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Aebi Schmidt Holding AG

For the period ended Sep 30, 2025. Filed Nov 13, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 13, 2025

AEBI$11.41+2.1%Stored close · as of Nov 9, 2026

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Item 6. Exhibits

(a)Exhibits. The following exhibits are filed as a part of this Quarterly Report on Form 10-Q:

Exhibit No.Document
2.1Agreement and Plan of Merger, dated as of December 16, 2024, by and among The Shyft Group, Aebi Schmidt Holding AG, ASH US Group, LLC, and Badger Merger Sub, Inc. (incorporated by reference from Exhibit 2.1 to the Company's Registration Statement on Form S-4 filed on May 12, 2025 (File No. 333-286373) #
3.1Amended Articles of Association of Aebi Schmidt Holding AG, effective as of July 1, 2025 (incorporated by reference from Exhibit 3.1 to Aebi Schmidt’s Current Report on Form 8-K filed July 1, 2025)
3.2Organizational Regulations of the Company, effective as of July 1, 2025 (incorporated by reference from Exhibit 3.2 to Aebi Schmidt’s Current Report on Form 8-K filed July 1, 2025)
10.1Credit Facilities Agreement dated March 10, 2025, by and among the Company as original borrower and original guarantor, certain subsidiaries of the Company as original obligors, UBS Switzerland AG as mandated lead arranger, agent, security agent and original lender, Zürcher Kantonalbank as lead arranger and original lender, and the other lenders party thereto (incorporated by reference from Exhibit 10.1 to Aebi Schmidt’s Current Report on Form 8-K filed July 1, 2025) #
10.2Relationship Agreement, by and among the Company, PCS Holding AG and Peter Spuhler, dated as of July 1, 2025 (incorporated by reference from Exhibit 10.2 to Aebi Schmidt’s Current Report on Form 8-K filed July 1, 2025)
10.3Relationship Agreement, by and among the Company and Gebuka AG, dated as of July 1, 2025 (incorporated by reference from Exhibit 10.3 to Aebi Schmidt’s Current Report on Form 8-K filed July 1, 2025)
10.4Relationship Agreement, by and among the Company and Barend Fruithof, dated as of July 1, 2025 (incorporated by reference from Exhibit 10.4 to Aebi Schmidt’s Current Report on Form 8-K filed July 1, 2025)
10.5Registration Rights Agreement, by and between the Company and PCS Holding AG, Peter Spuhler and Gebuka AG, dated as of July 1, 2025 (incorporated by reference from Exhibit 10.5 to Aebi Schmidt’s Current Report on Form 8-K filed July 1, 2025)
10.6Second Amended and Restated Shareholder Loan Agreement (2015) by and between the Company and PCS Holding AG, dated as of June 26, 2025 (incorporated by reference from Exhibit 10.6 to Aebi Schmidt’s Current Report on Form 8-K filed July 1, 2025)

Index

10.7Second Amended and Restated Shareholder Loan Agreement (2018) by and between the Company and PCS Holding AG, dated as of June 26, 2025 (incorporated by reference from Exhibit 10.7 to Aebi Schmidt’s Current Report on Form 8-K filed July 1, 2025)
10.8Second Amended and Restated Shareholder Loan Agreement (2015) by and between the Company and Gebuka AG (2015), dated as of June 26, 2025, (incorporated by reference from Exhibit 10.8 to Aebi Schmidt’s Current Report on Form 8-K filed July 1, 2025)
10.9Second Amended and Restated Shareholder Loan Agreement (2018) by and between the Company and Gebuka AG, dated as of June 26, 2025 (incorporated by reference from Exhibit 10.9 to Aebi Schmidt’s Current Report on Form 8-K filed July 1, 2025)
10.10Subordination Agreement, by and between the Company and UBS Switzerland AG and PCS Holding AG, dated as of June 26, 2025 (incorporated by reference from Exhibit 10.10 to Aebi Schmidt’s Current Report on Form 8-K filed July 1, 2025)
10.11Subordination Agreement, by and between the Company and UBS Switzerland AG and Gebuka AG, dated as of June 26, 2025 (personal information redacted) (incorporated by reference from Exhibit 10.11 to Aebi Schmidt’s Current Report on Form 8-K filed July 1, 2025)
31.1Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act
31.2Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act
32Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act
101.INSInline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

Schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. Aebi Schmidt agrees to furnish supplementally a copy of any omitted attachment to the Securities and Exchange Commission on a confidential basis upon request.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.