HTOO Fusion Fuel Green PLC

“The financial information for the year ended December 31, 2025 included in this Item 5 has been restated; see the Explanatory Note to this Annual Report and Note 5 to our consolidated financial statements.”

“This material weakness resulted in the restatement of our consolidated financial statements for the fiscal year ended December 31, 2025 described in the Explanatory Note to this Annual Report.”

“Due to the material weakness in our internal control over financial reporting as described above, our management concluded that our internal control over financial reporting was not effective as of December 31, 2025.”

“We, in connection with the preparation of our consolidated financial statements for the fiscal year ended December 31, 2025, identified the following material weakness: Insufficient accounting staffing and a resulting lack of segregation of duties within our finance function.”

“As a result of this acquisition, as of December 31, 2025, our goodwill and intangible assets were approximately 24.2 million, or 75% of total assets (as restated).”

“As of December 31, 2025, we had outstanding indebtedness (excluding lease liabilities) totaling approximately 13.1 million, compared to total cash of approximately 0.575 million and 2025 comprehensive loss of approximately 7.3 million (as restated).”

“During the course of the audit of our consolidated financial statements, we identified a material weakness in our internal control over financial reporting.”

“On September 25, 2026, the Audit Committee of the Board of Directors of the Company, after discussion with the Company s management and with Bush & Associates CPA LLC, the Company s independent registered public accounting firm, concluded that the Company s previously issued consolidated financial statements for the year ended December 31, 2025 should no longer be relied upon and should be restated.”