REG - Samsung Electronics Samsung Elec - SMSD - Decision on Share Disposition

Samsung Electronics CoAnnouncement

26/01/2026 07:00

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RNS Number : 3314Q  Samsung Electronics Co. Ld  26 January 2026

Decision on Share Disposition

 

 1. Number of shares to be disposed                                                                                         Common                       1,152,022
                                                          Other                                                             -
 2. Price of shares to be disposed (Korean won)                                                                             Common                       152,100
                                                          Other                                                             -
 3. Value of shares to be disposed (Korean won)                                                                             Common                       175,222,546,200
                                                          Other                                                             -
 4. Expected disposition period                                                                                             Start date                   January 26, 2026
                                                          End date                                                          January 26, 2026
 5. Purpose of disposition                                                                                                                               Use of treasury shares as performance based compensation to executives and
                                                                                                                                                         other employees
 6. Method of disposition                                 Open-market (shares)                                                                           -
                                                                                                                            After-hours block trades (shares)                       -
                                                                                                                            Off-market (shares)                                     -
                                                                                                                            Other (shares)                                          1,1
                                                                                                                                                                                    52,
                                                                                                                                                                                    022
 7. Counterparties to the disposition                                                                                                                    YoungHyun Jun and 1,050 others
 8. Consignment investment brokers                                                                                                                       Samsung Securities Co., Ltd.

                                                                                                                                                         Shinhan Securities Co., Ltd.

                                                                                                                                                         KB Securities Co., Ltd.
 9. Holding status of treasury shares before disposition  Disposition within the allowable distribution of profit (shares)  Common                       109,126,021                Ratio (%)                  1.8
                                                          Other                                                                                          13,603,461                 Ratio (%)                  1.7
                                                          Other disposition (shares)                                        Common                       -                          Ratio (%)                  -
                                                          Other                                                             -                            Ratio (%)                  -
 10. Date of board resolution (confirmation date)                                                                                                        January 23, 2026
 - Attendance of Independent Directors at the Board of Directors meeting                                                    Present                      6
                                                          Absent                                                            0
    - Attendance of Auditors (Audit Committee members who are not Independent                                                                            -
 Directors)
 11. Daily sell order quantity limit                                                                                        Common                       -
                                                          Other                                                             -

 12. Other Information to Consider:

- 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)

 Stock type  Initial quantity  Changes                             End quantity
             Purchase                      Disposal  Cancellation
 Common      91,828,987        17,297,034  -         -             109,126,021
 Other       13,603,461        -           -         -             13,603,461

- 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

 

 

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