Samsung El.gdr Regulatory News (SMSN)

Decision on Share Disposition

- This disclosure relates to the use of treasury shares in the agreed amount as part of the 2024 OPI to strengthen responsible management by executives, etc., and motivate long-term value creation. The conditions for the grant and the number of recipients are as follows:

[Grant conditions] The agreed number of shares will be granted based on the market price at the time of payment (January 2026)

[Number of persons eligible for grant] 1,051

- The above details are subject to change within the scope approved by the Board, depending on the number of recipients at the time of the grant and changes in the stock price

- In Item 2 above, the price of shares to be disposed (Korean won) is based on the closing price on the day of the Board's resolution (January 23, 2026)

- In Item 3 above, the value of shares to be disposed (Korean won) was calculated by multiplying the number of shares to be disposed by the closing price on the day of board resolution. The actual amount may change depending on stock price at the time of disposal.

- In Item 6 above, the method of disposition involves the transfer from the company's treasury account to the accounts of designated employees

- In Item 10 above, all Audit Committee members are Independent Directors (all Audit Committee members were in attendance)

- In Item 11 above, the daily sell order quantity limit is not applicable, as the shares will not be sold through on-market transaction on the securities market

- Holding status of treasury shares before purchase

(Number of shares)

- The 'Initial quantity' represents the number of shares held on as of January 1, 2026, the first day of the fiscal year in which the disclosure document was prepared; and the 'End quantity' refers to the number of shares held on January 23, 2026, the day the disclosure document was prepared.

【Additional disclosure items】

1. Relationship with the Company or its controlling shareholder by disclosure counterparty

- Executives, etc., of the Company subject to the 2024 performance incentive share agreement

2. Reason for selecting the disposal counterparty

- To strengthen responsible management and motivate long-term value creation, the Company agreed to grant shares as part of the 2024 performance incentive compensation and the conditions for share delivery have been met.

3. Number of shares to be disposed by counterparty

- 1,152,022 common shares

4. Basis for price determination

  - The price of shares to be disposed in Item 2 and the value of shares to be disposed in Item 3 were calculated based on the closing price on the day of the Board's resolution (January 23, 2026). However, the stock price and the actual amount may change depending on future stock price movements.

5. Expected Dilutive Effect on Share Value

- The number of shares to be disposed in Item 1 above represent approximately 0.019% of the total number of issued shares (5,919,637,922 common), and the dilutive effect on share value is expected to be insignificant

6. Other matters to consider for investment

 - Of the 1,152,022 shares to be disposed, the number of shares subject to selling restrictions is as follows:

166,136 shares subject to a two-year selling restriction

847,528 shares subject to a one-year selling restriction