Notice Regarding Share Buyback and Tender Offer for Treasury Stock

Overview of Capital Policy

Osaka Steel Co., Ltd. announced, by a board resolution on November 4, 2026, its intention to carry out a share buyback and a tender offer for treasury stock. The acquisition cap is 2,800,100 shares, with a total amount of 5,880,210,000 yen. The purchase price is set at 2,100 yen, applying a 10% discount to market price. The tender offer period is 20 business days from 2026/11/5 to 2026/12/3. The target is expected to primarily include shares owned by Nippon Steel, assuming full subscription while aiming to limit declines in the free-float ratio.

Shareholder Returns Including Dividend and Fairness Measures

As part of this shareholder return program, a special dividend totaling approximately 2.06 billion yen is planned. While the tender offer conditions are based on market price, a discount is applied to restrain asset outflow. A special committee has been established to ensure independence, and measures to avoid conflicts of interest with the controlling shareholder Nippon Steel have been put in place. Procedures related to the tender offer are structured to ensure fairness.