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Navigator Holdings Ltd.

03/12/2026 | Press release | Distributed by Public on 03/12/2026 14:43

Annual Report for Fiscal Year Ending December 31, 2025 (Form 20-F)

Item 5

Operating and Financial Review and Prospects


			A.			Operating Results

You should read the following discussion of our financial condition and operating results in conjunction with our audited consolidated financial statements and related notes included elsewhere in this annual report. Among other things, those consolidated financial statements include more detailed information regarding the basis of presentation for the following information. The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles, or "U.S. GAAP," and are presented in U.S. Dollars unless otherwise indicated. Any amounts converted from another non-U.S. currency to U.S. Dollars in this annual report were converted at the rate applicable at the relevant date, or the average rate during the applicable period.

Overview

On December 31, 2025 we were the owner and operator of 57 liquefied gas carriers, which includes the world's largest fleet of handysize liquefied gas carriers. We also own a 50% share in an Ethylene Export Terminal at Morgan's Point, Texas on the Houston Ship Channel through our Export Terminal Joint Venture. We provide international and regional seaborne transportation services of petrochemical gases, LPG and ammonia for energy companies, industrial users and commodity traders. These gases are transported in liquefied form, by applying cooling and/or pressure, to reduce volume by up to 900 times depending on the cargo, making their transportation more efficient and economical.

We operate in one business segment. As of December 31, 2025, we owned and operated 57 vessels, eight of which were commercially managed through the independent Unigas Pool, and we commercially managed the other 49 vessels employing them under a combination of time charters, COA's and voyage charters on the spot market. As of December 31, 2025, 29 vessels were employed under time charters (December 31, 2024: 32 vessels), onewas employed under a contract of affreightment (December 31, 2024: one vessel) and 19 were employed in the spot market (December 31, 2024: 14 vessels). Our 49 operated vessels earned an average time charter equivalent rate of approximately $30,110 per vessel per day ($915,832 per vessel per calendar month) during the year ended December 31, 2025, compared to approximately $28,826 per vessel per day ($876,776 per vessel per calendar month) for the year ended December 31, 2024.

Our Ethylene Export Terminal, owned by the Export Terminal Joint Venture, includes an ethylene cryogenic storage tank with a capacity of 30,000 tons, and has the capacity to export approximately 1.55 million tons of ethylene per year and load ethylene-capable gas carriers at rates of 1,000 tons per hour. Since January 2026, two new offtake contracts related to the Ethylene Export Terminal's available ethylene volumes have been signed by new customers, and we continue to expect that additional capacity will be contracted during 2026. Until further offtake contracts are signed, volumes will be sold and made available on a spot contract basis.

Fleet Renewal

On August 23, 2024, the Company entered into contracts to build the Original Two Newbuild Vessels. As part of the agreements then made, the Company held an option to build two additional vessels of the same specification and price. On November 21, 2024, the Company exercised the option and entered into contracts to build the Additional Two Newbuild Vessels. The total Four Ethylene Newbuild Vessels are scheduled to be delivered to the Company in March 2027, July 2027, November 2027 and January 2028 respectively, at an average shipyard price of $102.9 million per vessel. The Four Ethylene Newbuild Vessels will be able to carry a wide variety of gas products, ranging from complex petrochemical gases, including ethylene and ethane, to LPG and clean ammonia. Additionally, the Four Ethylene Newbuild Vessels will be fitted with dual-fuel engines for ethane, a low-carbon intensity transitional fuel, and made retrofit-ready for using ammonia as a fuel in the future, and additionally they will be capable of transiting through both the former and the new Panama Canal locks, providing enhanced flexibility.

The Company expects to finance the cost of the Four Ethylene Newbuild Vessels using debt and cash on hand, and the Company is well-progressed with arranging such third-party debt finance for all of the four vessels. The Company has signed a short-term time charter contract for one of its Four Ethylene Newbuild Vessels.

Hyperionfor $27.4 million. On February 24, 2025, the Company acquired the second of the Purchased Vessels, now renamed Navigator Titanfor $27.4 million. On March 17, 2025, the Company acquired the third of the Purchased Vessels, now renamed Navigator Vesta, for $29.2 million.

On February 7, 2025, the Company entered into a $74.6 million Senior Secured Term Loan (the "February 2025 Facility") with Nordea Bank Abp, to partially finance the purchase price of the three Purchased Vessels and used cash on hand to pay the remainder of the purchase price. The February 2025 Facility is initially non-amortizing, bears interest at a rate of Term SOFR plus 180 basis points and matures after 18 months. At that time, the borrower has an option to extend the February 2025 Facility for a further 18 months on payment of a $25 million balloon. Should the borrower take the extension option the February 2025 Facility will become amortizing with repayments made on the basis of an age-adjusted 20 to 0 years repayment profile and bear interest at Term SOFR plus 180 basis points.

On July 17, 2025, the Company announced that it had entered into a joint venture agreement with Amon Gas. The Amon Joint Venture intends to acquire two newbuild 51,530 cubic-meter capacity ammonia-fueled, ice-class, liquefied ammonia carriers, which will also be capable of carrying liquefied petroleum gas ("the Two Ammonia Newbuild Vessels"). On December 31, 2025, the Company owned 61% of the Amon Joint Venture, and Amon Gas owned 39%. Under the terms and conditions of the investment, the Company expects to own 79.5% of the Amon Joint Venture and Amon Gas expects to own 20.5% when the vessels are delivered in 2028.

The Amon Joint Venture has entered into contracts with Nantong CIMC Sinopacific Offshore & Engineering Co., Ltd. to build the Two Ammonia Newbuild Vessels, with deliveries scheduled to take place in June and October 2028 respectively, at an average yard price of $87 million per vessel. Each of the Two Ammonia Newbuild Vessels has been awarded a NOK 90 million (approx. $9 million) investment grant from the Norwegian government agency Enova to be drawn down in accordance with the agreed terms over the course of the vessels' construction period. In addition to the Enova Grant, it is expected that the Amon Joint Venture will finance the remainder of the purchase price of the Two Ammonia Newbuild Vessels through commercial bank finance, with the remainder sourced from capital contributions from the Company and Amon Gas. The Company expects to finance its share of the capital contributions from available cash resources.

Once delivered, subject to customary conditions, each of the Two Ammonia Newbuild Vessels is expected to be operated by the Amon Joint Venture pursuant to a five-year time charter with Yara International ASA ("Yara").

During 2025, the Company sold two vessels, Navigator Venus,a 2000-built 22,085 cbm ethylene-capable semi-refrigerated handysize vessel and Navigator Gemini,a 2009-built 20,750 cbm semi-refrigerated handysize vessel.

Legal Overview

The Company in 2026 intends to seek shareholder approval in connection with a potential change in its corporate domicile from the Marshall Islands to England and Wales (the "Company Redomiciliation"). In connection with the Company Redomiciliation, the Company also has plans to redomicile various of its subsidiaries to England and Wales and / or Denmark and has formed new English and Danish subsidiaries and plans to move applicable assets of its various subsidiaries to the newly formed entities (the "Subsidiary Redomiciliations" and, together with the Company Redomiciliation, the "Redomiciliations"). The Company expects that the Redomiciliations will better align the Company's corporate structure with its current and future business activities and financing plans. Our Board of Directors (the "Board") has not yet approved the Company Redomiciliation, which will also need to be put before a meeting of the Company's shareholders. If shareholder approval of the Company Redomiciliation is received and the Redomiciliations are ultimately completed, we do not expect that the Redomiciliations will have a material impact on our employees, our day-to-day business and operations, or our services to customers. We do not yet know when the Company Redomiciliation will be presented to the Company's shareholders, if at all. However, we have been working to present the matter to the Company's shareholders at our next Annual General Meeting, which we expect to take place in or around June 2026.Nothing in this report should be construed as an offer to sell, or the solicitation of an offer to buy, any securities in connection with the potential Redomiciliations, nor an agreement or promise that any redomiciliation will occur, nor is it a solicitation of any vote, consent or approval in connection with the potential Company Redomiciliation.

If the planned Company Redomiciliation is not completed on the expected schedule, or if the planned Company Redomiciliation is not completed at all, trading in our common stock could be negatively affected. The market prices of our common stock currently and in the period prior to completion of the Company Redomiciliation (or failing to complete the Company Redomiciliation) may reflect a market assumption that the Company Redomiciliation will be completed. If the Company Redomiciliation is not completed, this could result in a negative perception by the stock market of the Company generally and a decline in the market price of our common stock.

In February 2025, as part of an investigation into allegations of corruption, Muhamad Kerry Adrianto and certain other business partners and executives of PT Pertamina (Persero), Indonesia's state-owned energy company ("Pertamina"), were arrested by Indonesian authorities. The allegations relate to the mismanagement of crude oil and oil refinery products at Pertamina between 2018 and 2023. The legal proceedings linked with the investigation by local authorities relating to nine individuals concluded in February 2026, with all nine defendants being found guilty. Mr. Adrianto was given a custodial sentence of 15 years, a fine of around $60,000 and an order to pay compensation of approximately $173 million. On March 5, 2026, Mr. Adrianto lodged an appeal to his sentence with the High Court in Indonesia and we continue to monitor developments.

Mr Adrianto served as a director of PTNK, our Indonesian joint venture, until September 2025 when he was replaced as a director of PTNK.

We continue to believe that the events surrounding Mr. Adrianto will not have a material impact on the Company or our operations.

Separately and following the natural cessation of the Company's PTNK business in Indonesia on expiry of the last remaining time charter contract on February 15, 2025, Navigator Arieswas sold to an entity under common control of the Company on October 1, 2025, in order to continue operating within the group's ordinary fleet. On January 6, 2026,Navigator Plutowas sold to an entity under common control of the Company in order to continue operating within the group's ordinary fleet. On December 31, 2025, two unencumbered vessels in our fleet and approximately $39.5 million cash, which is recorded as restricted cash, were owned by PTNK. The vessels were previously on time charter for the transportation of liquefied petroleum gas within Indonesia, the last and most recent of which expired by its terms in February 2025.

Vessel Contracts

We generate revenue by providing seaborne transportation services to customers pursuant to the following five types of contractual relationships:

Time Charters. A time charter is a contract under which a vessel is chartered for a defined period of time at a fixed daily or monthly rate. Under time charters, we are responsible for providing crewing and other vessel operating services, the cost of which is intended to be covered by the fixed rate, while the customer is responsible for substantially all of the voyage expenses, including any bunker fuel consumption, port expenses and canal tolls. 10 of our 29 time charters at December 31, 2025 are for charters exceeding 12 months. For the year ended December 31, 2025 approximately 66.9% of our revenue was generated pursuant to time charters, compared to approximately 65.8% for the year ended December 31, 2024.

Voyage Charters. A voyage charter or spot charter is a contract, typically for shorter intervals, for transportation of a specified cargo between two or more designated ports. This type of charter is priced on a current or "spot" market rate, typically on a price per ton of product carried rather than a daily or monthly rate. Under voyage charters, we are responsible for all of the voyage expenses in addition to providing the crewing and other vessel operating services. Petrochemical gases have typically been transported pursuant to voyage charters, as the seaborne transportation requirements of petrochemical product traders have historically resulted from a particular product arbitrage at a point in time. For the year ended December 31, 2025, approximately 31.1% of our revenue was generated pursuant to voyage charters, compared to approximately 32.1% for the year ended December 31, 2024.

Contracts of Affreightment. A contract of affreightment ("COA") is a contract to carry specified quantities of cargo, usually over prescribed shipping routes, on a fixed price per ton basis (often subject to fuel price or other adjustments) over a defined period of time. As such, a COA essentially consists of a number of voyage charters to carry a specified amount of cargo over a specified time period which can span several months or potentially years, typically without prescribing which vessel must undertake the carriage of which cargo. Similar to a voyage charter, we are typically responsible for all voyage expenses in addition to providing all crewing and other vessel operating services when trading under a COA. For the year ended December 31, 2025, approximately 2.0%of our revenue was generated pursuant to COAs, compared to approximately 2.1% for the year ended December 31, 2024.

Unigas Pool. Revenue from the Unigas Pool represents our share of pool net revenues earned from our vessels operating within the independent commercially managed Unigas Pool, based on agreed pool points. For the year ended December 31, 2025, Unigas Pool revenues represented approximately 8.3% of our total operating revenues compared to approximately 9.7% for the year ended December 31, 2024.

Vessels operating on time charters and longer-term COAs provide more predictable cash flows but can potentially yield lower profit margins than vessels operating in the spot charter market during periods of favorable market conditions. Accordingly, as a result of a portion of our fleet being committed on time charters and COAs, we will be unable to take full advantage of improving charter rates to the same extent as we couldif our vessels were employed only on spot charters. Conversely, vessels operating in the spot charter market generate revenue that is less predictable, but they may enable us to capture increased profit margins during periods of improving charter rates. However, operating in the spot charter market exposes us to the risks of declining vessel charter rates and relatively lower utilization rates as compared to time charters and certain COAs, which may have a materially adverse impact on our financial performance. Notwithstanding these risks, we believe that providing liquefied gas transportation services in the spot charter market is important, as it provides us with greater insight into market trends and opportunities.

We believe that the size and versatility of our fleet, which enables us to carry the broadest set of liquefied gases across a diverse range of conditions and geographies, together with our track record of operational excellence, positions us as the partner of choice for many companies requiring seaborne liquefied gas transportation and distribution solutions. In addition, we believe that the versatility of our fleet affords us opportunities not available to many of our competitors, thereby providing us with opportunities to increase utilization and profitability. We seek to enhance our returns through a flexible, customer-driven chartering strategy that combines a base of time charters and COAs with more opportunistic, spot voyage charters.

Important Financial and Operational Terms and Concepts

We use a variety of financial and operational terms and concepts in the evaluation of our business and operations. These include the following:

Operating Revenues. Our operating revenues include revenue from time charters, spot or voyage charters, COA's and pool arrangements. Operating revenues are affected by the mix of business between time charters, voyage charters and pool arrangements, as well as charter rates and the number of days each vessel operates. Rates for voyage charters are more volatile as they are typically tied to prevailing market rates at the time of the voyage. Historically, voyage charters have usually represented a smaller proportion of our annual operating revenue, but this can change as we transport more petrochemicals, including ethylene, typically by voyage charters or COAs.

Brokerage Commissions. Brokerage commissions are costs remitted to shipping brokers for arranging business between us and our customers for our vessels and are typically calculated as a percentage of charter hire.

Voyage Expenses. Voyage expenses are all expenses unique to a particular voyage, principally bunker fuel consumption, port expenses and canal tolls. Voyage expenses are paid by the shipowner under voyage charters and contracts of affreightment and by the charterer under time charters. The gross revenue received by the shipowner under voyage charters and COAs is higher than that received under comparable time charters so as to compensate the shipowner for bearing all voyage expenses. As a result, our operating revenues and voyage expenses may vary significantly depending on our mix of time charters, voyage charters and COAs.

Vessel Operating Expenses. Vessel operating expenses are expenses that are not unique to a specific voyage in operating the vessel. Vessel operating expenses include crew wages and related costs, the cost of insurance, expenses relating to repairs and maintenance, the cost of spares and consumable stores, tonnage taxes and other miscellaneous expenses. Our vessel operating expenses will increase as the age of our fleet increases. Other factors that are beyond our control may also cause these expenses to increase, including developments relating to market prices for insurance and crewing costs.

In connection with providing us with technical management for our fleet, NMM and PGS receive crewing and technical management fees of approximately $0.2 million per vessel per year, which fees are considered to be vessel operating expenses. Certain vessels which are under in-house technical management have the crewing function managed by one of our third-party technical managers for a fee. Our technical and crew management agreements continue until terminated on at least three months' notice by either party, subject to certain exceptions. As of December 31, 2025, we managed 38 of thevessels in our fleet in-house.

Depreciation and Amortization. Depreciation and amortization expense consists of:

•charges related to the depreciation of the historical cost of our fleet (or the revalued amount), less the estimated residual value of our vessels, calculated on a straight-line basis over their useful life, which is estimated to be 25 years; and

•charges related to the amortization of capitalized drydocking expenditures relating to our fleet over the period between drydockings.

General and Administrative Costs. General and administrative costs principally consist of the costs incurred in operating our London, Copenhagen, Gdynia, Houston and Manila offices, which manage our chartering, operations, technical management, accounting and administrative functions; our advisors' services, including ongoing internal and external audit costs, taxation, legal and corporate services; and certain costs and expenses attributable to our board of directors. Please read "Item 4-Information on the Company-Business Overview-Commercial Management of the Fleet." We incur additional expenses as a result of being a publicly-traded corporation, including costs associated with maintaining internal controls, quarterly and annual reports to shareholders and SEC filings, investor relations and NYSE annual listing fees. We may also grant equity compensation that couldresult in an expense to us. Please read "Item 6-Directors, Senior Management and Employees-Compensation-Equity Compensation Plans-2013 Long-Term Incentive Plan and equity Compensation Plans-2023 Long-Term Incentive Plan."

Net Other income.Net Other income consists of single, non-recurring receipts of a one-off nature and does not form part of ongoing operating income or expense.

Interest expense and interest income.Interest expense depends on our level of borrowings and may also change with prevailing interest rates, although our interest rate swaps or other derivative instruments may reduce the effect of these changes. Interest income will depend on prevailing interest rates and the level of our cash deposits and restricted cash deposits.

Drydocking. We must periodically drydock each of our vessels for repairs and maintenance, for inspection of the underwater parts of the vessel that cannot be performed while the vessels are operating, and for any modifications to comply with industry certification or regulatory requirements. We are required to drydock a vessel once every five years until it reaches 15 years of age, after which we are required to drydock the applicable vessel approximately every two and a half years.

We capitalize costs associated with the drydockings in accordance with U.S. GAAP and amortize these costs on a straight-line basis over the period to the next scheduled drydocking of the vessel. Costs incurred during the drydocking period which relate to routine repairs and maintenance are expensed as incurred. The number of drydockings undertaken in a given period and the nature of the work performed determine the level of drydocking expenditures.

Ownership Days. We define ownership days as the aggregate number of days in a period that each vessel in our fleet is owned by us. Ownership days are an indicator of the size of our fleet over a period and the potential amount of revenue and expenses that we may record in a period.

Available Days. We define available days as ownership days less aggregate offhire days associated with major scheduled maintenance, which principally includes drydockings, special or intermediate surveys, vessel upgrades or major repairs. We use available days to measure the number of days in a period that our operated vessels should be capable of generating revenue.

Earning Days. We define earning days as available days less the aggregate number of days that our operated vessels are not generating revenue, which includes idle days and offhire days for any reason other than major scheduled maintenance. We use earning days to measure the aggregate number of days in a period that our operated vessels are servicing our customers.

Fleet Utilization. We define fleet utilization as the total number of earning days in a period divided by the total number of available days during that period.

Time Charter Equivalent. Time Charter Equivalent ("TCE") is a measure of the average daily revenue performance of a vessel. TCE is not calculated in accordance with U.S. GAAP. For all charters, we calculate TCE by dividing total operating revenues (excluding collaborative arrangements and revenues from the Unigas Pool), less any voyage expenses (excluding collaborative arrangements), by the number of earning days for the relevant period. TCE rates exclude the effects of the collaborative arrangements, as earning days and fleet utilization, on which TCE rates are based, are calculated for our owned vessels, and not an average of all pool vessels. Under a time charter, the charterer pays substantially all of the vessel voyage related expenses, whereas for voyage charters, also known as spot market charters, we pay all voyage expenses. TCE is a shipping industry performance measure used primarily to compare period-to-period changes in a company's performance despite changes in the mix of charter types (i.e., spot charters, time charters and contracts of affreightment) under which the vessels may be employed between the periods. Our calculation of TCE may not be comparable to that reported by other companies.

Daily Vessel Operating Expenses. Daily vessel operating expenses are calculated by dividing vessel operating expenses by ownership days for the relevant time period.

Operating Results

Factors Affecting Comparability

You should consider the following factors, amongst other things, when evaluating our historical financial performance and assessing our future prospects:

•Investment in the Export Terminal Joint Venture. The Ethylene Export Terminal was fully operational with 815,971 tons of ethylene throughput during 2025, compared to 732,378 tons during 2024. The results from the Export Terminal Joint Venture are shown as "Share of results of equity method investments" on our consolidated statements of operations.

Together with Enterprise Products Partners L.P., our joint venture partner, in November 2022 we agreed to invest in an expansion of the Ethylene Export Terminal (the "Terminal Expansion Project"). The Terminal Expansion Project increased the export capacity of the Ethylene Export Terminal from approximately one million tons of ethylene per annum to at least 1.55 million tons per annum, and the expansion was completed and put into service on December 19, 2024. Two new offtake contracts related to the Ethylene Export Terminal's available ethylene volumes have been signed, and we continue to expect that additional capacity will be contracted throughout 2026. Until further offtake contracts are signed, volumes will be sold and made available on a spot contract basis.

•We have been changing the size of our fleet. In August 2021, the Company entered into the Ultragas Transaction with Ultranav to combine the Ultragas fleet and business activities with Navigator, by acquiring 18 wholly owned vessel owning entities. The acquired fleet comprised:

•seven modern 22,000 cbm handysize semi-refrigerated vessels; and

•five smaller 12,000 cbm ethylene vessels and six gas carriers in the 3,770-9,000 cbm range, two of which were subsequently sold, and three of which are ethylene capable. The existing vessels are commercially managed within the independent Unigas Pool.

During 2023, the Navigator Greater Bay Joint Venture acquired five vessels:

•two 17,000 cbm 2018-built ethylene-capable liquefied gas carriers; and

•three 22,000 cbm 2019-built ethylene-capable liquefied gas carriers

During 2023, the Company sold one vessel:

• Navigator Orion, a 2000-built 22,085 cbm ethylene-capable semi-refrigerated handysize carrier.

During 2025, the Company sold two vessels:

•Navigator Venus,a 2000-built 22,085 cbm ethylene-capable semi-refrigerated handysize vessel;

•Navigator Gemini,a 2009-built 20,750 cbm semi-refrigerated handysize vessel.

On July 17, 2025, the Company announced that it had entered into a joint venture agreement with Amon Gas Holdings AS ("Amon Gas"). The joint venture, Navigator Amon Shipping AS (the "Amon Joint Venture"), intends to acquire two newbuild 51,530 cubic-meter capacity ammonia-fueled, ice-class liquefied ammonia carriers (the "Two Ammonia Newbuild Vessels"), which will also be capable of carrying liquefied petroleum gas. On December 31, 2025, the Company owned 61% of the Amon Joint Venture, and Amon Gas owned 39%. Under the terms and conditions of the investment, the Company expects to own 79.5% of the Amon Joint Venture and Amon Gas expects to own 20.5% when the vessels are delivered in 2028. The Amon Joint Venture has entered into contracts with Nantong CIMC Sinopacific Offshore & Engineering Co., Ltd. to build the Two Ammonia Newbuild Vessels, with deliveries scheduled to take place in June and October 2028 respectively, at an average yard price of $87 million per vessel. Each of the Two Ammonia Newbuild Vessels has been awarded a NOK 90 million (approx. $9 million) investment grant from the Norwegian government agency Enova to be drawn down in accordance with the agreed terms over the course of the vessels' construction period. In addition to the Enova Grant, it is expected that the Amon Joint Venture will finance the remainder of the purchase price of the Two Ammonia Newbuild Vessels through commercial bank finance, with the remainder sourced from capital contributions from the Company and Amon Gas. The Company expects to finance its share of the capital contributions from available cash resources.Once delivered, subject to customary conditions, each of the Two Ammonia Newbuild Vessels is expected to be operated by the Amon Joint Venture pursuant to a five-year time charter with Yara International ASA ("Yara").

On January 7, 2025, the Company entered into an agreement to acquire three German-built 17,000 cubic meter capacity, ethylene-capable liquefied gas vessels. On February 19, 2025, the Company acquired the first of the three Purchased Vessels, now renamed Navigator Hyperion for $27.4 million. On February 24, 2025, the Company acquired the second of the Purchased Vessels, now renamed Navigator Titan for $27.4 million. On March 17, 2025, the Company acquired the third of the Purchased Vessels, now renamed Navigator Vesta, for $29.2 million.

•We will have different financing arrangements. Our current financing arrangements may not be representative of our historical arrangements or the arrangements we will enter into in the future. We may prepay or amend our existing credit facilities, or enter into other financing arrangements.

•Our results are affected by fluctuations in the fair value of our derivative instruments.The change in the fair value of our derivative instruments is included in our net income, which has fluctuated in 2025 reflecting changes in forward interest rates. Please read Note 3. Derivative Instruments Accounted for at Fair Value and Note 20. Cash, Cash Equivalents and Restricted Cash to our consolidated financial statements.

Operating Results for the Year Ended December 31, 2025 Compared to the Year Ended December 31, 2024

The following table compares our operating results for the years ended December 31, 2025 and 2024:


	Year ended December 31, 2024		Year ended December 31, 2025		Percentage change
	(in thousands, except percentages)
Operating revenues	$	511,667	$	538,457	5.2	%
Operating revenues-Unigas Pool	55,012		48,504		(11.8)	%
Total operating revenues	566,679		586,961		3.6	%
Brokerage commissions	7,012		7,333		4.6	%
Voyage expenses	72,144		77,269		7.1	%
Vessel operating expenses	175,034		191,290		9.3	%
Depreciation and amortization	132,725		134,497		1.3	%
General and administrative costs	36,580		36,353		(0.6)	%
Profit from sale of vessels	-		(25,206)		-	%
Total operating expenses	423,495		421,536		(0.5)	%
Operating income	143,184		165,425		15.5	%
Realized loss on non-designated derivatives instruments	-		(1,228)		-	%
Unrealized loss on non-designated derivative instruments	(7,483)		(4,678)		(37.5)	%
Interest expense	(56,141)		(55,778)		(0.6)	%
Write off of deferred financing costs	(829)		(266)		(68.0)	%
Loss on repayment of unsecured bonds	(1,456)		-		(100.0)	%
Interest income	6,244		5,822		(6.8)	%
Unrealized foreign exchange loss	(1,968)		(1,274)		(35.3)	%
Net Other income	-		2,301		-	%
Income before income taxes and share of results of equity method investments	81,551		110,324		35.3	%
Income taxes	(4,365)		(12,487)		186.1	%
Share of results of equity method investments	16,911		8,036		(52.5)	%
Net income	94,097		105,873		12.5	%
Net income attributable to non-controlling interests	(8,526)		(5,751)		(32.5)	%
Net income attributable to stockholders of Navigator Holdings Limited.	$	85,571	$	100,122	17.0	%

The following table presents selected operating data for the year ended December 31, 2025 and 2024, which we believe is useful in understanding the basis for movement in our operating revenues.


	Year ended December 31, 2024			Year ended December 31, 2025
Fleet Data* :
Weighted average number of vessels	47.0			48.6
Ownership days	17,202			17,723
Available days	16,670			17,215
Earning days	15,248			15,317
Fleet utilization	91.5		%	89.0		%
Average daily Time Charter Equivalent**	$	28,826		$	30,110

* Fleet Data - Our eight owned smaller vessels in the independently managed Unigas Pool at December 31, 2025 are excluded, compared to nine at December 31, 2024. On December 28, 2025, Happy Falcon, a 2002-built 3,770 cbm semi-refrigerated small gas carrier was redelivered from the Unigas Pool which decreased the number of our vessels operating in the Unigas Pool from nine to eight.

** Non-GAAP Financial Measure - Time Charter Equivalent -Time Charter Equivalent ("TCE") is a measure of the average daily revenue performance of a vessel. TCE is not calculated in accordance with U.S. GAAP. For all charters, we calculate TCE by dividing total operating revenues (excluding collaborative arrangements and revenues from the Unigas Pool), less any voyage expenses (excluding collaborative arrangements), by the number of earning days for the relevant period. TCE rates exclude the effects of the collaborative arrangements, as earning days and fleet utilization, on which TCE rates are based, are calculated for our owned vessels, and not an average of all pool vessels. Under a time charter, the charterer pays substantially all of the vessel voyage related expenses, whereas for voyage charters, also known as spot market charters, we pay all voyage expenses. TCE is a shipping industry performance measure used primarily to compare period-to-period changes in a company's performance despite changes in the mix of charter types (i.e., spot charters, time charters and contracts of affreightment) under which the vessels may be employed between the periods. Our calculation of TCE may not be comparable to that reported by other companies.

The following table represents a reconciliation of operating revenues to TCE. Operating revenues are the most directly comparable financial measure calculated in accordance with U.S. GAAP for the periods presented.


	Year ended December 31, 2024		Year ended December 31, 2025
Average daily time charter equivalent***:	(in thousands, except earning days and average daily time charter equivalent rate)
Fleet Data:
Operating revenues	$	511,667	$	538,457
Voyage expenses	(72,144)		(77,269)
Operating revenues less voyage expenses	$	439,523	$	461,188

Earning days	15,248		15,317
Average daily time charter equivalent	$	28,826	$	30,110

*** Operating revenues and voyage expenses of our eight owned vessels in the independently managed Unigas Pool at December 31, 2025 are excluded.

Operating Revenues.Operating revenues, net of address commissions, were $538.5 million for the year ended December 31, 2025, an increase of $26.8 million or 5.2% compared to $511.7 million for the year ended December 31, 2024.

This increased was primarily due to:

•an increase of approximately $20.2 million attributable to an increase in average monthly time charter equivalent rates, which increased to an average of approximately $30,110 per vessel per day ($915,832 per vessel per calendar month) for the year ended December 31, 2025, compared to an average of approximately $28,826 per vessel per day ($876,776 per vessel per calendar month) for the year ended December 31, 2024;

•a decrease in operating revenues of approximately $12.9 million attributable to a decrease in fleet utilization, which declined to 89.0% for the year ended December 31, 2025, compared to 91.5% for the year ended December 31, 2024;

•an increase in operating revenues of approximately $14.4 million or 3.0% driven by a 545-day increase in vessel available days for the year ended December 31, 2025 due to the acquisition of the Purchased Vessels, compared to the year ended December 31, 2024; and

•an increase in operating revenues of approximately $5.1 million, primarily attributable to an increase in pass-through voyage costs for the year ended December 31, 2025, compared to the year ended December 31, 2024.

Operating Revenues - Unigas Pool.Operating revenues - Unigas Pool was $48.5 million for the year ended December 31, 2025, a decrease of 11.8% compared to $55.0 million for the year ended December 31, 2024, in part due to decreased utilization across the pool fleet, and represents our share of the operating revenues earned from our nine vessels operating within the independently managed Unigas Pool, based on agreed pool points.

Brokerage Commissions. Brokerage commissions, which typically vary between 1.25% and 2.5% of operating revenue, were $7.3 million for the year ended December 31, 2025, compared to $7.0 million for the year ended December 31, 2024.

Voyage Expenses.Voyage expenses increased by $5.1 million or 7.1% to $77.3 million for the year ended December 31, 2025, from $72.1 million for the year ended December 31, 2024. These voyage expenses are pass-through costs, corresponding to an increase in operating revenue of the same amount.

Vessel Operating Expenses.Vessel operating expenses increased by $16.3 million or 9.3% to $191.3 million for the year ended December 31, 2025, from $175.0 million for the year ended December 31, 2024. Average daily vessel operating expenses increased by $565 per vessel per day, or 6.6%, to $9,105 per vessel per day for the year ended December 31, 2025, compared to $8,540 per vessel per day for the year ended December 31, 2024. The increase is driven by the acquisitionof the Purchased Vessels during the year ended December 31, 2025, and higher crew and maintenance costs incurred during the year ended December 31, 2025, compared to the year ended December 31, 2024.

Depreciation and Amortization.Depreciation and amortization increased by $1.8 million to $134.5 million for the year ended December 31, 2025, from $132.7 million for the year ended December 31, 2024, primarily related to the acquisition of the Purchased Vessels, offset by Navigator Plutoand Navigator Saturn being fully depreciated for year ended December 31, 2025, and the sale of Navigator Venus andNavigator Geminiin in May 2025 and September 2025 respectively. Depreciation and amortization included amortization of capitalized drydocking costs of $23.1 million and $22.7 million for the year ended December 31, 2025 and 2024, respectively.

General and Administrative Costs.General and administrative costs decreased by $0.2 million or 0.6% to $36.4 million for the year ended December 31, 2025, from $36.6 million for the year ended December 31, 2024.

Profit from Sale of Vessels. Profit from sale of vessels for the year ended December 31, 2025, was $25.2 million related to the sales of Navigator Venus andNavigator Gemini in May 2025 and September 2025 respectively.

Realized Loss on Non-Designated Derivative Instruments. The realized loss of $1.2 million on non-designated derivative instruments for the year ended December 31, 2025 relates to the termination and settlement of interest rate swaps that hedged the $210 million secured term loan and revolving credit facility which was repaid during the year ended December 31, 2025.

Unrealized Loss on Non-Designated Derivative Instruments. The unrealized loss of $4.7 million on non-designated derivative instruments for the year ended December 31, 2025 relates to a non-cash fair value loss on interest rate swaps that are used to hedge a number of our variable rate secured term loan and revolving credit facilities, as a result of a decrease in forward U.S. Dollar SOFR interest rates. This is compared to an unrealized loss of $7.5 million for the year ended December 31, 2024.

Interest Expense.Interest expense decreased by $0.4 million, or 0.6%, to $55.8 million for the year ended December 31, 2025, from $56.1 million for the year ended December 31, 2024. This is primarily a result of a decrease in U.S. Dollar SOFR rates, lower average margins paid by the Company, and increased interest being capitalized in relation to our vessels under construction, offset by higher outstanding interest-bearing debt across the majority of the year ended December 31, 2025, compared to the year ended December 31, 2024.

Unrealized Foreign Exchange loss. The unrealized foreign exchange loss of $1.3 million for the year ended December 31, 2025, relates to losses on foreign currency cash balances held, primarily driven by the Indonesian Rupiah weakening against the U.S. Dollar during the period, compared to an unrealized loss of $2.0 million for the year ended December 31, 2024.

Write off of Deferred Financing Costs. The write off of deferred financing costs of $0.3 million for the year ended December 31, 2025, relates to the write off of the remaining unamortized deferred financing costs of our $210 million secured term loan and revolving credit facility which was repaid during the twelve months ended December 31, 2025.

Net Other Income. In March 2025, the Company received $4.8 million in other income from a third party relating to a claim for damages caused to Navigator Ariesin 2016. The amount received is the final settlement and no further amounts in relation to this matter are anticipated, offset by an impairment of preferred securities of $2.5 million.

Income Taxes. Income taxes relate to taxes on our subsidiaries and businesses incorporated around the world including those incorporated in the United States of America. Income taxes were an expense of $12.5 million for the year ended December 31, 2025, compared to an expense of $4.4 million for the year ended December 31, 2024, related to movements in current and deferred taxes primarily in relation to the cessation of our PTNK business,

and also in relation to our equity investment in the Ethylene Export Terminal. Following the natural cessation of the Company's PTNK business in Indonesia on expiry of the last remaining time charter contract on February 15, 2025, Navigator Arieswas sold to an entity under common control of the Company on October 1, 2025, in order to continue operating within the group's ordinary fleet. On January 6, 2026,Navigator Plutowas sold to an entity under common control of the Company in order to continue operating within the group's ordinary fleet. The Company no longer asserts indefinite reinvestment of earnings in PTNK and recovery of the investment in PTNK is expected to occur through taxable transactions which required the Company to recognize an associated deferred tax liability of $9.5 million at December 31, 2025.

Share of Result of Equity Method Investments.The share of the result from the Company's 50% ownership in the Export Terminal Joint Venture was income of $8.0 million for the year ended December 31, 2025, compared to income of $16.9 million for the twelve months ended December 31, 2024. Throughput rates increased to 815,971 tons for the year ended December 31, 2025, compared to 732,378 tons for the year ended December 31, 2024, however a narrower price differential between the U.S. and China limited arbitrage opportunities, decreasing overall rates.

Non-Controlling Interest.On September 30, 2022, the Company entered into the Navigator Greater Bay Joint Venture with Greater Bay Gas for the purpose of acquiring a total of five ethylene vessels. At that time, the Navigator Greater Bay Joint Venture was owned 60% by the Company and 40% by Greater Bay Gas and was, and remains, fully consolidated. On October 14, 2025, the Company increased its ownership interest in the Navigator Greater Bay Joint Venture from 60% to 75.1% through the acquisition of an additional 15.1% interest for total cash consideration of $16.8 million.The Navigator Greater Bay Joint Venture continues to be accounted for as a consolidated subsidiary in our consolidated financial statements, with the proportion owned by Greater Bay Gas accounted for as a non-controlling interest. Net income attributable to Greater Bay Gas of $5.7 million is presented as part of the non-controlling interest in our financial results for the year ended December 31, 2025, compared to net income of $5.5 million for the year ended December 31, 2024.

Operating Results for the Year Ended December 31, 2024 Compared to the Year Ended December 31, 2023.

See "Item 5-Operating and Financial Review and Prospects-Operating Results-operating results for the Year Ended December 31, 2024 compared to Year Ended December 31, 2023" in our Annual Report on Form 20-F for the year ended December 31, 2024 for a discussion of our operating results for the year ended December 31, 2024, compared to the year ended December 31, 2023, and other financial information related to the year ended December 31, 2024.


			B.			Liquidity and Capital Resources

Liquidity and Cash Needs

Our primary sources of funds are cash and cash equivalents, cash from operations, undrawn bank borrowings, proceeds from vessel sales, and proceeds from bond issuances.

Our primary uses of funds are drydocking and other vessel maintenance expenditures, voyage expenses, vessel operating expenses, general and administrative costs, insurance costs, expenditures incurred in connection with ensuring that our vessels comply with international and regulatory standards, financing expenses and quarterly repayment of bank loans. We also expect to use funds in connection with our Revised Capital Return Policy. In addition, our medium-term and long-term liquidity needs relate to debt repayments, repayment of bonds, payments for the Four Ethylene Newbuild Vessels (as defined in the notes to the accompanying condensed consolidated financial statements), the Amon Joint Venture, the Two Ammonia Newbuild Vessels and other potential future joint ventures, future vessel newbuilds, related investments, and other potential future vessel acquisitions, and or related port or terminal projects.

The Company repaid $28.5 million of the revolving credit facility portion of its $111.8 million Term Loan and Revolving Credit Facility in June 2025 and $62.9 million of the revolving credit facility portion of its $147.6 million Term Loan and Revolving Credit Facility in August 2025, totalling $91.4 million, which amount remains available for the Company to redraw.

As of December 31, 2025, we had unrestricted cash and cash equivalents of $155.0 million, restricted cash of $49.9 million, and available but undrawn credit facilities of $91.4 million, providing the Company with total liquidity of $296.3 million.

Our secured term loan facilities and revolving credit facilities contain covenants that require that the Company have liquidity of no less than (i) up to $50.0 million, as applicable to the relevant loan facility, or (ii) 5% of total debt (representing $38.4 millionas of December 31, 2025).

On May 2, 2025, the Company entered into the May 2025 Senior Secured Term Loan and Revolving Credit Facility with Nordea Bank Abp filial i Norge, Danish Ship Finance A/S, Danske Bank A/S, DNB (UK) Limited, ING Bank N.V., London Branch, and Skandinaviska Enskilda Banken AB (publ). The facility was used to repay the Company's September 2020 secured loan, and the Company's October 2013secured loan facility that were due to mature in September 2025 and May 2027 respectively, and for general corporate and working capital purposes. The May 2025 Facility has a term of six years maturing in May 2031, is for a maximum principal amount of $300.0 million (split as $230 million Term Loan and $70 million Revolving Credit Facility). As of December 31, 2025 the facility was fully drawn, with an amount outstanding of $286.6 million. The outstanding balance amortizes quarterly, followed by a final balloon payment in May 2027 of $146.5 million, which balloon payment includes amounts relating to both the Term Loan and Revolving Credit components, and bears interest at a rate of Term SOFR plus 170 basis points.

On March 28, 2025, pursuant to the March 2025 Bond Tap Issue Addendum, the Company completed the March 2025 Bond Tap Issue, issuing an additional aggregate principal amount of $40 million in the Nordic bond market under the same bond terms governing its outstanding October 2024 Bonds, with equal maturity in October 2029, and bearing the same 7.25% coupon rate as the October 2024 Bonds. Following the issuance of the October 2024 Bonds and the March 2025 Bond Tap Issue, a further $60 million in aggregate principal amount of bonds remains available to be issued by the Company under the bond terms governing the October 2024 Bonds. Settlement in respect of the March 2025 Bond Tap Issue occurred on April 4, 2025.

As of December 31, 2025, we had $1,387.0 million in outstanding future obligations, which includes principal repayments on long-term debt, including our Bonds, vessels under construction and office lease commitments. Of the total outstanding obligation, $233.8 million falls due within the twelve months ending December 31, 2026, and the balance of $1,153.2 million falls due after December 31, 2026.

The Company has a responsibility to evaluate whether conditions and/or events raise substantial doubt over its ability to meet its future financial obligations as they become due within one year after the date that the financial statements are expected to be issued. We believe, given our current cash balances, that our financial resources, including the cash expected to be generated within the year, will be sufficient to meet our liquidity and working capital needs for at least the next twelve months taking into account our existing capital commitments and debt service requirements.

Capital Expenditures. Liquefied gas transportation by sea is a capital-intensive business, requiring significant investment to maintain an efficient fleet and to stay in regulatory compliance. Our capital expenditures, comprising primarily of vessel acquisitions and vessel drydockings for our vessels, amounted to $112.0 million, $33.0 million and $206.7 million for the years ended December 31, 2025, 2024, and 2023, respectively.

Our vessels require drydocking every five years until the age of 15 years and approximately every two and a half years thereafter. The drydocking of our vessels requires significant capital expenditure. 13 of our vessels required scheduled drydocking during 2025. 14 of our vessels will require scheduled drydocking during 2026. We spend significant amounts of funds on scheduled drydocking for our vessels (including the cost of classification society surveys). As our vessels age and our fleet expands, our drydocking expenses will increase. We estimate the current cost of the five-year drydocking of one of our vessels is approximately $1.5 million, the ten-year drydocking cost is approximately $1.7 million, and the 15 and 17 year drydocking costs are approximately $2.0 million each. Ongoing costs for compliance with environmental regulations are primarily included as part of our drydocking, such asthe requirement to install ballast water treatment plants, and classification society survey costs, with a balance included as a component of our operating expenses.

In August 2024, the Company entered into contracts to build the Original Two Newbuild Vessels, and in November 2024, the Company entered into contracts to build the Additional Two Newbuild Vessels. These Four Ethylene Newbuild Vessels are scheduled to be delivered to the Company in March 2027, July 2027, November 2027 and January 2028 respectively, at an average shipyard price of $102.9 million per vessel. The Company expects to finance the cost of the Four Ethylene Newbuild Vessels using debt and cash on hand, and the Company is well-progressed with arranging such third-party debt finance for all of the four vessels. The Company has signed a short-term time charter contract for one of its Four Ethylene Newbuild Vessels.

On January 7, 2025, the Company entered into an agreement to acquire three German-built 17,000 cubic meter capacity, ethylene-capable liquefied gas vessels (the "Purchased Vessels"). On February 19, 2025, the Company acquired the first of the three Purchased Vessels, now renamed Navigator Hyperionfor $27.4 million. On February 24, 2025, the Company acquired the second of the Purchased Vessels, now renamed Navigator Titanfor $27.4 million. On March 17, 2025, the Company acquired the third of the Purchased Vessels, now renamed Navigator Vesta, for $29.2 million.

The total capital contributions required from us for our share of the construction cost for the Terminal Expansion Project was $128 million, of which the final contribution was made in February 2025. The Company financed these capital contributions using existing cash resources. The Company may also invest further in new terminal infrastructure should an appropriate opportunity arise.

Cash Flows. The following table summarizes our cash, cash equivalents and restricted cash provided by/(used in) operating, financing and investing activities for the periods presented:


	Year Ended December 31,
	2023		2024		2025
	(in thousands)
Net cash provided by operating activities	$	174,413	$	210,523	$	201,662
Net cash used in investing activities	(176,481)		(100,987)		(81,101)
Net cash provided by/(used in) financing activities	7,099		(126,013)		(54,213)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	17		(1,968)		(1,274)
Net increase/(decrease) in cash, cash equivalents and restricted cash	$	5,048	$	(18,445)	$	65,074

Net Cash Provided by Operating Activities. Net cash provided by operating activities for the year ended December 31, 2025 decreased to $201.7 million, from $210.5 million for the year ended December 31, 2024, a decrease of $8.9 million.This decrease was primarily due to an increase in net income of $11.8 million (after adding back the non-cash unrealized loss on derivative instruments and our share of the result from equity method investments) for the year ended December 31, 2025, offset by a decrease in working capital of $16.7 million during the year ended December 31, 2025. This compared to an increase in net income of $7.2 million for the year ended December 31, 2024and anincreasein working capital of $35.1 millionduringyear ended December 31, 2024.

Net cash flow from operating activities depends upon charter rates attainable, fleet utilization, fluctuations in working capital balances, repairs and maintenance activity, amount and duration of drydocks, and changes in interest rates and foreign currency rates.

We are required to drydock each vessel once every five years until it reaches 15 years of age, after which we drydock vessels approximately every two and a half years. Drydocking each vessel, including travelling to and from the drydock, takes approximately 20-30 days in total. Drydocking days generally include approximately 5-10 days of voyage time to and from the drydocking shipyard and approximately 15-20 days of actual drydocking time. 13of our vessels undertook scheduled drydockings during 2025, compared to 17 of our vessels underwent scheduled drydockings in 2024.

We estimate the current cost of a five-year drydocking for one of our vessels to be approximately $1.5 million, a ten-year drydocking cost to be approximately $1.7 million, and the 15-year and 17-year drydocking costs to be approximately $2.0 million each (including the cost of classification society surveys). As our vessels age and our fleet expands, our drydocking expenses will increase. Ongoing costs for compliance with environmental regulations are primarily included as part of drydocking, such as the requirement to install ballast water treatment plants, and classification society survey costs, with a balance included as a component of our operating expenses. Please see "Item 3-Key Information-Risk Factors-Risks Related to Our Business-Over the long-term, we will be required to make substantial capital expenditures to preserve the operating capacity of, and to grow, our fleet."

Cash Used in Investing Activities. Net cash used in investing activities was $81.1 million for the year ended December 31, 2025, primarily related to contributions to our investment in the Terminal Expansion Project of $4.0 million and $68.5 million as initial payments for the Four Ethylene Newbuild Vessels under construction, and $85.0 million for the purchase of the Purchased Vessels, offset by distributions received from our investment in the Export Terminal Joint Venture of $17.8 million and $47.8 million from proceeds from sale of vessels during the period.

Net cash used in investing activities was $101.0 million for the year ended December 31, 2024, primarily related to contributions to our investment in the Terminal Expansion Project of $89.0 million and $41.2 million as initial payments for the Four Ethylene Newbuild Vessels under construction, offset by distributions received from our investment in the Export Terminal Joint Venture of $27.1 million.

Cash Provided by/(Used in) Financing Activities. Net cash used in financing activities was $54.2 million for the year ended December 31, 2025,

primarily as a result of the drawdown of our February 2025 Facility of $74.6 million and our May 2025 Facility of $300 million, and proceeds from our March 2025 Bond Tap Issue of $40.0 million, offset by repayment of our September 2020 Facility of $143.4 million and our October 2013 Facility of $14.7 million, regular quarterly debt and revolving credit facility repayments of $141.5 million, quarterly dividend payments of $14.8 million, and $62.7 million under our Capital Return Policy and our other share repurchase programs.

Net cash used in financing activities was $126.0 million for the year ended December 31, 2024, primarily as a result of our regular quarterly debt repayments and repayment of our $107 million Secured Term Loan Facility totaling $224.7 million, quarterly dividend payments of $14.3 million,$57.1 million under our Capital Return Policy and our other share repurchase programs, and settlement of the sale and leaseback onNavigator Aurora of $48.9 million, offset by drawdown of our August 2024 facility, and drawdown of our revolving credit facilities totaling $216.1 million.

Cash Flows for the Year Ended December 31, 2024 Compared to the Year Ended December 31, 2023. See "Item 5-Operating and Financial Review and Prospects-Liquidity and Capital Resources-Cash Flows" in our Annual Report on Form 20-F for the year ended December 31, 2024 for a discussion of our cash flows for the year ended December 31, 2024 compared to the year ended December 31, 2023.

Terminal Facility

General. In March 2019, Navigator Ethylene Terminals L.L.C. ("Marine Terminal Borrower"), our wholly-owned subsidiary, entered into a Credit Agreement (the "Terminal Facility") with ING Capital L.LC. and SG Americas Securities, L.L.C. for a maximum principal amount of $75 million, to be used for the payment of our capital contributions to the Export Terminal Joint Venture to cover our share of construction costs of the Ethylene Export Terminal.

Term and Facility Limits.The Terminal Facility converted from an initial construction loan to a term loan with a final maturity of December 31, 2025. Based on the committed throughput agreements for the Ethylene Export Terminal, a total of $69.0 million was drawn under the Terminal Facility and the facility was fully repaid as of December 31, 2025.

Secured Term Loan Facilities and Revolving Credit Facilities

Navigator Gas L.L.C., our wholly-owned subsidiary, and a certain number of our vessel-owning subsidiaries have entered into various secured term loan facilities and revolving credit facilities. The table below summarizes our secured term loan and revolving credit facilities as of December 31, 2025:


	Original facility amount		Principal amount outstanding		Undrawn RCF component		Interest rate	Facility maturity date
	(in millions)
August 2021 Loan Agreement	67.0		29.1		-		Fixed 378 BPS	June 2026
February 2025 Secured Term Loan	74.6		74.6		-		Term SOFR + 180 BPS	August 2026/ February 20281
October 2013 DB Credit Facility A	57.7		6.0		-		Comp SOFR + 247 BPS	April 2027
December 2022 Secured Term loan and RCF	111.8		42.5		28.5		Term SOFR + 209 BPS	September 2028
July 2015 DB Credit Facility B	60.9		16.5		-		Comp SOFR + 247 BPS	December 2028
July 2015 Santander Credit Facility B	55.8		16.3		-		Comp SOFR + 247 BPS	January 2029
March 2023 Secured Term Loan	200.0		108.5		-		Comp SOFR + 205 BPS	March 2029
December 2022 Secured Term Loan	151.3		119.8		-		Term SOFR + 220 BPS	December 2029
August 2024 Secured Term Loan and RCF	147.6		68.0		62.9		Term SOFR + 190 BPS	August 2030
May 2025 Secured Term Loan and RCF	300.0		286.6		-		Term SOFR + 170 BPS	May 2031
Total	$	1,226.7	$	767.9	$	91.4

Proceeds of the loans under our Secured Term Loan Facilities and Revolving Credit Facilities are used to refinance existing secured facilities, to finance newbuildings, for acquisitions, and for general corporate purposes. Please also read "11. Secured Term Loan Facilities and Revolving Credit Facilities" to our consolidated financial statements.

March 2019 Terminal Facility.On March 29, 2019, Navigator Ethylene Terminals L.L.C., a wholly-owned subsidiary of the Company (the "Marine Terminal Borrower"), entered into a Credit Agreement with ING Capital L.L.C. and SG Americas Securities, L.L.C. for a maximum principal amount of $75.0 million for the payment of project costs relating to our Ethylene Export Terminal. The Terminal Facility had a final maturity of date of December 31, 2025 and was fully repaid on December 16, 2025.

October 2013 Santander Credit Facility A.On October 30, 2013, the Company entered into the October 2013 Santander Credit Facility Awith Banco Santander, S.A. and Korea Finance Corporation to finance three newbuild LPG carriers: Adriatic Gas, Navigator Celtic (formerly Celtic Gas) andHappy Albatross. The August 2021 Amendment and Restatement Agreement has a term of twelve years maturing in June 2027 and was for a maximum principal amount of $81.0 million. The facility attracted interest at a rate of Comp SOFR plus 247 basis points. A final payment of $14.7 million was made on October 30, 2025 and as of December 31, 2025, the facility was fully repaid and all securities granted by the Company over Adriatic Gas, Navigator Celtic (formerly Celtic Gas) andHappy Albatrosswas released

September 2020 Secured Revolving Credit Facility.On September 17, 2020, the Company entered into the September 2020 Secured Revolving Credit Facility with Nordea Bank ABP, Credit Agricole Corporate and Investment Bank, ING Bank N.V. London Branch, National Australia Bank, ABN AMRO Bank N.V. and BNP Paribas S.A. The September 2020 Secured Revolving Credit Facility had a term of five years maturing in September 2025 and was for a maximum principal amount of $210 million. The facility attracted interest at a rate of Comp SOFR plus 276basis points. A final payment

1The February 2025 facility matures in August, 2026, however the borrower has an option to extend the facility for a further 18 months, extending the maturity date from August 2026 to February 2028.

of $143.0 million was made on May 30, 2025 and as of December 31, 2025, the facility was fully repaid and all security granted by the Company over Navigator Eclipse, Navigator Luga, Navigator Nova, Navigator Prominence, andNavigator Yauzawas released.

August 2021 Amendment and Restatement Agreement. On August 2, 2021, as part of the Ultragas Transaction, the Company entered into the August 2021 Amendment and Restatement Agreement with Danmarks Skibskredit A/S relating to a previously issued 2019 Senior Term Loan Facility. The August 2021 Amendment and Restatement Agreement has a term of six years maturing in June 2026 and is for a maximum principal amount of $67.0 million. As of December 31, 2025 the facility was fully drawn, with an amount outstanding of $29.1 million. The outstanding balance amortizes half-yearly through payments of $2.9 million, followed by a final balloon payment in June 2026 of $26.2 million and bears interest at a rate of 378 basis points.

The loan facility is secured by first priority mortgages on each of Happy Osprey, Happy Peregrine, Happy Pelican andHappy Penguinwell as assignments of earnings and insurances on the secured vessels as typical for a facility of this type. The Company must comply with various financial (and other) covenants under the facility (see below) and as of December 31, 2025, the Company considers that it was in full compliance with all such covenants.

October 2013 DB Credit Facility A.On October 25, 2013, the Company entered into the October 2013 DB Credit Facility A with Deutsche Bank AG, Hong Kong Branch to finance two newbuild LPG carriers, Navigator Atlantic (formerly Atlantic Gas)and Navigator Balearic (formerly Balearic Gas). The October 2013 DB Credit Facility A has a term of twelve years, maturing in May 2027 and is for a maximum principal amount of $57.7 million. As of December 31, 2025 the facility was fully drawn, with an amount outstanding of $6.0 million. The outstanding balance amortizes half-yearly through payments of $1.2 million, and bears interest at a rate of Comp SOFR plus 247basis points.

The loan facility is secured by first priority mortgages on each of Navigator Atlantic (formerly Atlantic Gas) and Navigator Balearic (formerly Balearic Gas)as well as assignments of earnings and insurances on the secured vessels as typical for a facility of this type. The Company must comply with various financial (and other) covenants under the facility (see below) and as of December 31, 2025, the Company considers that it was in full compliance with all such covenants.

July 2015 DB Credit Facility B.On July 31, 2015, the Company entered into the July 2015 DB Credit Facility B with Deutsche Bank AG Hong Kong Branch to finance two newbuild LPG carriers: Bering Gas and Pacific Gas. The July 2015 DB Credit Facility B has a term of twelve years, maturing in December 2028 and is for a maximum principal amount of $60.9 million. As of December 31, 2025 the facility was fully drawn, with an amount outstanding of $16.5 million. The outstanding balance amortizes half-yearly through payments of $1.3 million, and bears interest at a rate of Comp SOFR plus 247basis points.

The loan facility is secured by first priority mortgages on each of Bering Gas and Pacific Gasas well as assignments of earnings and insurances on the secured vessels as typical for a facility of this type. The Company must comply with various financial (and other) covenants under the facility (see below) and as of December 31, 2025, the Company considers that it was in full compliance with all such covenants.

July 2015 Santander Credit Facility B.On July 31, 2015, the Company entered into the July 2015 Santander Credit Facility B with Banco Santander, S.A to finance two LPG carriers: Arctic Gasand Happy Avocet. The July 2015 Santander Credit Facility B has a term of twelve years, maturing in January 2029 and is for a maximum principal amount of $55.8 million. As of December 31, 2025 the facility was fully drawn, with an amount outstanding of $16.3 million. The outstanding balance amortizes half-yearly through payments of $1.3 million, and bears interest at a rate of Comp SOFR plus 247basis points.

The loan facility is secured by first priority mortgages on each of Arctic Gasand Happy Avocetas well as assignments of earnings and insurances on the secured vessels as typical for a facility of this type. The Company must comply with various financial (and other) covenants under the facility (see below) and as of December 31, 2025, the Company considers that it was in full compliance with all such covenants.

December 2022 Secured Term Loan and Revolving Credit Facility.On December 7, 2022, the Company entered into the December 2022 Secured Term Loan and Revolving Credit Facility with Credit Agricole Corporate and Investment Bank and Deutsche Bank AG. The December 2022 Secured Term Loan and Revolving Credit Facility has a term of seven years, maturing in September 2028 and is for a maximum principal amount of $111.8 million. As of December 31, 2025 the term loan was fully drawn, with an amount outstanding of $42.5 million. The outstanding balance amortizes quarterly through payments of $3.1 million followed by a final balloon payment in September 2028 of up to $39.7 million, and bears interest at a rate of Term SOFR plus 209basis points.

The loan facility is secured by first priority mortgages on each of Navigator Umbrio, Navigator Centauri,Navigator Ceres, Navigator Cetoand Navigator Copernicoas well as assignments of earnings and insurances on the secured vessels as typical for a facility of this type. The Company must comply with various financial (and other) covenants under the facility (see below) and as of December 31, 2025, the Company considers that it was in full compliance with all such covenants.

December 2022 Greater Bay JV Term Loan Facility.On December 15, 2022, the Company entered into the December 2022 Greater Bay JV Term Loan Facility with ING Bank, London Branch, Skandinaviska Enskilda Banken AB (Publ), CTBC Bank and Shinsei Bank Limited for a maximum principal amount of $151.3 million to provide financing for the intended acquisition of five ethylene carriers from Pacific Gas. The December 2022 Greater Bay JV Term Loan Facility has a term of seven years, maturing in December 2029 and is for a maximum principal amount of $151.3 million. As of December 31, 2025 the facility was fully drawn, with an amount outstanding of $119.8 million The outstanding balance amortizes quarterly through

payments of $2.7 million, followed by a final balloon payments starting on the anniversary of each vessel's tranche of between $15.0 million and $18.2 million per tranche, and bears interest at a rate of Term SOFR plus 220basis points.

The loan facility is secured by first priority mortgages on each of Navigator Luna, Navigator Solar, Navigator Vega, Navigator Castor andNavigator Equator as well as assignments of earnings and insurances on the secured vessels as typical for a facility of this type. The Company must comply with various financial (and other) covenants under the facility (see below) and as of December 31, 2025, the Company considers that it was in full compliance with all such covenants.

March 2023 Senior Secured Term Loan.On March 20, 2023, the Company entered into the March 2023 Senior Secured Term Loan with Nordea Bank ABP, ABN AMRO Bank N.V., Skandinaviska Enskilda Banken AB (Publ), and BNP Paribas S.A. to refinance the June 2017 Secured Term Loan and Revolving Credit Facility and the October 2016 Secured Term Loan and Revolving Credit Facility that were due to mature in June and October 2023, respectively. The March 2023 Senior Secured Term Loan has a term of six years, maturing in March 2029 and is for a maximum principal amount of $200.0 million. As of December 31, 2025 the facility was fully drawn, with an amount outstanding of $108.5 million. The outstanding balance amortizes quarterly through payments of $8.3 million followed by a final balloon payment in March 2029 of $20.6 million, and bears interest at a rate of Comp SOFR plus 205basis points.

The loan facility is secured by first priority mortgages on each of Navigator Leo, Navigator Libra, Navigator Jorf, Navigator Galaxy, Navigator Genesis, Navigator Grace, Navigator Gusto, Navigator Glory, Navigator Scorpio andNavigator Virgoas well as assignments of earnings and insurances on the secured vessels as typical for a facility of this type. The Company must comply with various financial (and other) covenants under the facility (see below) and as of December 31, 2025, the Company considers that it was in full compliance with all such covenants.

August 2024 Senior Secured Term Loan and Revolving Credit Facility. On August 9, 2024, the Company entered into the August 2024 Senior Secured Term Loan and Revolving Credit Facility with Crédit Agricole Corporate and Investment Bank, ING Bank N.V., and Skandinaviska Enskilda Banken AB (Publ), to refinance its March 2019 secured term loan that was due to mature in March 2025, to fund the repurchase of Navigator Aurora pursuant to the Company's existing October 2019 sale and leaseback arrangement related to that vessel which, based on a termination notice we issued to the lessor in May 2024, terminated on October 29, 2024, and for general corporate and working capital purposes. The August 2024 Senior Secured Term Loan and Revolving Credit Facility has a term of six years maturing in August 2030 and is for a maximum principal amount of $147.6 million split as $84.6 million term loan and $63 million revolving credit facility. As of December 31, 2025 the term loan was fully drawn, with an amount outstanding of $68.0 million. The outstanding balance amortizes quarterly through payments of $3.5 million, followed by a final balloon payment in August 2030 of up to $67.5 million, and bears interest at a rate of Comp SOFR plus 190basis points, which margin includes a 5-basis point sustainability-linked element

The loan facility is secured by first priority mortgages on each of the Navigator Atlas, Navigator Aurora, Navigator Europa, Navigator Oberon and Navigator Triton, as well as assignments of earnings and insurances on the secured vessels as typical for a facility of this type. The Company must comply with various financial (and other) covenants under the facility (see below) and as of December 31, 2025, the Company considers that it was in full compliance with all such covenants.

February 2025 Senior Secured Term Loan. On February 7, 2025, the Company entered into the February 2025 Senior Secured Term Loan. with Nordea Bank Abp, to partially finance the purchase price of the three Purchased Vessels and used cash on hand to pay the remainder of the purchase price. As of December 31, 2025, the facility was fully drawn, with an amount outstanding of $74.6 million. The February 2025 facility matures on August 14, 2026, however the borrower has an option to extend the facility for a further 18 months. The facility is non-amortizing for the period to August 14, 2026, and has a balloon repayment of $25.0 million if the 18-month extension option is to be exercised, and bears interest at a rate of Term SOFR plus 180 basis points.

The loan facility is secured by first priority mortgages on each of the Navigator Hyperion, Navigator Titan, and Navigator Vista, as well as assignments of earnings and insurances on the secured vessels as typical for a facility of this type. The Company must comply with various financial (and other) covenants under the facility (see below) and as of December 31, 2025, the Company considers that it was in full compliance with all such covenants.

May 2025 Senior Secured Term Loan and Revolving Credit Facility. On May 2, 2025, the Company entered into the May 2025 Senior Secured Term Loan and Revolving Credit Facility with Nordea Bank Abp filial i Norge, Danish Ship Finance A/S, Danske Bank A/S, DNB (UK) Limited, ING Bank N.V., London Branch, and Skandinaviska Enskilda Banken AB (publ). The facility was used to repay the Company's September 2020 secured loan, and the Company's October 2013 secured loan facility that were due to mature in September 2025 and May 2027 respectively, and for general corporate and working capital purposes. The May 2025 Facility has a term of six years maturing in May 2031, and is for a maximum principal amount of $300.0 million (split as $230 million Term Loan and $70 million Revolving Credit Facility). As of December 31, 2025 the facility was fully drawn, with an amount outstanding of $286.6 million. The outstanding balance amortizes quarterly through payments of $6.7 million, followed by a final balloon payment in May 2027 of up to $146.5 million, and bears interest at a rate of Term SOFR plus 170 basis points.

The loan facility is secured by first priority mortgages on each of Navigator Luga, Navigator Prominence, Navigator Eclipse, Navigator Nova, Navigator Yauza, Adriatic Gas, Happy Albatross andNavigator Celtic as well as assignments of earnings and insurances on the secured vessels as typical for a facility of this type. The Company must comply with various financial (and other) covenants under the facility (see below) and as of December 31, 2025, the Company considers that it was in full compliance with all such covenants.

There are certain financial covenants within each of the Company's secured loan facilities that are typical for transactions of these types. These covenants include:

•maintenance at all times of a minimum balance of cash and cash equivalents of up to the greater of $50 million and 5% of the total indebtedness;

•maintenance of the ratio of value adjusted total stockholders' equity to value adjusted total assets of not less than 30%;

•that the aggregate fair market value of the collateral vessels be no less than 110% of the aggregate amount outstanding under the relevant facility.

Other Loan Facility Covenants.The secured facilities provide that the Company may not declare or pay dividends to shareholders out of operating revenues generated by the vessels securing the indebtedness if an event of default has occurred and is continuing. The secured term loan facilities and revolving credit facilities also limit the Company from, among other things, incurring indebtedness or entering into mergers and divestitures. The secured facilities also contain general covenants that will require the Company to maintain adequate insurance coverage and to maintain their vessels. In addition, the secured term loan facilities include customary events of default, including those relating to a failure to pay principal or interest, a breach of covenant, representation or warranty, a cross-default to other indebtedness, and non-compliance with security documents.

Borrowers under our secured loan facilities are also required to deliver semi-annual compliance certificates, which include valuations of the vessels securing the applicable facility, from independent ship brokers. Upon delivery of the valuations, if the market value of the collateral vessels is less than 110% to 135%% of the outstanding indebtedness under the facilities, as applicable, the borrowers must either provide additional collateral or repay any amount in excess of 110% to 135% of the market value of the collateral vessels, as applicable. This covenant is measured semi-annually on June 30 and December 31, and as of December 31, 2025, we had an aggregate excess valuation $862.0 millionabove the levels required.

Other than as stated, our compliance with the financial covenants is measured as of the end of each fiscal quarter or each half year. December 31, 2025 and December 31, 2024, the Company considers that it was in full compliance with all such, covenants, including with respect to the aggregate fair market value of our collateral vessels.

2024 Senior Unsecured Bonds

General.On October 17, 2024, we issued an aggregate principal amount of $100 million in the Nordic bond market (the "October 2024 Bonds"). The net proceeds of the issuance of the October 2024 Bonds were used to redeem in full all of our previously outstanding 2020 Bonds. The borrowing limit under the bond terms governing the October 2024 Bonds is $200 million.

On March 28, 2025, pursuant to the March 2025 Bond Tap Issue Addendum, the Company completed the March 2025 Bond Tap Issue issuing an additional aggregate principal amount of $40 million in the Nordic bond market under the same bond terms governing its outstanding October 2024 Bonds and bearing the same coupon rate as the October 2024 Bonds. Following the issuance of the October 2024 Bonds and the March 2025 Bond Tap Issue, a further $60 million in aggregate principal amount of bonds remains available to be issued by the Company under the bond terms governing the October 2024 Bonds.

The October 2024 Bonds (and the March 2025 Bond Tap Issue under the same bond terms) are governed by Norwegian law and on September 3, 2025 were listed on the Nordic ABM which is operated and organized by Oslo Børs ASA.

Interest.Interest on the October 2024 Bonds (and the March 2025 Bond Tap Issue) is payable at a fixed rate of 7.25% per annum, calculated on a 360-day year basis. Interest is payable semi- annually in arrears on April 30 and October 30 of each year.

Maturity. The October 2024 Bonds (and the March 2025 Bond Tap Issue) mature on October 30, 2029 and become repayable on that date.

Optional Redemption.We may redeem the October 2024 Bonds (and the March 2025 Bond Tap Issue), in whole or in part at any time. Any bonds redeemed: up until October 29, 2027 will be priced at the aggregate of the present value (discounted at 412 basis points) on the Repayment Date of the Nominal Amount and the remaining interest payments up to October 30, 2027; from October 30, 2027 to April 29, 2028, are redeemable at 102.9% of par; from April 30, 2028 to October 29, 2028, are redeemable at 102.175% of par; from October 30, 2028 to April 29, 2029, are redeemable at 101.45% of par; and from April 30, 2029 to October 29, 2029, are redeemable at 100% of par; in each case, in cash plus accrued interest.

Additionally, upon the occurrence of a "Change of Control Event" (as defined in the bond terms covering the October 2024 Bonds and the March 2025 Bond Tap Issue), the holders of October 2024 Bonds (and holders of the March 2025 Bond Tap Issue) have the option to require us to repay such holders' outstanding principal amount at 101% of par, plus accrued interest.

Financial Covenants.The bond terms for the October 2024 Bonds and the March 2025 Bond Tap Issue contains financial covenants requiring us, among other things, to ensure that:

•we and our subsidiaries maintain a minimum liquidity of no less than $35 million; and

•we and our subsidiaries maintain an Equity Ratio (as defined in the 2024 Bond Agreement) of at least 30%.

Our compliance with the covenants listed above is measured as of the end of each fiscal quarter. As of December 31, 2025, we were in compliance with all covenants under the 2024 Bonds.

Restrictive Covenants. The October 2024 Bonds (and the March 2025 Bond Tap Issue) provide that we may declare or pay dividends to shareholders provided the Company maintains a minimum liquidity of $45 million unless an event of default has occurred and is continuing. The Bond Agreement (and the March 2025 Bond Tap Issue Addendum thereto) related to the 2024 Bonds (the "2024 Bond Agreement") also limits us and our subsidiaries from, among other things, entering into mergers and de-mergers, engaging in transactions with affiliates or incurring any additional liens which could have a material adverse effect. In addition, the 2024 Bond Agreement includes customary events of default, including those relating to a failure to pay principal or interest, a breach of covenant, false representation or warranty, a cross-default to other indebtedness, the occurrence of a material adverse effect, or our insolvency or dissolution.


			C.			Research and Development Patents and Licenses etc.

We do not undertake any significant expenditure on research and development and have no significant interests in patents or licenses.


			D.			Trend Information

Cash Dividend and Share Repurchases.The Company's Capital Return Policy, which is subject to operating needs, market conditions, legal requirements, stock price and other circumstances, consists of paying out quarterly cash dividends of $0.07 per share of common stock and returning additional capital in the form of additional cash dividends and/or share repurchases, such that the two elements combined equal at least 30% of net income for the applicable quarter.

As part of the Capital Return Policy, we expect to repurchase the Company's common stock (the "Share Repurchases") and any such Share Repurchases will be made via open market transactions, privately negotiated transactions or any other method permitted under U.S. securities laws and the rules of the U.S. Securities and Exchange Commission.

As of March 12, 2026, the Company has purchased and canceled 12,192,211 shares of common stock for a total amount of approximately $174.0 million (at an average price of $14.27 per share) since inception of the share repurchase programs in 2022.

Pursuant to the Capital Return Policy, we declared and paid cash dividends of $0.05 per share of the Company's common stock for the three months ended March 31, 2025 and June 30, 2025, and $0.07 per share of the Company's common stock for the for the three months ended September 30, 2025 and declared $0.07 per share of the Company's common stock for the three months ended December 31, 2025, totaling an aggregate of $0.24 per share of the Company's common stock during the year ended December 31, 2025. ($0.20 per share of the Company's common stock during the year ended December 31, 2024).

On March 12, 2026, the Company's Board of Directors declared a cash dividend of $0.07 per share of the Company's common stock for the three months ended December 31, 2025, payable on March 31, 2026 to all shareholders of record as of the close of business New York time on March 23, 2026. The aggregate amount of the dividend is expected to be approximately $4.6 million, which the Company anticipates will be funded from cash on hand. Also as part of the Capital Return Policy for the three months ended December 31, 2025, the Company expects to repurchase approximately $1.0 million of common stock between March 13, 2026, and March 31, 2026, subject to operating needs, market conditions, legal requirements, stock price and other circumstances, such that the dividend and share repurchases together equal 30% of net income for the quarter ended December 31, 2025.

Declarations of any dividends in the future, and the amount of any such dividends, are subject to the discretion of the Company's Board. The Capital Return Policy does not oblige the Company to pay any dividends or repurchase any of its shares in the future and it may be suspended, discontinued or modified by the Company at any time, for any reason. Further, the timing of any share repurchases under the Capital Return Policy will be determined by the Company's management and will depend on operating needs, market conditions, legal requirements, stock price, and other circumstances. See "Item 3-Key Information-Risk Factors- We have recently declared quarterly dividends, but we can give no assurance that dividends will be paid in the future in any amount or at all.

Ethylene Export Terminal. The Ethylene Export Terminal throughput for the year ended December 31, 2025 was 815,971 metric tons of ethylene, compared to 732,378 tons for the year ended December 31, 2024. Steady U.S. ethylene prices were supporting exports to Europe, which reached their highest level in 2025. U.S.-China tariff tensions affected trade in 2025. We expect increased throughput for 2026 supported by strong demand from Europe.

Shipping Trends. The Company's average vessel utilization for the year ended December 31, 2025 was 89.0% compared to 91.5% for the year ended December 31, 2024. Our average vessel utilization for the fourth quarter of 2025 was on 90.0% compared to 92.2% for the fourth quarter of 2024.

According to broker reports, the handysized semi-refrigerated 12-month market assessment remained stable in 2025. It started the year at $965,000 pcm per calendar month ("pcm") on January 1, 2025 and decreased to approximately $956,000 pcm at December 31, 2025. Throughout 2025, handysized fully refrigerated vessel rates decreased from $810,000 pcm at the start of 2025 to $775,000 pcm at the end of 2025. For handysize ethylene vessels, rates decreased from $1,215,000 at the start of 2025 to $1,025,000 pcm at the end of 2025.

On December 31, 2025 the newbuild orderbook for handysize vessels stood at 14 vessels, which constitutes approximately 11% of the current global handysize fleet of 124 units. Although this is an increase compared to previous years, it is still a small orderbook, especially in comparison with the larger (midsize) segment, for which the orderbook is 60 units out of a current fleet of 139 units - corresponding to about 43%. Out of the handysize orderbook, four units are combined CO2/LPG carriers, which should eventually and move into liquefied CO2 transportation.


			E.			Critical Accounting Estimates

We prepare our consolidated financial statements in accordance with U.S. GAAP, which requires us to make estimates in the application of our accounting policies based on our best assumptions, judgments and opinions. On a regular basis, management reviews the accounting policies, assumptions, estimates and judgments to ensure that our consolidated financial statements are presented fairly and in accordance with U.S. GAAP. However, because future events and their effects cannot be determined with certainty, actual results could differ from our assumptions and estimates, and such differences could be material. For a description of our material accounting policies, please read "Note 2. Summary of Significant Accounting Policies" to our consolidated financial statements.

Valuation of Vessels. As of December 31, 2025, the aggregate carrying value of our 55 vessels in operation, including drydocking costs, was $1,601 million. We review our vessels for impairment when events or circumstances indicate the carrying amount of the vessel and capitalized drydocking costs might not be recoverable. The estimates and assumptions regarding expected cash flows require considerable judgment and are based upon historical experience, financial forecasts and industry trends and conditions and reflect management's assumptions and judgments regarding the estimated remaining useful lives of the vessels and capitalized drydocking costs.

We determined that there are no circumstances that indicate the carry amount of vessels and capitalized drydocking costs might not be recoverable at the year ended December 31, 2025. We have not recorded an impairment loss in any of the years ending December 31, 2025, or 2024, or 2023.

Navigator Holdings Ltd. published this content on March 12, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on March 12, 2026 at 20:44 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]

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