and Long-Term Incentive (LTI) Share Program was implemented to continue rewarding staff through the Employee Share Plan (ESP). Under AASB-2 (Para 10) these are defined as Equity-settled share- based payment transactions. 24a. Types of share-based payment plans Equity-settled share-based payment transactions - Performance Rights Plan A transaction will be classified as share-based compensation where the Group receives services from employees or contractors and pays for these in shares. The cost of these equity-settled transactions with employees or contractors is measured by reference to the fair value of the equity instruments at the date at which they were granted. The fair value was determined by management using the Binomial and Monte Carlo Models. The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over the period in which the performance and/or service conditions are fulfilled (the vesting period), ending on the date the relevant employees or contractors are awarded the shares (the vesting date). At each subsequent reporting date until vesting, the cumulative charge to profit or loss is the product of: I. grant date fair value of the award; II. current best estimate of the number of awards that will vest, taking into account the likelihood of employee turnover during the vesting period, estimated staff performance score and the likelihood of non-market performance conditions being met; and III. expired portion of the vesting period. The charge to profit or loss for the period is the cumulative amount as calculated above, less the amounts already charged in previous periods where there is a corresponding credit to equity. Until an award has vested, any amounts recorded are contingent and will be adjusted if more or fewer awards vest than were originally anticipated to do so due to the failure to meet a service or non-market vesting condition. Any award subject to a market condition is considered to vest irrespective of whether or not that market condition is fulfilled, provided that all other conditions are satisfied. If the terms of an equity-settled award are modified, as a minimum an expense is recognised as if the terms had not been modified. An additional expense is recognised for any modification that increases the total fair value of the share-based payment arrangement, or is otherwise beneficial to the employee, as measured at the date of modification. If an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any expense not yet recognised for the award is recognised immediately. However, if a new award is substituted for the cancelled award and designated as a replacement award on the date that it is granted, the cancelled and new award are treated as if they were a modification of the original award, as described in the previous paragraph. The key terms of the Performance Rights Plans are as follows: • The Performance Rights Plan allows the Group to issue rights to employees, contractors and Directors. The number of Performance Rights issued is determined by the 30 day VWAP prior to the commencement of the performance period; • The Performance Rights will only vest upon satisfaction of certain conditions which are set by the Board at the time of the offer; • If the conditions are met and the Performance Rights vest, each participant is entitled to an ordinary share for each Performance Right which vests; • Until the Performance Rights vest and ordinary shares are issued, the participant is not entitled to exercise any voting rights attached to the Performance Rights and is not entitled to any dividend payments; and • In general, if the conditions are not satisfied by the relevant testing date for those conditions, or if the participant ceases employment before the Performance Rights Plan Shares vest, the participant forfeits all interest in the Performance Rights. Offer under Performance Rights Plan The Performance Rights granted are subject to the achievement of the performance measure, which is tested once at the end of the three year performance period. The Performance Rights will be measured against performance measures below. These two performance measures require the Performance Rights to be measured under separate valuations; • 2023-24 Share Price Hurdle – Long-Term Incentives based on Share Price performance hurdle (Valued using Monte Carlo Model) – Cumulative 20% compound growth in Prime’s share price over a three year period • 2023-24, 2025-26 Plan#1, 2025-26 Plan #2 EBITDA Hurdle – Long-Term Incentives based on Underlying EBITDA performance hurdle (Valued using Binomial Model is used to inform probability) – Cumulative 8% compound growth in underlying EBITDA (Members) over a three year period • 2025-26 Plan#1 Share Price Hurdle – Long-Term Incentives based on Share Price performance hurdle (Valued using Monte Carlo Model) – Cumulative 20% compound growth in Prime’s share price over a three year period. In the event this is not achieved, 75% can still be awarded on the basis of achieving a 15% cumulative compound growth in Prime’s share price over a three year period • 2025-26 Plan#2 Share Price Hurdle – Long-Term Incentives based on Absolute Total Shareholder Return (TSR) performance hurdle (Valued using Monte Carlo Model) – measured against compound annual growth rate Compound Annual Growth Rate % of LTI Vesting (applicable to 50% of the Performance Rights) <10% 0% 10% 25% 12% 50% (Target) >12% and <16% Pro-rata above Target 16% 100% The Performance Rights that do not vest after testing of the relevant performance measure, lapse without retesting. 24. Share-Based Payments (cont.)
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62 Prime Financial Group Full Year Report 2026 63 24. Share-Based Payments (cont.) Cessation of employment Except where the Board determines otherwise in a specific instance, where a participant ceases employment with Prime prior to any conditions attaching to Performance Rights Plan Shares issued under the Performance Rights Plan being satisfied, their Performance Rights will be forfeited and the participant will have no further interest in the Performance Rights. However the Board has discretion to approve the reason for a participant ceasing employment before Performance Rights have vested in appropriate circumstances. Such circumstances may include ill health, death, redundancy or other circumstances approved by the Board. Where the Board has approved the reason for ceasing employment, it has discretion to determine any treatment in respect of the unvested Performance Rights it considers appropriate in the circumstances – for example, that a pro-rata number of Performance Rights are eligible to vest, having regard to time worked during the performance period and the extent the performance condition has been satisfied at the time of cessation. 24b. Recognised share-based payment expenses/(benefits) The expense/(benefit) recognised during the year is shown in the following table: Year ended 30 June 2026 $ Year ended 30 June 2025 $ Expense arising from equity-settled share-based payment transactions 634,139 585,525 Total expense arising from share-based payment transactions 634,139 585,525 24c. Movements during the year The following table illustrates the number and movements in, Performance Rights during the year ended 30 June 2026, the exercise price of which is nil: Equity-settled share-based payments Long-Term Incentives (2020-21 LTIs) Number WAEP (cents) Number WAEP (cents) Year ended 30 June 2026 Year ended 30 June 2026 Year ended 30 June 2025 Year ended 30 June 2025 Outstanding at 1 July - - 300,000 - Granted during period - - - - Forfeited during period - - - - Exercised during period - - (300,000) - Expired during period - - - - Outstanding at 30 June - - - - Exercisable at 30 June - - - - Equity-settled share-based payments Long-Term Incentives (2022-23 LTIs) Number WAEP (cents) Number WAEP (cents) Year ended 30 June 2026 Year ended 30 June 2026 Year ended 30 June 2025 Year ended 30 June 2025 Outstanding at 1 July - - 6,142,147 - Granted during period - - - - Forfeited during period - - (54,096) - Exercised during period - - (6,088,051) - Expired during period - - - - Outstanding at 30 June - - - - Exercisable at 30 June - - - - 24. Share-Based Payments (cont.) Equity-settled share-based payments Long-Term Incentives (2024-25 LTIs) Number WAEP (cents) Number WAEP (cents) Year ended 30 June 2026 Year ended 30 June 2026 Year ended 30 June 2025 Year ended 30 June 2025 Outstanding at 1 July 4,499,441 - 4,710,761 - Granted during period - - - - Forfeited during period (2,282,185) - (211,320) - Exercised during period (2,217,256) - - - Expired during period - - - - Outstanding at 30 June - - 4,499,441 - Exercisable at 30 June Equity-settled share-based payments Revenue Based Long-Term Incentives (2021-22 LTIs) Number WAEP (cents) Number WAEP (cents) Year ended 30 June 2026 Year ended 30 June 2026 Year ended 30 June 2025 Year ended 30 June 2025 Outstanding at 1 July 1,000,000 - 1,000,000 - Granted during period - - - - Forfeited during period - - - - Exercised during period (1,000,000) - - - Expired during period - - - - Outstanding at 30 June - - 1,000,000 - Exercisable at 30 June - - - - Equity-settled share-based payments Revenue Based Long-Term Incentives (2021-22 LTIs) Number WAEP (cents) Number WAEP (cents) Year ended 30 June 2026 Year ended 30 June 2026 Year ended 30 June 2025 Year ended 30 June 2025 Outstanding at 1 July 750,000 - 750,000 - Granted during period - - - - Forfeited during period - - - - Exercised during period - - - - Expired during period - - - - Outstanding at 30 June 750,000 - 750,000 - Exercisable at 30 June - - - -
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64 Prime Financial Group Full Year Report 2026 65 24. Share-Based Payments (cont.) Equity-settled share-based payments Revenue Based Long-Term Incentives (2021-22 LTIs) Number WAEP (cents) Number WAEP (cents) Year ended 30 June 2026 Year ended 30 June 2026 Year ended 30 June 2025 Year ended 30 June 2025 Outstanding at 1 July 500,000 - 500,000 - Granted during period - - - - Forfeited during period (500,000) - - - Exercised during period - - - - Expired during period - - - - Outstanding at 30 June - - 500,000 - Exercisable at 30 June - - - - Equity-settled share-based payments Revenue Based Long-Term Incentives (2021-22 LTIs) Number WAEP (cents) Number WAEP (cents) Year ended 30 June 2026 Year ended 30 June 2026 Year ended 30 June 2025 Year ended 30 June 2025 Outstanding at 1 July 250,000 - 250,000 - Granted during period - - - - Forfeited during period (250,000) - - - Exercised during period - - - - Expired during period - - - - Outstanding at 30 June - - 250,000 - Exercisable at 30 June - - - - Equity-settled share-based payments Revenue Based Long-Term Incentives (2021-22 LTIs) Number WAEP (cents) Number WAEP (cents) Year ended 30 June 2026 Year ended 30 June 2026 Year ended 30 June 2025 Year ended 30 June 2025 Outstanding at 1 July 1,000,000 - 1,000,000 - Granted during period - - - - Forfeited during period (1,000,000) - - - Exercised during period - - - - Expired during period - - - - Outstanding at 30 June - - 1,000,000 - Exercisable at 30 June - - - - Equity-settled share-based payments Revenue Based Long-Term Incentives (2022-23 LTIs) Number WAEP (cents) Number WAEP (cents) Year ended 30 June 2026 Year ended 30 June 2026 Year ended 30 June 2025 Year ended 30 June 2025 Outstanding at 1 July 1,000,000 - 1,000,000 - Granted during period - - - - Forfeited during period (1,000,000) - - - Exercised during period - - - - Expired during period - - - - Outstanding at 30 June - - 1,000,000 - Exercisable at 30 June - - - - 24. Share-Based Payments (cont.) Equity-settled share-based payments Revenue Based Long-Term Incentives (2023-24 LTIs) Number WAEP (cents) Number WAEP (cents) Year ended 30 June 2026 Year ended 30 June 2026 Year ended 30 June 2025 Year ended 30 June 2025 Outstanding at 1 July 1,750,000 - 1,750,000 - Granted during period - - - - Forfeited during period - - - - Exercised during period - - - - Expired during period - - - - Outstanding at 30 June 1,750,000 - 1,750,000 - Exercisable at 30 June - - - - Equity-settled share-based payments Employment Based Long-Term Incentives (2022-23 LTIs) Number WAEP (cents) Number WAEP (cents) Year ended 30 June 2026 Year ended 30 June 2026 Year ended 30 June 2025 Year ended 30 June 2025 Outstanding at 1 July 204,677 - 204,677 - Granted during period - - - - Forfeited during period - - - - Exercised during period (204,677) - - - Expired during period - - - - Outstanding at 30 June - - 204,677 - Exercisable at 30 June - - - - Equity-settled share-based payments Long-Term Incentives (2025-26 STIs) Plan #1 Number WAEP (cents) Number WAEP (cents) Year ended 30 June 2026 Year ended 30 June 2026 Year ended 30 June 2025 Year ended 30 June 2025 Outstanding at 1 July - - - - Granted during period 3,933,895 - - - Forfeited during period (263,592) - - - Exercised during period - - - - Expired during period - - - - Outstanding at 30 June 3,670,303 - - - Exercisable at 30 June - - - - Equity-settled share-based payments Long-Term Incentives (2025-26 STIs) Plan #2 Number WAEP (cents) Number WAEP (cents) Year ended 30 June 2026 Year ended 30 June 2026 Year ended 30 June 2025 Year ended 30 June 2025 Outstanding at 1 July - - - - Granted during period 4,809,073 - - - Forfeited during period (350,226) - - - Exercised during period - - - - Expired during period - - - - Outstanding at 30 June 4,458,847 - - - Exercisable at 30 June - - - -
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66 Prime Financial Group Full Year Report 2026 67 24. Share-Based Payments (cont.) 24d. Performance Rights valuation model The fair value of the Performance Rights are calculated at each reporting date using the Black-Scholes, Binomial or Monte Carlo model. The following table lists key inputs to the models used for the plans at 30 June 2025 and 30 June 2026: Equity-settled share-based payment Revenue Hurdle Share based payments granted in 2021 - 2022 1m Performance Rights 750k Performance Rights 500k Performance Rights 250k Performance Rights 1m Performance Rights Grant date 12 Jan 22 12 Jan 22 2 Feb 22 10 Feb 22 1 April 22 Vesting/loan repayment date 28 Nov 25 26 Nov 27 28 Nov 25 28 Nov 25 28 Nov 25 Expected life of Performance Rights (years) 0.00 1.41 0.00 0.00 0.00 Exercise price at vesting (cents) - - - - - Share price at Grant date (cents) 19.0 19.0 18.0 18.0 18.0 Share price at reporting date (cents) 22.5 22.5 22.5 22.5 22.5 Fair value at Grant date (cents) 15.2 13.5 14.0 14.4 14.5 Risk-free interest rate 1.31% 1.57% 1.42% 1.63% 2.50% Dividend yield 6.0% 6.0% 6.0% 6.0% 6.0% Expected Volatility 55% 55% 55% 55% 55% The WAEP in the above table is based on the expected exercise price at the vesting / loan repayment date. Revenue Hurdle Share based payments granted in 2022 - 2023 1m Performance Rights 250k Performance Rights Grant date 25 Nov 22 25 Nov 22 Vesting/loan repayment date 25 Nov 25 25 Nov 25 Expected life of Performance Rights (years) 0.00 0.00 Exercise price at vesting (cents) - - Share price at Grant date (cents) 17.0 24.0 Share price at reporting date (cents) 22.5 22.5 Fair value at Grant date (cents) 13.9 20.0 Risk-free interest rate 2.99% 3.25% Dividend yield 6.0% 6.0% Expected Volatility 55% 55% 24. Share-Based Payments (cont.) 24d. Performance Rights valuation model (cont.) Long-Term Incentives Share-based payments granted in 2023-24 Tranche 1 Tranche 2 Share Price Hurdle EBITDA Hurdle Grant date 30-Nov-23 30-Nov-23 Vesting/loan repayment date 30-Nov-25 30-Nov-25 Expected life of Performance Rights (years) 0.00 0.00 Exercise price at vesting (cents) - - Share price at Grant date (cents) 22.5 22.5 Share price at reporting date (cents) 22.5 22.5 Fair value at Grant date (cents) 7.7 19.8 Risk-free interest rate 4.07% 4.07% Dividend yield 6.7% 6.7% Expected Volatility 45% 45% Share-based payments granted in 2023-24 Revenue Hurdle 1.75m Performance Rights Grant date 30-Nov-23 Vesting/loan repayment date 30-Nov-26 Expected life of Performance Rights (years) 0.42 Exercise price at vesting (cents) - Share price at Grant date (cents) 22.5 Share price at reporting date (cents) 22.5 Fair value at Grant date (cents) 18.5 Risk-free interest rate 3.95% Dividend yield 6.7% Expected Volatility 45%
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68 Prime Financial Group Full Year Report 2026 69 24. Share-Based Payments (cont.) 24d. Performance Rights valuation model (cont.) Long-Term Incentives Share based payments granted in 2025 – 2026 Plan #1 Share Price Hurdle EBITDA Hurdle Grant date 28-Nov-25 28-Nov-25 Vesting/loan repayment date 29-Nov-26 29-Nov-26 Expected life of Performance Rights (years) 0.41 0.41 Exercise price at vesting (cents) - - Share price at Grant date (cents) 23.0 23.0 Share price at reporting date (cents) 22.5 22.5 Fair value at Grant date (cents) 3.4 20.9 Risk-free interest rate 3.60% 3.60% Dividend yield 7.5% 7.5% Expected Volatility 40% 40% Long-Term Incentives Share based payments granted in 2025 – 2026 Plan #2 Share Price Hurdle EBITDA Hurdle Grant date 28-Nov-25 28-Nov-25 Vesting/loan repayment date 29-Nov-27 29-Nov-27 Expected life of Performance Rights (years) 1.41 1.41 Exercise price at vesting (cents) - - Share price at Grant date (cents) 23.0 23.0 Share price at reporting date (cents) 22.5 22.5 Fair value at Grant date (cents) 12.7 19.5 Risk-free interest rate 3.70% 3.70% Dividend yield 7.5% 7.5% Expected Volatility 40% 40% 25. Cash Flow Information 2026 $ 2025 $ Reconciliation of the net profit after tax to the net cash flows from operations Net profit 4,545,074 5,231,384 Non-cash items Depreciation 316,919 244,398 Amortisation 3,335,907 2,210,710 Credit Loss Expense 635,210 580,143 Finance Costs 658,174 686,746 Fair value movement in Financial Assets 337,776 (133,761) Fair value movement in contingent consideration (690,340) (96,996) Share based payments (benefit)/expense 634,138 585,525 Movement in Foreign Currency Translation Reserve (21,065) (1,799) Changes in assets and liabilities (Increase)/decrease in trade and other receivables (3,313,700) (1,415,147) (Increase)/decrease in other assets excluding amounts advanced to non-controlling interests (4,281,575) (5,200,973) Increase/(decrease) in deferred tax liabilities 1,345,191 786,507 (Decrease)/increase in payables (108,404) (617,405) (Decrease)/increase in employee benefit provisions 2,372 285,921 (Decrease)/increase in current tax payable 898,432 (218,384) Net cash flows from operating activities 4,294,109 2,926,869
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70 Prime Financial Group Full Year Report 2026 71 26. Earnings/(Loss) Per Share (EPS) Basic EPS is calculated by dividing the profit for the year attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year. Diluted EPS is calculated by dividing the profit attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year plus an adjustment for the weighted average number of ordinary shares issued to Directors and employees for no consideration when they exercise their rights under the Performance Rights plan. The following table reflects the income and share data used in the basic and diluted EPS computations: 2026 $ 2025 $ Profit/(loss) from continuing operations attributable to members/shareholders of the parent entity: 3,912,160 4,610,668 2026 Thousands 2025 Thousands Weighted average number of ordinary shares for basic EPS* 262,770 246,996 Effects of dilution from: - Performance Rights - - Weighted average number of ordinary shares adjusted for the effect of dilution* 262,770 246,996 * The weighted average number of shares takes into account the weighted average effect of changes in treasury shares during the year and excludes the unpaid portion of partly paid shares. There have been no other transactions involving ordinary shares or potential ordinary shares between the reporting date and the date of authorisation of these financial statements. 27. Auditors Remuneration The auditor of Prime Financial Group Ltd and its controlled entities is Ernst & Young. 2026 $ 2025 $ Amounts received or due and receivable by the auditor for: Fees for auditing the statutory financial report of the parent covering the group and auditing the statutory financial reports of any controlled entities 248,500 242,000 Fees for assurance services that are required by legislation to be provided by the auditor 51,500 33,000 Total fees to Ernst & Young (Australia) 300,000 275,000 There were no non-audit related services provided in FY26 or FY25. 28. Related Party Disclosures The Group, through the Prime Financial Group Ltd Employee Share Plan (PFG ESP), has provided Mr P Madder (through a nominee Madder Corporate Pty Ltd) full recourse loans to purchase 6,224,156 Shares (30 June 2025: 6,224,156 Shares) in Prime Financial Group Ltd. Mr P Madder is a Director of the subsidiary companies and AFS license holding entities of the Group but is not part of Key Management Personnel. The full recourse loan provided to P Madder is assessed for changes in credit quality each reporting period. This includes an assessment as to whether there has been a significant increase in credit risk via changes in the ability to repay or the value of any collateral. The ECL amount as at 30 June 2026 is immaterial. Balance of loan at the beginning of the period Amounts advanced during period Interest accrued on loan Loan repayments Loan modification expense Balance of loans at the end of the period Year ended 30 June 2026 795,862 - 53,511 (225,000) - 624,373 Year ended 30 June 2025 950,358 - 70,504 (225,000) - 795,862 The loan agreements among other things includes the following terms: • full recourse loan supported by a General Securities Agreement over Madder Corporate Pty Ltd supported by a personal guarantee from Peter Madder; • interest accruing at 0.75% p.a. above the lenders rate as advised by the Trustee from time to time; and • all loans are repayable on 30 June 2028. Compensation for Key Management Personnel 2026 $ 2025 $ Short-term employment benefits 1,333,288 1,527,526 Post-employment benefits 66,050 62,966 Other long-term benefits 47,802 86,917 Share based Payments benefit 297,352 310,364 1,744,492 1,987 ,773 The amounts disclosed in the table are the amounts recognised as an expense during the reporting period.
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72 Prime Financial Group Full Year Report 2026 73 29. Segment Information To better report on the progress of the company strategy, Prime classifies its financial accounts into two reportable segments, the two segments are, ‘Wealth Segment’ (Wealth Management (inc Asset Management) and SMSF) and ‘Business Segment’ (Accounting & Business Advisory plus Capital & Corporate Advisory Services). This reporting structure provides current and prospective shareholders with a more detailed understanding of the drivers of performance of those segments and the cost of operating centralised services and the corporate office. Operating in two reportable segments comprising of providing integrated advice solely in Australia. These segments are consistent with the way the Managing Director monitors and assesses the business with regard to resource allocation and performance assessment. Wealth Segment $ Business Segment $ Corporate $ Consolidated $ 2026 Segment revenue 35,612,061 23,671,415 - 59,283,476 Interest income 317,365 - 131,278 448,643 Other Income - - 17,945 17,945 Fair value movement of contingent consideration 60,781 690,340 - 751,121 Total Segment Revenue 35,990,207 24,361,755 149,223 60,501,185 Deduct Segment expenses (25,587,880) (16,731,648) (2,764,195) (45,083,723) Segment profit 10,402,327 7,630,107 (2,614,972) 15,417,462 Depreciation - - (316,919) (316,919) Right of use asset amortisation (497,623) (767,345) (90,726) (1,355,694) Amortisation - - (1,980,213) (1,980,213) Finance costs (90,994) (129,598) (2,443,353) (2,663,945) Share based payment expense/(benefit) (96,654) (265,815) (271,669) (634,138) Fair value movement on financial assets - - (337,776) (337,776) Credit loss expense (197,572) (437,638) - (635,210) Reported Profit Before Tax 9,519,484 6,029,711 (8,055,628) 7 ,493,567 Total Assets 67 ,410,338 38,251,938 5,059,362 110,721,638 Total Liabilities (4,739,661) (9,553,852) (35,227 ,809) (49,521,322) The Fair Value of Client Divestment Revenue of $4,864,859 has been included in segment revenue (Wealth Segment: $2,191,115 and Business Segment: $2,673,744). 29. Segment Information (cont.) Wealth Segment $ Business Segment $ Corporate $ Consolidated $ 2025 Segment revenue 25,983,009 23,257,377 - 49,240,386 Interest income - - 120,629 120,629 Other income 39,881 - 406 40,287 Fair value movement of contingent consideration (41,626) 138,622 - 96,996 Total Segment Revenue 25,981,264 23,395,999 121,035 49,498,298 Deduct Segment expenses (16,140,002) (15,290,815) (5,494,487) (36,925,304) Segment profit 9,841,264 8,105,184 (5,373,452) 12,572,994 Depreciation - - (244,398) (244,398) Right of use asset amortisation (234,545) (603,498) (72,293) (910,336) Amortisation - - (1,300,374) (1,300,374) Finance costs (63,302) (90,157) (2,087,946) (2,241,405) Share based payment expense/(benefit) (72,574) (278,859) (234,092) (585,525) Fair value movement on Financial Assets - - 133,761 133,761 Credit loss expense (34,005) (546,138) - (580,143) Reported Profit Before Tax 9,436,836 6,586,532 (9,178,794) 6,844,574 Total Assets 55,883,562 42,399,836 6,141,142 104,424,540 Total Liabilities (3,674,177) (9,860,413) (31,841,092) (45,375,682)
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74 Prime Financial Group Full Year Report 2026 75 30. Financial Assets and Financial Liabilities 30a. Financial assets 30 June 2026 $ 30 June 2025 $ Financial assets at fair value through profit and loss Unquoted equity instruments 293,134 573,579 Financial asset - Crispin & Jeffery - SMSF 371,499 415,226 Financial asset - Unit Trust 150,000 - Total Financial assets at fair value through profit and loss 814,633 988,805 Financial assets at amortised costs Cash and cash equivalents 1,026,887 2,416,741 Trade and other receivables 10,548,116 7,869,626 Loans receivable 4,891,256 4,722,973 Total financial assets 17 ,280,892 15,998,145 Total current 12,785,926 11,321,223 Total non-current 4,494,966 4,676,922 Total financial assets 17 ,280,892 15,998,145 30b. Financial liabilities Interest rate % Maturity 30 June 2026 $ 30 June 2025 $ Current interest-bearing loans and borrowings Lease Liabilities 5.50% - 6.80% 31/01/2027 - 14/09/2029 1,453,579 924,800 Borrowings – Bank Facility 6.94% - 7.31% 01/12/2027 1,860,000 1,860,000 Total current interest-bearing loans and borrowing 3,313,579 2,784,800 Non-Current interest-bearing loans and borrowings Lease Liabilities 5.50% - 6.80% 31/01/2027 - 14/09/2029 2,668,887 3,665,616 Borrowings - Bank facility 6.94% - 7.31% 01/12/2027 19,756,667 15,431,091 Total non-current interest-bearing loans and borrowings 22,425,554 19,096,707 Other financial liabilities Payables 4,922,372 5,352,406 Balance outstanding on acquisitions 4,396,046 5,684,483 Total other financial liabilities 9,318,418 11,036,889 Total financial liabilities 35,057 ,551 32,918,396 Total current financial liabilities 11,074,733 12,101,391 Total non-current financial liabilities 23,982,818 20,817,005 Total financial liabilities 35,057 ,551 32,918,396 30. Financial Assets and Financial Liabilities (cont.) 30c. Fair values Set out below is a comparison by class, of the carrying amounts and fair values of the Group’s financial instruments, other than those with carrying amounts that are reasonable approximations of fair values: 2026 2025 Carrying amount Fair Value Carrying amount Fair Value Financial assets Unquoted equity instruments 293,134 293,134 573,579 573,579 Financial asset - Unit trust 150,000 150,000 - - Financial asset - Crispin & Jeffery - SMSF 371,499 371,499 415,226 415,226 Loan receivable 4,891,256 4,891,256 4,722,974 4,722,974 Total 5,705,889 5,705,889 5,711,779 5,711,779 Financial liabilities Interest-bearing loans and borrowings - Bank facility 21,616,667 21,616,667 17,291,091 17,291,091 Balance outstanding on acquisitions 4,396,046 4,396,046 5,684,483 5,684,483 Total 26,012,713 26,012,713 22,975,574 22,975,574 It has been assessed that the fair values of cash and cash equivalents, trade receivables, trade payables and other contracts approximate their carrying amounts largely due to the short-term maturities of these instruments. It has also been assessed that the fair values of loan receivables and obligations under the bank facility approximate their carrying amounts largely due to the fact they are linked to a floating rate of interest. Fair value measurement The following table provides the fair value measurement hierarchy of the Group’s assets and liabilities: Fair value measurement using Quoted prices in active markets Significant observable inputs Significant observable inputs Date of valuation Total (Level 1) (Level 2) (Level 3) Assets measured at fair value: Financial asset - Crispin & Jeffery - SMSF 30 June 2026 371,499 - - 371,499 Financial asset - Unit trust 30 June 2026 150,000 - - 150,000 Unquoted equity securities 30 June 2026 293,134 - - 293,134 Liabilities measured at fair value: Balance outstanding on acquisitions 30 June 2026 4,396,046 - - 4,396,046 Assets measured at fair value: Financial asset - Crispin & Jeffery - SMSF 30 June 2025 415,226 - - 415,226 Unquoted equity securities 30 June 2025 573,579 - - 573,579 Liabilities measured at fair value: Balance outstanding on acquisitions 30 June 2025 5,684,483 - - 5,684,483
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76 Prime Financial Group Full Year Report 2026 77 30. Financial Assets and Financial Liabilities (cont.) 30c. Fair values (cont.) Unquoted Equity Security 30 June 2026 $ 30 June 2025 $ Balance at the beginning of the year 573,579 462,841 Movement in Fair value (280,445) 110,738 Balance at the end of the year 293,134 573,579 Financial Asset - Unit Trust 30 June 2026 $ 30 June 2025 $ Balance at the beginning of the year - - Additions 150,000 - Movement in Fair value - - Balance at the end of the year 150,000 - Financial Asset - Crispin & Jeffery - SMSF 30 June 2026 $ 30 June 2025 $ Balance at the beginning of the year 415,226 512,258 Settlements 13,604 (120,055) Movement in Fair value (57,331) 23,023 Balance at the end of the year 371,499 415,226 Balance Outstanding on Acquisitions 30 June 2026 $ 30 June 2025 $ Balance at the beginning of the year 5,684,483 4,526,694 Additions 2,362,529 2,778,040 Settlements (3,695,169) (2,210,000) Movement in Fair value 44,203 589,749 Balance at the end of the year 4,396,046 5,684,483 Unquoted Equity Securities The fair value of unquoted equity securities – financial services sector consists of an investment purchased in FY18. The asset is measured based on a revenue multiple as a best practice for measuring Early-Stage entities. The key inputs in this valuation were revenue and the revenue multiple. The multiple used in the valuation at 30 June 2026 has been considered given underlying investments and expected returns on those investments. A revenue multiple of 4 times has been adopted and is considered reasonable (FY25: 6 times). Unquoted equity securities – financial services sector are classified as a Level 3 financial asset and are measured at fair value through profit and loss. A 5% increase (decrease) in the revenue utilised in the valuation would result in an increase (decrease) in fair value of $14,658. Financial Asset - Unit Trust The fair value of the unquoted unit trust investment relates to units held in the Civitas Doreen Unit Trust. The investment is classified as a Level 3 financial asset and measured at fair value through profit or loss. As the investment was acquired during the current financial year and there have been no significant changes in the underlying project or market conditions since acquisition, the Group has determined that cost represents the best estimate of fair value at 30 June 2026. 30. Financial Assets and Financial Liabilities (cont.) Financial Asset - Crispin & Jeffery - SMSF Crispin & Jeffery is classified as a Level 3 financial asset and is measured at fair value through profit and loss. The fair value technique used was an earning multiple approach. The key inputs in this valuation were earnings generated by the investment and the earnings multiple. The earnings multiple used in the valuation at 30 June 2026 was 5.5 times. A 5% increase (decrease) in the earnings multiple or underlying earnings would result in an increase (decrease) in fair value of $18,575. The fair valuation of Crispin & Jeffery – SMSF at 30 June 2026 resulted in a loss through the profit and loss of $57,331. Balance Outstanding on Acquisitions Please see Note 21 for details of the balance outstanding on acquisition of investments. 30d. Financial instruments risk management objectives and policies The Group’s principal financial liabilities comprise borrowings, trade and other payables, balances outstanding on the acquisition of investments. The main purpose of these financial liabilities is to finance the Group’s operations. The Group’s principal financial assets include loans, unquoted equity investments, trade and other receivables, and cash and cash equivalents. The Group is exposed to equity price risk, interest rate risk, credit risk and liquidity risk. The Group’s Board oversees the management of these risks. Interest rate risk Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Group’s exposure to the risk of changes in market interest rates relates primarily to the Group’s bank facility which has a floating interest rate. The Group monitors interest rates to assess the impact of changes in interest rates. The following table demonstrates the sensitivity to a reasonably possible change in interest rates on that portion of cash and cash equivalents, loans and borrowings affected. All interest bearing instruments have been included within this sensitivity. With all other variables held constant, the Group’s profit before tax is affected through the impact on floating rate cash and cash equivalents and borrowings, as follows: Effect on Group/ (loss) before tax 2026 1.00% increase in interest rates (205,898) 1.00% decrease in interest rates 205,898 2025 1.00% increase in interest rates (148,744) 1.00% decrease in interest rates 148,744 Equity risk The unlisted equity securities are susceptible to market price risk arising from uncertainties about future values of the investment securities. The Group manages the equity price risk through holding a relatively small proportion of its assets in unlisted equity securities. The acquisitions of any unlisted equity securities are required to be approved by the Board. Credit risk Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Group is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks and financial institutions and other financial instruments. Credit risk is managed primarily by monitoring receivables and the credit ratings of relevant banks and financial institutions. The credit risk relating to the loan to Directors was assessed by the Board when the related loans were entered. Liquidity risk Liquidity risk arises from the possibility that the Group may encounter difficulty in settling its debts or otherwise meeting its obligations related to financial liabilities. The Group manages liquidity risk by monitoring forecast cash flows and ensuring that adequate unutilised borrowing facilities are maintained.
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78 Prime Financial Group Full Year Report 2026 79 30. Financial Assets and Financial Liabilities (cont.) Excessive risk concentration Concentrations arise when a number of counterparties are engaged in similar business activities, or activities in the same geographical region, or have economic features that would cause their ability to meet contractual obligations to be similarly affected by changes in economic, political or other conditions. Concentrations indicate the relative sensitivity of the Group’s performance to developments affecting a particular industry. The Group does not have any significant concentrations of credit risk except for the loan to Director. 30d. Financial instruments risk management objectives and policies – continued The table below summarises the maturity profile of the Group’s financial liabilities based on contractual undiscounted payments: Years ended 30 June 2026 On demand Less than 3 months 3 to 12 months 1 to 5 years > 5 years Total Lease liabilities - 366,828 1,302,209 2,806,097 4,475,134 Interest-bearing loans and borrowings - 840,962 2,522,885 20,457,583 - 23,821,430 Balance outstanding on acquisition of investments - 2,057,304 781,478 1,557,264 - 4,396,046 Trade and other payables 4,922,372 - - - - 4,922,372 4,922,372 3,265,094 4,606,572 24,820,944 - 37 ,614,982 Years ended 30 June 2025 On demand Less than 3 months 3 to 12 months 1 to 5 years > 5 years Total Lease liabilities - 237,588 947,082 3,972,990 - 5,157,660 Interest-bearing loans and borrowings - 906,286 2,718,857 17,850,199 - 21,475,342 Balance outstanding on acquisition of investments - - 3,964,185 1,720,298 - 5,684,483 Trade and other payables 5,352,406 - - - - 5,352,406 5,352,406 1,143,874 7 ,630,124 23,543,487 - 37 ,669,891 1 July 2025 Coupon Cash flows Interest Changes in fair values Other 30 June 2026 Lease liabilities 4,590,416 (1,220,043) 275,740 - 476,353 4,122,466 Interest-bearing loans and borrowings 17,291,091 4,325,576 - - - 21,616,667 Total liabilities from financing activities 21,881,507 3,105,533 275,740 - 476,353 25,739,133 31. Parent Entity Disclosures 30 June 2026 $ 30 June 2025 $ (a) Statement of financial position Current assets 24,900,502 22,223,639 Non-current assets 40,609,467 40,188,648 Total assets 65,509,969 62,412,287 Current liabilities 20,209,713 17,140,056 Non-current liabilities 6,597,338 4,548,200 Total liabilities 26,807 ,051 21,688,256 Net assets 38,702,918 40,724,031 Contributed equity 80,236,112 77,639,442 Accumulated losses (41,533,194) (36,915,411) Total equity 38,702,918 40,724,031 (b) Statement of profit or loss and other comprehensive income Profit/(Loss) for the year 710,754 619,399 Total comprehensive income 710,754 619,399 Parent entity financial information - investments in subsidiaries, associates and joint venture entities Investments in subsidiaries, associates and joint venture entities are accounted for at cost in the financial statements of Prime. Dividends received from associates are recognised in the parent entity’s profit or loss when its right to receive the dividend is established. 32. Client Divestments The Fair Value $4,864,589 of the gross consideration potentially receivable in respect of the divestment of the Wealth Management, Insurance and Accounting and Business Advisory client portfolios has been recognised within Total Revenue from contracts with customers in the June 2026 Financial Report and is comprised of the following; • $1,368,528 gross consideration potentially receivable in respect of the Wealth Management client sale in December 2025 to Wellth Pty Ltd, recognised at its Fair Value of $1,171,110. • $549,734 gross consideration potentially receivable in respect of the Insurance client sale in December 2025 to Wellth Pty Ltd, recognised at its Fair Value of $527,356. • $582,783 gross consideration potentially receivable in respect of the Wealth Management client sale in June 2026 to Wellth Pty Ltd, recognised at its Fair Value of $492,650. • $2,347,403 gross consideration potentially receivable in respect of the Tax, Accounting and SMSF client sale in June 2026 to Prime LSA Pty Ltd, recognised at its Fair Value of $1,863,587. • $1,000,000 gross consideration potentially receivable in respect of the Wealth Management client sale in June 2026 to Smith Advisory Group Pty Ltd, recognised at its Fair Value of $809,886.
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80 Prime Financial Group Full Year Report 2026 81 33. Significant Events After Balance Date On 26 August 2026, the Directors of Prime Financial Group Ltd declared a final fully franked dividend on ordinary shares in respect of the FY26 financial year. The total amount of the dividend is $2,457,769 which represents a fully franked dividend of 0.92 cents per share. The dividend has not been provided for in the 30 June 2026 financial statements. Except for the items above, there are no matters or circumstances which have arisen since the end of the financial period, that have significantly affected, or may significantly affect the operations of the Group, or the state of affairs of the Group in future periods. Directors’ Declaration 1. The Financial Statements and Notes, as set out on pages 34 to 80, are in accordance with the Corporations Act 2001 and; (a) comply with Accounting Standards, the Corporation Act 2001, and other mandatory professional reporting requirements; (b) give a true and fair view of the financial position as at 30 June 2026 and of the performance for the year ended on that date of the consolidated group; and (c) the attached financial statements are in compliance with international Financial Reporting Standards, as stated in Note 2 to the financial statements. 2. The Managing Director and Chief Executive Officer, and Company Secretary have each declared that: (a) The financial records of the company for the financial year have been properly maintained in accordance with s286 of the Corporations Act 2001; (b) The Financial Statements and Notes for the financial year comply with the Accounting Standards; and (c) The Financial Statements and Notes for the financial year give a true and fair view. (d) The consolidated entity disclosure statement required by section 295(3A) of the Corporations Act is true and correct. In the Directors’ opinion there are reasonable grounds to believe that Prime Financial Group Ltd will be able to pay its debts as and when they become due and payable. This declaration is made in accordance with a resolution of the Board of Directors. Simon Madder Managing Director & Chairman Melbourne, 26 August 2026
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82 Prime Financial Group Full Year Report 2026 83 Independent Auditor’s Report Independent Auditor’s Report A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation Ernst & Young 8 Exhibition Street Melbourne VIC 3000 Australia GPO Box 67 Melbourne VIC 3001 Tel: +61 3 9288 8000 Fax: +61 3 8650 7777 ey.com/au Independent auditor’s report to the members of Prime Financial Group Limited Report on the audit of the financial report Opinion We have audited the financial report of Prime Financial Group Limited (the Company) and its subsidiaries (collectively the Group), which comprises the consolidated statement of financial position as at 30 June 2026, the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, notes to the financial statements, including material accounting policy information, the consolidated entity disclosure statement and the directors’ declaration. In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including: a. Giving a true and fair view of the consolidated financial position of the Group as at 30 June 2026 and of its consolidated financial performance for the year ended on that date; and b. Complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to audits of the financial report of public interest entities in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Key audit matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial report of the current year. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context. We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial report section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the financial report. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying financial report. A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation Page 2 Goodwill and intangible assets Why significant How our audit addressed the key audit matter The Group has recognised $68 million of goodwill and other intangibles, which collectively represent 62% of its total assets. These assets are the result of acquisitions undertaken in the current and previous period. The Group performs an annual impairment assessment, or more frequently if there is an indicator that goodwill may be impaired. This assessment involves a comparison of the carrying value of the Cash Generating Unit (CGU) with its recoverable amount. The Group has used a discounted cash flow model to estimate the recoverable amount of the assets. The impairment assessment involves significant estimates and assumptions including: Determination of Cash Generating Units (CGUs); Forecast cash flows, including assumptions regarding revenue and expense growth; Terminal growth rates; and Discount rates These assumptions are subject to estimation uncertainty, with potential changes in assumptions leading to changes in the recoverable value of the asset. Accordingly, we considered this to be a key audit matter. The Group has disclosed in Notes 2.3(e) and Note 15 to the financial statements the methodology and significant assumptions used in the impairment assessment of goodwill and the results of the impairment assessment. Our audit procedures in conjunction with our valuation specialists included the following: Assessed whether management’s impairment testing methodology met the requirements of Australian Accounting Standards; Tested the mathematical accuracy of the impairment testing model; Assessed whether the forecast cash flows were consistent with the most recent Board approved cash flow forecasts; Assessed the historical accuracy of the Group’s previous forecasts by performing a comparison of historical forecasts to actual results; Assessed the appropriateness of key assumptions, such as the discount rates and long-term growth rates, including performing our own sensitivity analyses around these key assumptions; and Assessed the Group’s determination of the CGUs to which goodwill is allocated. We also assessed the adequacy and appropriateness of the disclosures included in the notes to the financial statements. Business Combination Why significant How our audit addressed the key audit matter During FY26, Prime finalised the purchase price allocation ("PPA") for the acquisition of Lincoln Indicators Pty Ltd, completed in FY25. As part of this process, management identified and separately recognised three identifiable intangible assets comprising customer relationships, investment manager rights, and intellectual property and brand, which were previously included within provisional goodwill balances. Management also recognised the associated deferred tax impacts arising from the fair value adjustments recognised on acquisition (including the deferred tax liability / CRIA adjustment associated with the recognised intangible assets). The finalisation of the PPA required significant judgement in: Identifying separately identifiable intangible assets; Determining the fair value of those intangible assets; Our audit procedures included the following: Assessed the purchase price accounting with reference to the signed sale and purchase agreements relating to the business combination; Involved our valuation specialists to assess management's identification and valuation of the separately identifiable intangible assets recognised as part of the finalisation of the purchase price allocation, including customer relationships, investment manager rights and intellectual property and brand assets; Tested the fair value of acquired assets and liabilities, including the related deferred tax balances arising from fair value adjustments recognised on acquisition; Involved our IFRS technical specialists to assess the appropriateness of the accounting treatment, including the reclassification of balances arising from the finalisation of the purchase price allocation, and to evaluate whether the business
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84 Prime Financial Group Full Year Report 2026 85 Independent Auditor’s Report Independent Auditor’s Report A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation Page 3 Why significant How our audit addressed the key audit matter Determining the fair value of other net assets acquired, including related deferred tax balances; Determining the residual goodwill balance; and Assessing total consideration transferred, including deferred consideration components. Given the significant judgement involved in valuing the acquired intangible assets and determining the related deferred tax impacts, we considered this to be a key audit matter. Accordingly, we considered this to be a key audit matter. combination disclosures in Note 4 and the related impacts on the statement of financial position and statement of profit or loss were consistent with the requirements of Australian Accounting Standards. Information other than the financial report and auditor’s report thereon The directors are responsible for the other information. The other information comprises the information included in the Company’s 2026 Annual Report other than the financial report and our auditor’s report thereon. Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance conclusion thereon, with the exception of the Remuneration Report and our related assurance opinion. In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated. 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. Responsibilities of the directors for the financial report The directors of the Company are responsible for the preparation of: ► The financial report (other than the consolidated entity disclosure statement) that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001; and ► The consolidated entity disclosure statement that is true and correct in accordance with the Corporations Act 2001; and for such internal control as the directors determine is necessary to enable the preparation of: ► The financial report (other than the consolidated entity disclosure statement) that gives a true and fair view and is free from material misstatement, whether due to fraud or error; and ► The consolidated entity disclosure statement that is true and correct and is free of misstatement, whether due to fraud or error. A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation Page 4 In preparing the financial report, the directors are responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters relating to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so. Auditor’s responsibilities for the audit of the financial report Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor ’s 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 the Australian Auditing Standards 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 this financial report. As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgment and maintain professional scepticism throughout the audit. We also: ► Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. ► Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control. ► Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors. ► Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern. ► Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and whether the financial report represents the underlying transactions and events in a manner that achieves fair presentation. ► Plan and perform the Group audit to obtain sufficient appropriate audit evidence regarding the financial information of the business units within the Group as a basis for forming an opinion on the Group financial report. We are responsible for the direction, supervision and review of the audit work performed for the purposes of the Group audit. We remain solely responsible for our audit opinion.
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86 Prime Financial Group Full Year Report 2026 87 Independent Auditor’s Report ASX Additional Information Additional information required by the Australian Securities Exchange and not shown elsewhere in this report is presented below. This information is current as at 30 June 2026. (a) Distribution of equity securities Ordinary share capital – 268,102,282 fully paid ordinary shares are held by 1,333 individual shareholders. The number of shareholders, by size of holding, in each class of share are: Ordinary Shares Category (size of holding) No. of holders No. of shares 1 - 1,000 72 27,846 1,001 - 5,000 241 767,533 5,001 - 10,000 188 1,516,724 10,001 - 100,000 553 21,311,229 100,001 over 279 244,478,950 Total 1,333 268,102,282 (b) Twenty largest shareholders The names of the twenty largest holders of quoted shares are: Listed Ordinary Shares Name Number of shares % of ordinary shares 1 DOMAIN INVESTMENT (MELBOURNE) PTY LTD 18,667,272 6.96 2 KIUT INVESTMENTS PTY LTD <KEPPEL INVESTMENTS UNIT A/C> 13,145,188 4.90 3 GOGORM SUPER PTY LTD <GOGORM SUPER FUND A/C> 13,105,329 4.89 4 SM CHATSWORTH INVESTMENTS PTY LTD <MADDER INVESTMENT A/C> 9,302,326 3.47 5 BNP PARIBAS NOMINEES PTY LTD <PITCHER PARTNERS> 7,750,000 2.89 6 ROCKSLIDE PTY LTD <ROCKSLIDE A/C> 7,665,184 2.86 7 WILLOUGHBY CAPITAL PTY LTD <WILLOUGHBY CAPITAL A/C> 6,400,000 2.39 8 PRUDENCE MAREE DALTON + HARLEY LEONARD DALTON <DALTON FAMILY A/ C> 5,185,454 1.93 9 CULVERWOOD SUPERANNUATION PTY LTD <CULVERWOOD A/C> 4,773,457 1.78 10 SONNING ROAD PTY LTD <PSB SUPERANNUATION FUND A/C> 4,467,142 1.67 11 CITICORP NOMINEES PTY LIMITED 4,440,922 1.66 12 MR PETER WATSON 4,400,000 1.64 13 HISHENK PTY LTD 4,200,000 1.57 14 ASCENSION BUSINESS INVESTMENTS PTY LTD <ASCENSION BUSINESS INV A/ C> 4,128,571 1.54 15 EQUITY PLAN SERVICES PTY LTD 4,074,502 1.52 16 MR MATTHEW SHAYNE KEOHAN SMITH + MS SASHA KIMBERLEY SMITH <THE SMITH FAMILY S/F A/C> 3,793,660 1.42 17 PLUTUS CAPITAL PTY LTD <HARRISON FAMILY A/C> 3,687,174 1.38 18 LOCH VENTURES PTY LTD <LOCH VENTURES FAMILY A/C> 3,655,001 1.36 19 DMX CAPITAL PARTNERS LIMITED 3,516,582 1.31 20 EMERALD SHARES PTY LIMITED <EMERALD UNIT A/C> 3,450,000 1.29A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation Page 5 We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied. From the matters communicated to the directors, we determine those matters that were of most significance in the audit of the financial report of the current year and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. Report on the audit of the Remuneration Report Opinion on the Remuneration Report We have audited the Remuneration Report included in pages 18 to 25 of the directors’ report for the year ended 30 June 2026. In our opinion, the Remuneration Report of Prime Financial Group Limited for the year ended 30 June 2026, complies with section 300A of the Corporations Act 2001. Responsibilities The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. Ernst & Young John MacDonald Partner Melbourne 25 August 2026
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88 Prime Financial Group Full Year Report 2026 89 ASX Additional Information (cont.) (c) Voting rights All ordinary shares (whether fully paid or not) carry one vote per share without restriction. Corporate Information Prime Financial Group Ltd ABN 70 009 487 674 Head Office A Level 17, HWT Tower 40 City R oad Southbank VIC 3006 T (03) 9827 6999 F 1800 265 374 W www.primefinancial.com.au Directors S. Madder, Managing Director & Chairman T. Bennett, Executive Director M. Murphy, Non-Executive Director A. Slingsby, Independent Non-Executive Director Company Secretary A. Sanders Registered Office & Principal Place of Business A Level 17, HWT Tower 40 City R oad Southbank VIC 3006 T (03) 9827 6999 F 1800 265 374 Solicitors Holman Fenwick Willan Bankers Westpac Banking Corporation Share Register Computershare Investor Services Yarra Falls 452 Johnston Street Abbotsford VIC 3067 Auditors Ernst & Young 8 Exhibition Street Melbourne VIC 3000
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VIC Level 17, HWT Tower, 40 City Road, Southbank VIC 3006 NSW Suite 16.01a, Level 16, 180 George Street, Sydney NSW 2000 QLD Level 6, 100 Creek Street, Brisbane QLD 4000 P E W 1800 317 005 enquiry@primefinancial.com.au www.primefinancial.com.au PrimeFinancialGroup