[Amended] Material event report (merger)

What happened

Material Event Report (Merger Decision) 6.1

Humax Holdings Co., Ltd. Amended Report July 22, 2026

1. Disclosure document being amended: Material event report (merger decision) 2. Original filing date of the disclosure being amended: June 30, 2026 Filing date: 2026-06-30; Document name: Material Event Report (Merger Decision); Remarks: original filing Filing date: 2026-07-22; Document name: [Amended] Material Event Report (Merger Decision); Remarks: 1st amendment ("text shown in blue")

3. Amended items Item "3. Material Effects and Impact of the Merger"; Reason: correction to reflect completion of the treasury-share cancellation, and to reflect requested supplementation of the Securities Registration Statement. Before: as of the filing date, the largest shareholder of the surviving company, Humax Co., Ltd., is the dissolving company, Humax Holdings Co., Ltd. (35.60% stake); the largest shareholder of Humax Holdings is Byun Dae-gyu (35.44% stake). The Company plans to cancel, by board resolution, the 2,179 treasury shares acquired in the share-consolidation process, and plans to cancel the full 1,535,273 Humax common shares held by Humax Holdings immediately after the merger through a separate board resolution. The expected post-merger stake of the new largest shareholder, Byun Dae-gyu, is 16.61%, assuming treasury-share cancellation is completed. After: as of the filing date, the largest shareholder of the surviving company, Humax Co., Ltd., is the dissolving company, Humax Holdings Co., Ltd. (35.64% stake); the largest shareholder of Humax Holdings is Byun Dae-gyu (35.47% stake). The Company has completed cancellation, by board resolution, of the 2,179 treasury shares acquired in the share-consolidation process, and plans to cancel the full 1,535,273 Humax common shares held by Humax Holdings immediately after the merger through a separate board resolution (a board meeting for this is expected around October 30, 2026, within one month after merger registration and additional listing of the merger new shares, expected October 19, 2026; this schedule may change, and the Company will disclose the board resolution and cancellation dates once fixed). The expected post-merger stake of Byun Dae-gyu remains 16.61%, assuming cancellation is completed.

Item "18. Other Matters Relevant to Investment Decisions" (reflecting requested supplementation of the Securities Registration Statement) (Note 1) Before (Note 1): (c) Humax Holdings plans to cancel, by board resolution, the 2,179 treasury shares acquired in the share-consolidation process, and plans to cancel the full 1,535,273 Humax common shares it holds immediately after the merger through a separate board resolution. In this case the expected stake of Byun Dae-gyu, the largest shareholder of the surviving company, Humax, is 16.61%. The expected change in key shareholders' stakes is shown below. [Changes in Holdings of the Largest Shareholder and Related Parties Before and After the Merger] (basis date: June 29, 2026) (unit: shares, %) Columns: Before the merger, holding in Humax Holdings / Before the merger, holding in Humax / After the merger, holding in Humax (before cancellation) / After the merger and cancellation, holding in Humax Byun Dae-gyu (largest shareholder, common shares): 897,411 (35.44%) / - (0.00%) / 865,706 (12.83%) / 865,706 (16.61%) Park Bo-gyeong (special related party, common shares): 22,103 (0.87%) / - (0.00%) / 21,322 (0.32%) / 21,322 (0.41%) J2B Co., Ltd. (affiliated company, common shares): 101,800 (4.02%) / 2,207 (0.05%) / 100,410 (1.49%) / 100,410 (1.93%) Humax Holdings Co., Ltd. (largest shareholder, common shares): - (0.00%) / 1,535,273 (35.60%) / 1,535,273 (22.75%) / - (0.00%) Jung Seong-min (officer, common shares): - (0.00%) / 5,981 (0.14%) / 5,981 (0.09%) / 5,981 (0.11%) Byun Ji-young (other, common shares): - (0.00%) / 2,238 (0.05%) / 2,238 (0.03%) / 2,238 (0.04%) Byun Jung-seok (other, common shares): - (0.00%) / 1,901 (0.04%) / 1,901 (0.03%) / 1,901 (0.04%) Jung Chang-su (affiliated-company officer, common shares): - (0.00%) / 1,000 (0.02%) / 1,000 (0.01%) / 1,000 (0.02%) Shim Jae-hyun (affiliated-company officer, common shares): - (0.00%) / 500 (0.01%) / 500 (0.01%) / 500 (0.01%) Largest shareholder and related parties, total (common shares): 1,021,314 (40.33%) / 1,549,100 (35.92%) / 2,534,331 (37.55%) / 999,058 (19.16%) Other shareholders (common shares): 1,509,032 (59.59%) / 2,758,433 (63.97%) / 4,214,148 (62.45%) / 4,214,148 (80.84%) Treasury shares (common shares): 2,179 (0.09%) / 4,609 (0.11%) / - (0.00%) / - (0.00%) Total shares outstanding (common shares): 2,532,525 (100.00%) / 4,312,142 (100.00%) / 6,748,479 (100.00%) / 5,213,206 (100.00%) (omitted) If this merger and the treasury-share cancellation are completed, Humax's expected total shares outstanding: (a) before the merger: 4,312,142; (b) cancellation of previously held treasury shares: 4,609; (c) merger new shares issued: 2,440,946; (d) treasury shares cancelled: 1,535,273; (e) after the merger (a-b+c-d): 5,213,206

After (Note 1) (supplemented and added): (c) Humax Holdings has completed cancellation, by board resolution, of its 2,179 treasury shares, and plans to cancel the full 1,535,273 Humax shares it holds immediately after the merger through a separate board resolution (expected around October 30, 2026, within one month after merger registration and additional listing of the new shares, expected October 19, 2026; subject to change, to be disclosed once fixed). Byun Dae-gyu's expected post-merger stake remains 16.61%. The expected change in key shareholders' stakes is shown below. [Changes in Holdings of the Largest Shareholder and Related Parties Before and After the Merger] (basis date: July 21, 2026) (unit: shares, %) Columns: Before the merger, holding in Humax Holdings / Before the merger, holding in Humax / After the merger, holding in Humax (before cancellation) / After the merger and cancellation, holding in Humax Byun Dae-gyu (largest shareholder, common shares): 897,411 (35.47%) / - (0.00%) / 865,706 (12.83%) / 865,706 (16.61%) Park Bo-gyeong (special related party, common shares): 22,103 (0.87%) / - (0.00%) / 21,322 (0.32%) / 21,322 (0.41%) J2B Co., Ltd. (affiliated company, common shares): 101,800 (4.02%) / 2,207 (0.05%) / 100,410 (1.49%) / 100,410 (1.93%) Humax Holdings Co., Ltd. (largest shareholder, common shares): - (0.00%) / 1,535,273 (35.64%) / 1,535,273 (22.75%) / - (0.00%) Jung Seong-min (officer, common shares): - (0.00%) / 5,981 (0.14%) / 5,981 (0.09%) / 5,981 (0.11%) Byun Ji-young (other, common shares): - (0.00%) / 2,238 (0.05%) / 2,238 (0.03%) / 2,238 (0.04%) Byun Jung-seok (other, common shares): - (0.00%) / 1,901 (0.04%) / 1,901 (0.03%) / 1,901 (0.04%) Jung Chang-su (affiliated-company officer, common shares): - (0.00%) / 1,000 (0.02%) / 1,000 (0.01%) / 1,000 (0.02%) Shim Jae-hyun (affiliated-company officer, common shares): - (0.00%) / 500 (0.01%) / 500 (0.01%) / 500 (0.01%) Largest shareholder and related parties, total (common shares): 1,021,314 (40.36%) / 1,549,100 (35.96%) / 2,534,331 (37.55%) / 999,058 (19.16%) Other shareholders (common shares): 1,405,746 (55.56%) / 2,758,433 (64.04%) / 4,214,148 (62.45%) / 4,214,148 (80.84%) Treasury shares (common shares): 103,286 (4.08%) / - (0.00%) / - (0.00%) / - (0.00%) Total shares outstanding (common shares): 2,530,346 (100.00%) / 4,307,533 (100.00%) / 6,748,479 (100.00%) / 5,213,206 (100.00%)

Note 1) The 2,179 and 4,609 treasury shares acquired by the merger-surviving and merger-dissolving companies, respectively, as odd-lot shares from the share consolidation, were resolved for cancellation by board resolution on June 30, 2026 and cancelled on July 13, 2026. The 1,535,273 Humax shares held by the dissolving company, Humax Holdings, will be cancelled at a board meeting expected around October 30, 2026, within one month after merger registration and additional listing of the new shares (expected October 19, 2026); subject to change, to be disclosed once fixed. Note 2) Treasury shares either company acquires through shareholders' exercise of appraisal rights will also be fully cancelled. Note 3) Post-merger stakes above apply the expected number of merger new shares as of the Securities Registration Statement filing date and are subject to change, including from the exercise of appraisal rights. Note 4) The remaining KRW 990 million face value of Humax Holdings' Series 11 unregistered unsecured private exchangeable bonds was fully redeemed before maturity on July 13, 2026 by agreement with bondholders; the 103,286 treasury shares re-held as a result will be cancelled before this merger. Source: information provided by the merging companies.

If this merger and the treasury-share cancellation are completed, Humax's expected total shares outstanding: (a) before the merger: 4,307,533; (b) merger new shares issued: 2,440,946; (c) treasury shares cancelled: 1,535,273; (d) after the merger (a+b-c): 5,213,206. Note: following completion on July 13, 2026 of cancelling previously held treasury shares, total shares outstanding as of the filing date, July 22, 2026, are 4,307,533.

Note (l): Humax Holdings states that, to fulfill directors' duty of loyalty under Article 382-3 of the Commercial Act and the Ministry of Justice's "Guidelines on Director Conduct in Corporate Reorganizations," it implemented fairness-enhancing measures for this merger: (i) establishing and operating a special committee of outside directors, etc.; (ii) obtaining review by independent external experts (an accounting firm and a law firm); and (iii) providing full information to, and communicating with, shareholders. Details follow (condensed translation; all figures from the source are retained).

I. Special Committee

1) Composition. On May 12, 2026, at each company's 6th board meeting, the boards of Humax and Humax Holdings discussed forming a special committee for this merger. Because each company then had only one sitting outside director (Humax: Han Man-su; Humax Holdings: Lee Jang-woo), a committee of outside directors alone was not practicable; the boards noted that the Ministry of Justice guidelines refer to "outside directors, etc." and allow including a standing statutory auditor, a former outside director, or an external expert where a company has no or very few outside directors. Humax Holdings' Special Committee Operating Rules, Article 5, Paragraph 2, accordingly defines eligible members as "an outside director, a standing statutory auditor, a former outside director, or an external expert who is independent from the controlling shareholder and from this transaction." Each candidate was screened against a 9-item independence checklist covering: (1) not being a party to the merger; (2) not being the controlling shareholder or a related party; (3) no economic interest or conflict of interest relating to the merger; (4) compensation not tied to whether the merger is completed; (5) a duty to promptly notify the Company in writing if independence is compromised; (6) the Company's ability to terminate the appointment if independence is materially doubted; (7) a confidentiality obligation; (8) a prohibition on insider trading; and (9) a prohibition on using information obtained for any purpose other than reviewing this merger. Kim Jin-hyung, a standing statutory auditor initially considered, was found to concurrently serve as a statutory auditor of affiliate J2B Co., Ltd., creating a potential conflict; the board replaced him with external expert Jung Uk-jae at its 7th meeting on May 14, 2026.

Humax Holdings' special committee consists of 3 members: outside director Lee Jang-woo, former outside director Jeong Seong-in, and external expert Jung Uk-jae. [Career history of Humax Holdings' special-committee members] Lee Jang-woo, field: management; main occupation: Non-executive Director, Korea Foundation. Career: 1988-2022 Professor, Kyungpook National University; 2014-2015 President, Korean Academic Society of Business Administration; 2016-2019 Chairman, Korea Electronics Technology Institute; 2019-present Non-executive Director, Korea Foundation. Jeong Seong-in, field: management/finance; main occupation: Managing Partner, Premier Partners LLC. Career: 1981-1997 KTB Network; 1997-1999 Team Leader, Hyundai Technology Investment Co., Ltd.; 1999-2001 Vice President, Intervest Co., Ltd.; 2001-2005 CEO, Intervest Co., Ltd.; 2014-2015 Outside Director, Humax Holdings; 2005-present Managing Partner, Premier Partners LLC. Jung Uk-jae, field: management/accounting; main occupation: CEO, RTCast Co., Ltd. Career: 1997-2007 Anjin Accounting Corporation; 2007-2011 Humax; 2011-2020 CFO, RTCast; 2020-2022 CEO, Exacsdx; 2025-present CEO, RTCast.

2) Independence review. Each candidate was checked against the 9-item independence checklist above, and it was confirmed that none of the three committee members holds any Humax or Humax Holdings shares. - Lee Jang-woo: a sitting outside director with no past or present employment, controlling-shareholder, or related-party ties to the Company, and no compensation tied to the merger's outcome; judged independent. - Jeong Seong-in: outside director of Humax Holdings from 2014 to 2015, roughly 11 years before this merger, far beyond the Commercial Act's 2-year disqualification period (Article 382, Paragraph 3, Item 1); no current economic ties, no shareholding, no outcome-linked pay; his past board service and venture-investment valuation expertise were judged to support, not undermine, independence. - Jung Uk-jae: worked at Humax 2007-2011 (about 4 years, roughly 15 years before this merger) and then served as CFO of RTCast, then a Humax affiliate, from February 2011 to October 2020; Humax fully divested RTCast's equity and control in January 2025, severing the affiliate relationship; roughly 6 years have passed since his CFO role ended, exceeding the 2-year disqualification period; his re-appointment as RTCast's CEO in February 2025 postdates that divestiture. The board judged his past Humax/RTCast experience as a strength for reviewing the group's business and financial structure, without compromising independence, given a compensation structure not tied to the outcome and confirmation against the same 9-item checklist. Humax Holdings separately asked its legal adviser, Class Hankyul LLC, to review each member's independence; in its opinion dated July 15, 2026, Class Hankyul confirmed all three special-committee members meet the independence requirements. (A fourth candidate, statutory auditor Kim Jin-hyung, was found unsuitable for item (3), economic interest/conflict of interest, due to his concurrent role at affiliate J2B, and was replaced as noted above.)

3) Expertise. Rather than a separate checklist, the Company reviewed each member's education, career, and practical experience: Lee Jang-woo (academic and practical expertise in management, plus electronics-industry knowledge from chairing the Korea Electronics Technology Institute); Jeong Seong-in (financial expertise from decades in venture investment and valuation at KTB Network, Hyundai Technology Investment, Intervest, and Premier Partners); Jung Uk-jae (accounting expertise from Anjin Accounting Corporation and management expertise as RTCast's CFO and CEO, plus direct familiarity with the Humax group's holding-company/operating-company structure from his 2007-2011 tenure at Humax).

4) Authority and nature of the committee. The special committee is not a board committee under Article 393-2 of the Commercial Act but a voluntary advisory body created by board resolution; per the Ministry of Justice guidelines and the Special Committee Operating Rules Article 1 ("to review transactions carrying a high risk of direct shareholder harm or conflicts of interest, and to assist the board's decision-making"), it advises and assists the board rather than holding final decision-making authority, which remains with each company's board. The committee nonetheless has real powers under the Operating Rules: convening and voting at meetings, retaining external advisers, hearing related officers/employees and outside parties, access to company materials including undisclosed material information, and keeping minutes. [Key provisions of the Special Committee Operating Rules] Art. 1 (Purpose): efficient operation of a special committee reviewing transactions with high risk of direct shareholder harm or conflicts of interest, assisting board decisions. Art. 2 (Scope): this rule governs except where law, the articles, or board rules apply, or the board resolves otherwise. Art. 3 (Independence and authority): the committee acts independently of the board, reviewing fairness of transaction terms, appropriateness of procedure, the existence and extent of conflicts among shareholders, and protection and equal treatment of all shareholders' interests; it has rights to request materials and to request attendance of relevant officers/employees and outside persons. Art. 4 (Duties): the committee owes the Company a duty of care as a good manager and must consider the interests of all shareholders. Art. 5 (Composition): at least 3 members with no special interest in the agenda, drawn from outside directors, statutory auditors, and external experts. Art. 6 (Chair): elected by resolution; oversees committee work and reports to the board. Art. 7 (Dissolution): may be dissolved by board resolution on statutory or regulatory grounds. Art. 8 (Meetings): held as needed; frequency set by the chair. Art. 9 (Convening): convened by the chair, with notice by the day before the meeting. Art. 10 (Resolutions): a majority of members present, with a majority of those present in favor, constituting quorum of a majority of all members. Art. 11 (Review and reporting matters): final review and board reporting on matters the board refers to it. Art. 12 (Minutes): recording the agenda, review summary and grounds, proceedings and outcome, and dissenting reasons, signed by all members. Art. 13 (Secretary): a company employee may serve as secretary to assist members. Art. 14 (Notification): committee resolutions are reported to the board. Art. 15 (Confidentiality): materials received are kept strictly confidential and not disclosed to third parties without the Company's consent. Art. 16 (Support department): a supporting department may be designated to assist operations. Art. 17 (Amendment): amended by board resolution.

5) Timing of establishment. Humax Holdings' board adopted the Special Committee Operating Rules and formally established the special committee by resolution on May 12, 2026, shortly after the Korea Exchange abruptly pre-announced, on April 17, 2026, a partial amendment to the KOSDAQ Listing Regulations. Because the government's previously announced phase-in of higher market-cap delisting thresholds was compressed from an annual to a semiannual schedule, the boards judged an urgent response to delisting risk was needed; given tightened statutory requirements on general-shareholder protection and conflicts of interest, the boards resolved to have an independent body objectively and expertly review both the substantive justification (necessity and appropriateness of terms) and the procedural fairness of the merger. The committee was tasked with reviewing the merger from an independent, shareholder-protection standpoint and reporting its final opinion to the board.

6) Committee activity by meeting. Meeting 1 (May 20, 2026): elected Lee Jang-woo as chair (confirmed to have no special interest in the merger); set the committee's review scope per the Operating Rules; received a secretariat briefing on the merger overview and progress; approved retaining Bohyun Accounting Corporation as independent accounting adviser and Class Hankyul LLC as independent legal adviser, after confirming their expertise and independence.

Discussion at this meeting: members analyzed the impact of the Exchange's tightened delisting rules, confirming that Humax Holdings faced an immediate delisting threat for falling below the KRW 20 billion market-cap threshold taking effect July 1, 2026, and that Humax itself risked forced delisting under the KRW 30 billion threshold from January 2027, given that having both the holding company and the operating company listed fragments value. Members agreed that absent prompt action, existing shareholders, including minority shareholders, would face irreversible harm, a total loss of market liquidity and the ability to exit at a fair price, and approved pursuing the merger ahead of the regulatory deadline as the clearest, most effective remedy, while commissioning external advisers for an added fairness check even though no external appraisal is legally required for this market-price-based KOSDAQ-to-KOSDAQ merger.

Meeting 2 (June 9, 2026): reviewed potential conflicts of interest as an affiliate-to-affiliate transaction, (1) between Humax Holdings' and Humax's shareholders, and (2) between Humax Holdings' controlling and minority shareholders, concluding both risks were low, given Humax Holdings' imminent delisting risk from July 2026 and the merger's favorable resolution of the holding company's chronic valuation discount; also reviewed alternatives to the merger: Alternative 1, status quo, rejected: high risk of a delisting trigger for Humax Holdings, making shareholder-value protection difficult. Alternative 2, treasury buyback/cancellation to boost shareholder value, rejected: a temporary share-price measure, not a fundamental solution, and impractical given no distributable profit and liquidity constraints. Alternative 3, preemptive delisting via tender offer (acquiring at least 95% of Humax Holdings), rejected: raising the large tender-offer funding was not realistically feasible, and success was uncertain at the long-declining share price. Alternative 4, third-party-placement rights offering, rejected: practically difficult to find outside investors for a holding company already facing delisting. The committee and boards concluded that an absorption merger (Humax surviving, Humax Holdings dissolving) best served the merger's purpose and the interests of all shareholders, also reviewed and approved commissioning Bohyun Accounting Corporation and Class Hankyul LLC for interim reports.

Meeting 3 (June 17, 2026): received interim reports from Bohyun Accounting Corporation (valuation methodology and key assumptions) and Class Hankyul LLC (merger procedure, alternatives, shareholder conflicts), and discussed these with the advisers.

Meeting 4 (June 29, 2026): received final opinions. Bohyun Accounting Corporation's valuation report compared the statutory market-price-based merger ratio against an intrinsic-value-based ratio, concluding the former reflects each company's real value: (unit: KRW/share, multiple), Humax (surviving) / Humax Holdings (dissolving), minimum-maximum: (a) Intrinsic value (Note 1): 24,194~29,608 / 23,166~29,488 A. Asset value: 19,332 / 13,870 B. Earnings value: 27,487~36,510 / 29,363~39,900 (b) Intrinsic-value-based merger ratio: 1 : 0.957510 to 1 : 0.995947

Class Hankyul LLC's legal opinion concluded the merger is not a decision in breach of directors' duty of loyalty to shareholders, for the following reasons (summary): 1. Legitimacy of purpose: resolves governance/cost inefficiency from dual listing; preemptively addresses delisting risk (Humax Holdings below the KRW 20 billion threshold from July 2026; Humax at risk of falling below the KRW 30 billion threshold); alternatives (status quo, treasury buyback, tender offer) are less feasible or effective than the merger. 2. Fairness of terms: 100% statutory market-price method applied, with no premium/discount exercised within the legally permitted ±10% range; the market-price ratio falls within the range from Bohyun's independent intrinsic-value appraisal; the same ratio applies to all shareholders; timing driven by the regulatory deadline, not favoring either side. 3. Procedural adequacy: full implementation of the Ministry of Justice guidelines' recommended measures, special committee established and deliberated 4 times, independent legal/accounting advisers retained, and a shareholder briefing held; dissenting shareholders are guaranteed appraisal rights. 4. Shareholder conflicts: low risk between the two companies' shareholders, since both share the common goal of resolving delisting risk and economic effects accrue proportionally (Humax Holdings' shareholders in fact benefit from resolving the holding-company discount); low risk between controlling and minority shareholders, since Humax Holdings' entire Humax stake will be cancelled after the merger, preventing dilution of minority shareholders. 5. Directors' duties: thorough internal review, external advice, and independent committee deliberation place the board's decision within the bounds of reasonable business judgment and satisfy the duty of loyalty under amended Commercial Act Article 382-3.

Committee meetings in summary: Meeting 1 (2026.05.20): elected chair; set review scope; secretariat briefing; approved accounting adviser (Bohyun) and legal adviser (Class Hankyul). Meeting 2 (2026.06.09): reviewed affiliate-transaction conflicts (shareholder-to-shareholder; controlling-to-minority); reviewed alternatives (status quo, treasury buyback, preemptive delisting via tender offer, rights offering); reviewed appraisal-rights scenarios and contractual caps; reviewed minority-shareholder protections including treasury-share cancellation; received interim adviser reports. Meeting 3 (2026.06.17): received merger-schedule briefing and detailed answers to Meeting-2 questions; received interim adviser reports. Meeting 4 (2026.06.29): received progress and schedule briefing; received final adviser opinions; reviewed the draft merger agreement; adopted a comprehensive opinion covering purpose, ratio fairness, procedural legitimacy, shareholder conflicts, and directors' duty of loyalty.

The committee's final opinion, resolved June 29, 2026 and reported to the board June 30, 2026 (summary): a special committee of outside/former-outside directors and an external expert met 4 times with independent legal advice (Class Hankyul) and financial/valuation advice (Bohyun); the merger resolves the dual-listing discount and duplicate listed-company costs while combining enterprise-AI and mobility-infrastructure capability; it preemptively and structurally addresses the Exchange's tightened delisting thresholds (KRW 20 billion from July 2026, KRW 30 billion from 2027), to which Humax Holdings is already exposed; the merger ratio rests 100% on the statutory market price with no discretionary premium/discount, further confirmed by an independent intrinsic-value appraisal; all treasury shares arising from the merger (1,535,273 shares plus consolidation odd-lots) will be cancelled, and dissenting shareholders have a three-step legal protection path (appraisal demand, price negotiation, and court determination of fair value); and the process satisfies directors' duty of care and duty of loyalty. On receiving this opinion, Humax Holdings' board approved the agreement essentially without dissent.

7) Board decisions. Having reviewed the committee's 4-meeting comprehensive opinion (purpose, ratio fairness, procedural adequacy, and shareholder-protection all judged appropriate), the board unanimously approved execution of the merger agreement. 2026.05.12, Special committee established: resolved to set up a committee of outside/former outside directors and a standing auditor to independently verify procedural fairness and shareholder conflicts. 2026.05.14, Committee membership changed: auditor Kim Jin-hyung's concurrent role at affiliate J2B created a conflict; replaced with external expert Jung Uk-jae. 2026.06.30, Merger agreement approved: the board re-confirmed that gains/losses accrue proportionally to the ratio (no shareholder discrimination), that both companies face delisting risk under the tightened rules (no one-sided advantage), that the ratio uses the statutory market-price method with no discount/premium and independent intrinsic-value verification, and that treasury shares from the merger will be fully cancelled (no dilution); on the committee's "no conflict-of-interest concern" opinion, the board unanimously approved the agreement.

II. External Experts

1) Engagement. Humax Holdings did not rely on the committee members' expertise alone and separately engaged external experts on the merger's financial and legal issues. Legal adviser: Class Hankyul LLC; engaged 2026.05.20 by the special committee; scope: review of the legitimacy of the transaction's purpose, procedural legality, appropriateness of terms, and directors' compliance with the duty of loyalty; contract term: until the committee's work concludes; fee: KRW 30,000,000. Accounting adviser: Bohyun Accounting Corporation; engaged 2026.05.20 by the special committee; scope: assessing the appropriateness of the merger ratio and reporting to the committee; contract term: 2026.05.20-2026.06.29; fee: KRW 150,000,000.

Independence of the advisers was checked against: (1) prior appointment as the Company's external auditor; (2) existing advisory relationships and their materiality; (3) any officer/employee overlap with the Company; (4) any shareholding in the Company; (5) any success-fee tied to completion of the deal; and (6) any direct or indirect benefit from the counterparty. Bohyun Accounting Corporation has no history as external auditor for the Humax group, no personnel overlap, no shareholding, is paid regardless of whether the deal completes, and has no indirect benefit from the counterparty; Class Hankyul LLC likewise is not an external auditor candidate, has no prior advisory history with Humax Holdings, no personnel overlap or shareholding, and is paid regardless of outcome. (Note: Humax Holdings was audited by Samil Accounting Corporation in 2023 and 2024, and by Seohyun Accounting Corporation in 2025; other Humax-group affiliates use other audit firms.)

Expertise of the advisers was likewise reviewed: for the accounting adviser, (i) sufficient track record valuing governance-reorganization transactions such as comprehensive share swaps and mergers, (ii) proficiency in multiple valuation methodologies, and (iii) the lead partner/accountant holding relevant certification (KICPA, etc.) with 5+ years' experience, all satisfied. For the legal adviser, (i) sufficient advisory history on share-swap/merger governance changes under the Capital Markets Act and Commercial Act, (ii) theoretical and practical expertise in minority-shareholder matters and control disputes at listed companies, and (iii) the lead partner/attorney holding relevant M&A/capital-markets experience, all satisfied.

2) Legal adviser's activity. Scope: review of directors' duty of loyalty to shareholders; legal advice on committee operation; review of the merger agreement; review and legal opinion on legitimacy of purpose, fairness of terms, and procedural adequacy; reporting to the committee. Materials requested from the Company: committee minutes, the Operating Rules, internal reports on the merger, the draft merger agreement, and all materials relating to mandatory disclosures under the Capital Markets Act and Commercial Act. Personnel: 3 (2 lead partners, 1 associate attorney). Hours: 60. Class Hankyul LLC's legal opinion of June 29, 2026, delivered independently of the board, concluded (summary, as already set out above): the merger's purpose is legitimate; the terms are fair; the procedure is adequate; shareholder conflicts are low; and directors' duty of care and duty of loyalty were satisfied. Class Hankyul separately confirmed, in its July 15, 2026 opinion, that each special-committee member (Lee Jang-woo, Jeong Seong-in, Jung Uk-jae) satisfies the independence requirements, for the same reasons set out in Part I above; it found Kim Jin-hyung unsuitable on item (3) (economic interest/conflict of interest) due to his concurrent role at affiliate J2B.

3) Financial adviser's activity. Materials Bohyun Accounting Corporation requested from the Company: past financial statements and supporting schedules, general ledgers, management P&L data, medium/long-term business plans, and interviews with responsible staff. Personnel: 6. Hours: 800. Whether external appraisal is a legal requirement: No.

(a) Methodology. Both companies' special committees had their own independent accounting advisers verify the market-price-based ratio using an "intrinsic value" method (weighted average of asset value and earnings value, weighted 1:1.5), applied under Articles 4-8 of the Enforcement Rules of the Regulation on Issuance and Disclosure of Securities, with no coordination between the two committees or between either committee and its own company as to methodology.

[Summary: appropriateness of the Humax Holdings merger ratio] (unit: KRW/share, multiple) Category: Bohyun Accounting Corporation, Humax / Humax Holdings Intrinsic value: 24,194~29,608 / 23,166~29,488 Asset value: 19,332 / 13,870 Earnings value: 27,487~36,510 / 29,363~39,900 Ratio range: 1:0.957510 to 1:0.995947 Statutory market-price ratio: 1:0.9646707

(b) Valuation unit. Bohyun treated each merging company's consolidated group as a single economic entity for computing asset and earnings value, given the business overlap and intercompany synergy between parent and subsidiaries, while equity-method associates outside the consolidation scope were separately added as non-operating assets.

(c) Asset value. Under Article 5 of the Enforcement Rules, 1-share asset value is the adjusted net asset value from the latest fiscal year-end consolidated balance sheet (before the most recent fiscal year preceding the filing), divided by shares outstanding at the analysis date. Humax: consolidated total equity KRW 96,129 million, less non-controlling interests of KRW 5,439 million among total adjustments of KRW 12,766 million, giving adjusted net assets of KRW 83,363 million; divided by 4,312,142 shares outstanding gives asset value of KRW 19,332/share. Humax Holdings: consolidated total equity KRW 92,614 million, less non-controlling interests of KRW 61,640 million among total adjustments of KRW 57,487 million, giving adjusted net assets of KRW 35,127 million; divided by 2,532,525 shares outstanding gives asset value of KRW 13,870/share.

[Asset-value calculation detail] (unit: KRW million, shares, KRW/share), Humax / Humax Holdings A. Consolidated total equity, latest fiscal year-end: 96,129 / 92,614 B. Adjustments (B=a+b): (12,766) / (57,487) a. Additions: - / 6,728 (1) Treasury shares as of the analysis date (Note 1): - / 4,649 (3) Capital increase from conversion/warrant exercise (Note 2): - / 611 (4) Increase in capital surplus and revaluation surplus (Note 2): - / 1,468 b. Deductions: (12,766) / (64,215) (3) Difference between net asset value and acquisition cost for unlisted investment shares carried at cost (Note 3): (5,358) / (1,908) (4) Difference between closing price and book value for listed investment shares (Note 4): (1,057) / (369) (5) Understatement of retirement-benefit liabilities (Note 6): (93) / - (9) Net asset decrease not accompanied by a change in retained earnings (Note 5): (819) / (291) (10) Non-controlling interests at the latest fiscal year-end: (5,439) / (61,640) C. Adjusted net asset value (C=A+B): 83,363 / 35,127 D. Total shares outstanding: 4,312,142 / 2,532,525 E. Asset value per share (E=C÷D): 19,332 / 13,870

(Note 1) Treasury shares as of the analysis date [Humax Holdings] (unit: KRW million): balance at 2025.12.31: 14,937; treasury-share cancellation: (10,242); exchangeable-bond exercise: (46); balance at the analysis date: 4,649. (Note 2) The dissolving company issued KRW 3,000,000,000 face value of its Series 10 convertible bonds on 2025.03.18; on 2026.05.20, KRW 2,100,000,000 face value was converted, issuing 244,584 common shares; the conversion increased capital by KRW 611,460,000 and capital surplus by KRW 1,504,258,639. Separately, on 2026.05.06, KRW 10,000,000 face value of Series 11 exchangeable bonds was exchanged for 1,043 treasury shares, decreasing capital surplus by KRW 36,608,964. [Humax Holdings] (unit: KRW million), Capital / Capital surplus: paid-in surplus / conversion-right consideration / gain on disposal of treasury shares / total: Series 10 CB conversion: 611 / 1,888 / (383) / - / 1,504 Series 11 EB exercise: - / - / - / (36) / (36) Total: 611 / 1,888 / (383) / (36) / 1,468

(Note 3) Adjustment of unlisted investment shares carried at cost against net asset value, as of the analysis date. [Humax] (unit: KRW million), Investee / Book value (A) / Investee net asset value (B, basis 2025.12.31 separate financial statements) / Ownership (C) / B×C (D) / Adjustment (D-A): Toolspace convertible preferred: 2,500 / 4,335 / 8.2% / 355 / (2,145) WATT convertible preferred: 1,503 / 1,202 / 18.4% / 221 / (1,282) EZCharger common: 1,982 / 13,009 / 6.6% / 863 / (1,119) AGMT common: 366 / - / 10.5% / - / (366) IB-BDC Public Technology Commercialization Innovation Fund 1: 500 / 6,672 / 6.0% / 402 / (98) Shinhan Co-growth Solution New Technology Investment Partnership: 2,871 / 10,096 / 25.0% / 2,524 / (347) Subtotal: 9,722 / 35,314 / - / 4,365 / (5,357) Deduction for unlisted investment shares carried at cost: (5,357) [Humax Holdings] same investees and book values, with an added holding-company ownership factor of 35.6% and resulting adjustment: Toolspace (764); WATT (456); EZCharger (398); AGMT (130); IB-BDC Fund (35); Shinhan Co-growth partnership (124); subtotal adjustment (1,907), applying the 35.6% factor to the (5,357) subtotal.

(Note 4) Adjustment of listed investment shares' closing price against book value, as of the analysis date. [Humax] (unit: KRW million), Smart Radar System: book value 2,018; shares 240,000; closing price KRW 4,005 giving fair value 961; adjustment (1,057); deduction for listed investment shares (1,057). [Humax Holdings] same holding (240,000 shares, closing price KRW 4,005, fair value 961), with the 35.6% holding-company factor applied to the (1,057) adjustment, giving (376); deduction (376).

(Note 5) Net asset decreases as of the analysis date not accompanied by a change in retained earnings (unit: KRW million), Humax / Humax Holdings; equity-method capital adjustment: (538) / (538), with 35.6% factor (191) for Holdings; foreign-currency translation adjustment, net of tax: (281) / (281), with 35.6% factor (100); subtotal: (819) / (819), giving (291) for Holdings.

(Note 6) Understatement of retirement-benefit liability, as of the analysis date [Humax] (unit: KRW million): defined-benefit obligation at 2025.12.31: 2,371; at 2026.03.31: 2,465; difference: (93).

The consolidated balance sheets used for the above, as of 2025.12.31, in full (unit: KRW million), Humax / Humax Holdings: Current assets: 149,975 / 151,544, cash and cash equivalents 25,412 / 26,023; trade and other receivables 37,655 / 38,386; contract assets (current) 183 / 308; FVPL financial assets (current) 3,224 / 3,236; inventories 70,042 / 70,042; other financial assets (current) 656 / 656; other assets (current) 10,844 / 10,911; current tax assets 1,911 / 1,911; assets held for sale 48 / 69. Non-current assets: 341,084 / 343,529, long-term trade and other receivables 29,478 / 25,278; FVPL financial assets (non-current) 117,668 / 125,917; investments in subsidiaries, associates and joint ventures 126,780 / 126,780; property, plant and equipment 34,943 / 34,963; right-of-use assets 7,360 / 7,315; investment property 11,272 / 10,894; intangible assets 3,955 / 2,428; other financial assets (non-current) 416 / 416; other assets (non-current) 1,905 / 1,905; net defined-benefit assets 718 / 1,044; deferred tax assets 6,589 / 6,589. Total assets: 491,059 / 495,073 (also stated as 491,060 / 495,073 in the capital-and-liabilities total line). Current liabilities: 282,764 / 289,413, trade and other payables 93,436 / 93,429; contract liabilities (current) 3,826 / 3,826; short-term borrowings 27,675 / 30,875; current portion of long-term borrowings 8,000 / 8,000; bonds (current) 11,997 / 11,997; convertible bonds (current) 5,076 / 6,890; FVPL financial liabilities (current) 88,515 / 89,624; lease liabilities (current) 9,995 / 10,032; provisions (current) 26,239 / 26,239; other financial liabilities (current) 327 / 327; other liabilities (current) 7,651 / 8,102; current tax liabilities 27 / 72. Non-current liabilities: 112,167 / 113,045, long-term trade and other payables 3,192 / 3,192; long-term borrowings 4,214 / 4,214; bonds (non-current) 41,920 / 41,920; exchangeable bonds - / 919; FVPL financial liabilities (non-current) 9,954 / 9,954; lease liabilities (non-current) 48,434 / 48,531; provisions (non-current) 3,551 / 3,551; other liabilities (non-current) - / 2; net defined-benefit liabilities 80 / 80; deferred tax liabilities 822 / 683. Total liabilities: 394,931 / 402,459. Equity attributable to owners of the parent: 90,690 / 30,974, capital 21,985 / 6,289; other paid-in capital 388,110 / 94,252; retained earnings (47,624) / (5,318); other components of equity (271,781) / (64,249). Non-controlling interests: 5,439 / 61,640. Total equity: 96,129 / 92,614. Total equity and liabilities: 491,060 / 495,073.

(d) Earnings value, discount rate (WACC). Humax's WACC: Gateway segment 8.56%, Automotive Electronics segment 9.51%, EVCS segment 12.39%; Humax Holdings' own IT segment 11.28%, ESG segment 13.6%. Common inputs: risk-free rate 3.39%, market risk premium 8.00%, size premium 4.02% (Micro-cap, per the Korean Institute of CPAs) for Automotive/IT/ESG (0.00% for Gateway, given its leading market position; 3.00% for EVCS, reflecting EV-charging growth), cost of debt 9.91% (9.81% for ESG), tax rate 22%. Unlevered beta (from Bloomberg peer-adjusted betas): Humax Set-top-box segment 0.4324 / Automotive Electronics 0.2769 / EVCS 1.0933; Humax Holdings IT 0.5018 / ESG 0.7815. Relevered beta: Set-top-box 0.7427 / Automotive 0.7581 / EVCS 1.0683; IT 0.6251 / ESG 0.8355. Risk-free rate basis: 10-year Korea Treasury Bond yield of 3.385%. Cost of debt basis: a BBB- 5-year public unsecured corporate-bond yield of 9.905%. [WACC calculation], symbol / Gateway / Automotive Electronics / EVCS / IT / ESG: Risk-free rate (a): 3.39% / 3.39% / 3.39% / 3.39% / 3.39% Market risk premium (b): 8.00% / 8.00% / 8.00% / 8.00% / 8.00% Unlevered beta (c): 0.4324 / 0.2769 / 1.0933 / 0.5018 / 0.7815 Relevered beta (d): 0.7427 / 0.7581 / 1.0683 / 0.6251 / 0.8355 Size premium (e): 0.00% / 4.02% / 3.00% / 4.02% / 4.02% Cost of equity (f): 9.33% / 13.47% / 14.93% / 12.41% / 14.09% Cost of debt (g): 9.91% / 9.91% / 9.91% / 9.91% / 9.81% Debt ratio (h): 47.91% / 69.02% / 35.20% / 23.95% / 8.15% Equity ratio (i): 52.09% / 30.98% / 64.80% / 76.05% / 91.85% Tax rate (j): 22.00% / 22.00% / 22.00% / 22.00% / 22.00% WACC (k=f×i+g×(1-j)×h): 8.56% / 9.51% / 12.39% / 11.28% / 13.60%

(e) Earnings-value results summary. Humax: forecast-period FCFF present value (14,663) + terminal value present value 72,504 = operating value 57,841; plus non-operating assets 305,313 = enterprise value 363,154; less interest-bearing debt 229,394 = earnings value KRW 133,760 million (KRW 31,019/share). Humax Holdings: forecast-period FCFF present value 5,798 + terminal value present value 50,097 = operating value 55,895; plus non-operating assets 115,757 = enterprise value 171,652; less interest-bearing debt 86,591 = earnings value KRW 85,061 million (KRW 33,587/share). [Humax] (unit: KRW million, shares, KRW/share), Gateway / Automotive Electronics (Note 1) / EVCS / Total: a. PV of forecast-period cash flow: (6,065) / 15,665 / (24,263) / (14,663) b. PV of terminal cash flow: 8,208 / 38,885 / 25,410 / 72,504 c. Operating value (a+b): 2,144 / 54,550 / 1,148 / 57,841 d. Non-operating assets: 302,440 / 2,872 / - / 305,313 e. Enterprise value (c+d): 304,584 / 57,422 / 1,148 / 363,154 f. Interest-bearing debt: 191,440 / 37,954 / - / 229,394 g. Earnings value (e-f): 113,144 / 19,469 / 1,148 / 133,760 (range: maximum 116,214/32,942/8,056/157,213; minimum 111,256/10,611/(3,563)/118,305) h. Total shares outstanding: 4,312,142 / 4,312,142 / 4,312,142 / 4,312,142 i. Earnings value per share (g÷h): 26,238 / 4,515 / 266 / 31,019 (maximum 26,951/7,639/1,868/36,458; minimum 25,801/2,461/(826)/27,435) (Note 1) Automotive Electronics figures reflect Humax's 70.5% ownership.

[Humax Holdings] (unit: KRW million, shares, KRW/share), Gateway (Note 1) / Automotive Electronics (Note 1) / EVCS (Note 1) / IT / ESG / Total: a. PV of forecast-period cash flow: (2,159) / 5,577 / (8,638) / 10,353 / 665 / 5,798 b. PV of terminal cash flow: 2,922 / 13,845 / 9,047 / 23,073 / 1,210 / 50,097 c. Operating value (a+b): 763 / 19,422 / 409 / 33,427 / 1,875 / 55,895 d. Non-operating assets: 105,458 / 1,023 / - / 9,132 / 144 / 115,757 e. Enterprise value (c+d): 106,222 / 20,444 / 409 / 42,559 / 2,019 / 171,652 f. Interest-bearing debt: 68,065 / 13,513 / - / 4,849 / 165 / 86,591 g. Earnings value (e-f): 38,157 / 6,932 / 409 / 37,710 / 1,854 / 85,061 (maximum 39,250/11,729/2,868/45,049/2,153/101,049; minimum 37,485/3,778/(1,268)/32,738/1,630/74,361) h. Total shares outstanding: 2,532,525 (all columns) i. Earnings value per share (g÷h): 15,067 / 2,737 / 161 / 14,890 / 732 / 33,587 (maximum 15,498/4,631/1,133/17,788/850/39,900; minimum 14,801/1,492/(501)/12,927/643/29,363) (Note 1) Gateway, Automotive Electronics and EVCS figures reflect Humax Holdings' 35.6% ownership of Humax.

Segment-level earnings-value detail (figures identical regardless of which company's valuation section they support; forecast years 2026-2030 unless noted):

1) Gateway segment (digital-broadcast reception and broadband). Revenue: 2023 451,164 / 2024 333,600 / 2025 191,395, declining; operating profit 18,337 / (851) / (9,907) over the same years, also declining, reflecting market contraction and lower orders from key customers; the business retains deep Gateway/Set-top-box experience, an overseas sales network, major telecom-operator customers, and technological/market leadership. Forecast assumes a shift to ODM to cut fixed costs, returning to operating profit from 2029, with 2030 revenue of 123,842 and operating profit of 1,275. (unit: KRW million) 2026-2030: Revenue 141,422/113,299/116,707/120,224/123,842; Variable cost 129,577/102,735/105,825/109,014/112,293; Contribution margin 11,845/10,564/10,882/11,211/11,548; Fixed cost 13,877/12,008/11,312/10,768/10,273; Operating profit (2,031)/(1,445)/(430)/443/1,275; Tax expense -/-/-/75/259; After-tax operating profit (NOPLAT) (2,031)/(1,445)/(430)/368/1,017; D&A 602/621/473/492/488; ROU amortization 613/302/181/70/-; Capex 547/564/430/448/444; Change in NWC 3,817/2,028/(228)/(235)/(242); Tax effect -/-/-/66/224; FCFF (5,181)/(3,114)/22/783/1,528; Discount period 0.5/1.5/2.5/3.5/4.5; Discount factor 0.95977/0.88409/0.81439/0.75017/0.69103; PV (4,973)/(2,753)/18/588/1,056. PV of forecast period (A): (6,065). Terminal value: (a) 2030 pretax operating profit 1,275; (b) perpetual growth rate 0.00%; (c) post-2030 pretax profit 1,275; (d) tax 259; (e) post-2030 after-tax profit 1,017; (f) NWC change -; (g) after-tax FCFF 1,017; (h) WACC 8.56%; (i) discount factor 0.691025; (j) PV of terminal value (B) 8,208. Operating value (C=A+B): 2,144. Sensitivity (Humax scale), WACC 7.56/8.06/8.56/9.06/9.56%, perpetual growth: -1.00% → 26,352/26,205/26,074/25,957/25,852; -0.50% → 26,484/26,321/26,176/26,048/25,933; 0.00% → 26,634/26,451/26,290/26,148/26,022; 0.50% → 26,805/26,598/26,418/26,260/26,120; 1.00% → 27,002/26,766/26,563/26,386/26,231. (Base case, WACC 8.56%/growth 0.00%: KRW 26,290/share.) Sensitivity (Humax Holdings 35.6% scale), same WACC/growth axes: -1.00% → 15,136/15,046/14,967/14,896/14,833; -0.50% → 15,216/15,117/15,029/14,951/14,881; 0.00% → 15,307/15,195/15,098/15,012/14,935; 0.50% → 15,410/15,285/15,176/15,080/14,995; 1.00% → 15,530/15,387/15,263/15,156/15,062.

2) Automotive Electronics segment (radio, DMB, GPS signal-reception products). Revenue: 201,470 / 201,959 / 199,855 (2023-2025, roughly flat); operating profit 5,309 / 2,303 / (6,386), declining. Forecast assumes SG&A efficiencies and revenue growth return the segment to operating profit from 2027, reaching 2030 revenue of 261,562 and operating profit of 10,086. (unit: KRW million) 2026-2030: Revenue 212,234/222,263/250,840/260,862/261,562; Cost of sales 179,935/188,735/205,741/217,722/220,977; Gross profit 32,299/33,528/45,099/43,140/40,585; SG&A 28,663/28,558/29,170/29,945/30,499; Operating profit 3,636/4,970/15,929/13,195/10,086; Tax expense 778/1,071/3,482/2,881/2,197; After-tax operating profit 2,858/3,898/12,447/10,314/7,889; D&A 5,892/4,755/4,842/4,885/5,003; ROU amortization 1,147/1,167/1,191/1,214/1,237; Capex 4,783/5,327/5,591/6,020/5,776; Change in NWC 8,918/2,177/5,232/2,297/288; Tax effect 640/875/2,803/2,322/1,775; FCFF (3,163)/3,191/10,460/10,419/9,840; Discount period 0.5/1.5/2.5/3.5/4.5; Discount factor 0.9556/0.8727/0.7969/0.7277/0.6646; PV (3,023)/2,784/8,336/7,582/6,540. PV of forecast period (A): 22,219. Terminal value: (a) 10,086; (b) 0.00%; (c) 10,086; (d) 2,197; (e) 7,889; (f) -; (g) 7,889; (h) WACC 9.51%; (i) 0.6646; (j) PV of terminal value (B): 55,157. Operating value (C): 77,376. Sensitivity (Humax scale), WACC 8.51/9.01/9.51/10.01/10.51%: -1.00% → 4,923/4,215/3,575/2,993/2,461; -0.50% → 5,489/4,717/4,021/3,392/2,820; 0.00% → 6,121/5,274/4,515/3,831/3,213; 0.50% → 6,833/5,896/5,063/4,317/3,645; 1.00% → 7,639/6,596/5,676/4,856/4,123. (Base: KRW 4,515/share.) Sensitivity (Humax Holdings 35.6% scale): -1.00% → 2,984/2,556/2,167/1,814/1,492; -0.50% → 3,327/2,859/2,438/2,056/1,709; 0.00% → 3,711/3,197/2,737/2,323/1,948; 0.50% → 4,142/3,574/3,069/2,617/2,210; 1.00% → 4,631/3,999/3,441/2,944/2,499.

3) EVCS segment (smart EV-charging solutions, applying OCPP/ISO 15118/V2G standards, built on 35 years of European-market experience). Revenue began in 2025 at 2,087, with an operating loss of (9,493). Forecast assumes revenue growth returns the segment to operating profit from 2030, reaching 2030 revenue of 114,689 and operating profit of 7,227; home-country losses are expected to be outweighed in 2029 by an overseas subsidiary's profit, which nonetheless draws local tax. (unit: KRW million) 2026-2030: Revenue 12,983/29,193/50,975/79,189/114,689; Cost of sales 9,887/21,181/35,299/52,914/74,717; Gross profit 3,097/8,012/15,676/26,276/39,973; SG&A 15,141/17,901/21,805/26,591/32,746; Operating profit (12,044)/(9,889)/(6,129)/(315)/7,227; Tax expense -/-/-/418/2,163; After-tax operating profit (12,044)/(9,889)/(6,129)/(733)/5,064; D&A 342/665/709/823/915; Capex 1,234/306/478/397/429; Change in NWC (1,429)/1,290/1,259/1,530/1,769; FCFF (11,506)/(10,821)/(7,156)/(1,837)/3,782; Discount period 0.5/1.5/2.5/3.5/4.5; Discount factor 0.9433/0.8392/0.7467/0.6643/0.5911; PV (10,853)/(9,081)/(5,343)/(1,220)/2,236. PV of forecast period (A): (24,263). Terminal value: (a) 7,227; (b) 1.00%; (c) 7,299; (d) 2,401; (e) 4,899; (f) -; (g) 4,899; (h) WACC 12.39%; (i) 0.5911; (j) PV of terminal value (B): 25,410. Operating value (C): 1,148. Sensitivity (Humax scale), WACC 11.39/11.89/12.39/12.89/13.39%, growth 0.00% → 362/20/(289)/(570)/(826); 0.50% → 687/314/(23)/(328)/(605); 1.00% → 1,043/634/266/(66)/(367); 1.50% → 1,435/985/582/220/(108); 2.00% → 1,868/1,372/928/531/174. (Base: KRW 266/share.) Sensitivity (Humax Holdings 35.6% scale): 0.00% → 219/12/(175)/(346)/(501); 0.50% → 416/190/(14)/(199)/(367); 1.00% → 632/384/161/(40)/(222); 1.50% → 870/597/353/133/(65); 2.00% → 1,133/831/563/322/105.

Non-operating assets and interest-bearing debt by segment (unit: KRW million), used in the enterprise/earnings-value tables above. [Humax] Non-operating assets, Gateway/Automotive(Note1)/EVCS: cash 21,361/2,856/-; accrued income 444/-/-; short-term financial instruments 656/-/-; long-term financial instruments 400/12/-; short-term loans 682/5/-; long-term loans 20,071/-/-; FVPL financial assets 113,939/-/-; lease deposits paid 6,509/-/-; associate investments 18,949/-/-; joint-venture investments 106,648/-/-; investment property 4,348/-/-; other assets 8,433/-/-; total 302,440/2,872/-. [Humax] Interest-bearing debt, Gateway/Automotive(Note1)/EVCS: short-term borrowings 8,533/13,495/-; current portion of long-term borrowings -/5,640/-; long-term borrowings 3,000/856/-; bonds 32,949/14,783/-; convertible bonds 5,076/-/-; derivative liabilities 98,468/-/-; lease liabilities 6,172/2,581/-; lease deposits received 5,856/-/-; royalty provision 22,111/-/-; financial guarantee liabilities 327/-/-; other liabilities 8,947/599/-; total 191,440/37,954/-. (Note 1: reflects ownership percentage.)

4) IT segment (Humax Holdings' own segment: IT planning, systems integration, and operations/maintenance for enterprise, public, and financial-sector clients). Revenue roughly flat at 10,570/10,863/9,724 (2023-2025); operating profit similarly steady at 857/442/820. Forecast assumes SG&A efficiencies and revenue growth, reaching 2030 revenue of 19,441 (stated elsewhere in the filing as 19,440) and operating profit of 4,844 (the terminal-value calculation uses a 2030 pretax operating profit of 4,884, as stated in the filing). (unit: KRW million) 2026-2030: Revenue 12,062/13,651/15,249/17,151/19,441; Operating cost 10,618/10,721/11,493/12,905/14,597; Operating profit 1,444/2,930/3,756/4,245/4,844; Tax expense 296/623/804/912/1,044; After-tax operating profit 1,148/2,307/2,952/3,333/3,801; D&A 282/171/185/199/192; Capex 472/73/138/166/184; Change in NWC 108/(35)/(150)/(261)/(337); FCFF 852/2,440/3,149/3,627/4,146; Discount period 0.5/1.5/2.5/3.5/4.5; Discount factor 0.9479/0.8518/0.7654/0.6878/0.6181; PV 807/2,079/2,410/2,495/2,563. PV of forecast period (A): 10,353. Terminal value: (a) 4,884; (b) 1.00%; (c) 4,894; (d) 1,054; (e) 3,838; (f) (2); (g) 3,839; (h) WACC 11.28%; (i) 0.6181; (j) PV of terminal value (B): 23,073. Operating value (C): 33,427. Sensitivity, WACC 10.28/10.78/11.28/11.78/12.28%, growth 0.00% → 15,278/14,608/13,997/13,439/12,927; 0.50% → 15,809/15,082/14,423/13,823/13,274; 1.00% → 16,398/15,605/14,890/14,242/13,652; 1.50% → 17,053/16,185/15,405/14,702/14,065; 2.00% → 17,788/16,830/15,976/15,209/14,517. (Base: KRW 14,890/share.)

5) ESG segment (Humax Holdings' own segment: a data-ecosystem specialist for global supply-chain environmental-regulation compliance). Revenue began in 2024 (151) and fell slightly to 14 in 2025; operating losses of (725)/(945)/(475) in 2023-2025. Forecast assumes SG&A efficiencies and revenue growth, reaching 2030 revenue of 2,840 and operating profit of 393. (unit: KRW million) 2026-2030: Revenue 300/1,170/1,740/2,440/2,840; Operating cost 635/1,044/1,489/2,047/2,447; Operating profit (335)/126/251/393/393; Tax expense -/-/3/6/9; After-tax operating profit (335)/123/246/385/385; D&A 3/4/5/6/7; Capex 7/8/9/8/9; Change in NWC 43/123/76/93/51; Government-subsidy addback 300/300/200/-/-; FCFF (82)/297/365/290/331; Discount period 0.5/1.5/2.5/3.5/4.5; Discount factor 0.9382/0.8259/0.7270/0.6400/0.5634; PV (77)/245/266/185/187. PV of forecast period (A): 806. Terminal value: (a) 393; (b) 1.00%; (c) 397; (d) 65; (e) 332; (f) 4; (g) 328; (h) WACC 13.60%; (i) 0.5634; (j) PV of terminal value (B): 1,467. Operating value (C): 2,273. Sensitivity, WACC 12.60/13.10/13.60/14.10/14.60%, growth 0.00% → 759/726/697/669/643; 0.50% → 779/745/713/684/657; 1.00% → 800/764/731/700/672; 1.50% → 824/785/750/718/688; 2.00% → 850/809/771/736/705. (Base: KRW 731/share.)

[Humax Holdings] Non-operating assets, Gateway(Note2)/Automotive(Notes1,2)/EVCS(Note2)/IT/ESG(Note3): cash 7,605/1,017/-/568/36; accrued income 87/-/-/-/-; short-term financial instruments 234/-/-/-/-; long-term financial instruments 142/4/-/-/-; short-term loans 243/2/-/-/-; long-term loans 5,651/-/-/-/-; FVPL financial assets 40,566/-/-/8,253/-; lease deposits paid 2,318/-/-/-/-; associate investments 6,746/-/-/-/-; joint-venture investments 37,971/-/-/-/-; investment property 1,414/-/-/-/-; other assets 2,482/-/-/311/107; total 105,458/1,023/-/9,132/144. (Note 1: reflects ownership of the Automotive Electronics segment; Note 2: reflects Humax Holdings' ownership of Humax; Note 3: reflects ownership of the ESG segment.) [Humax Holdings] Interest-bearing debt, Gateway(Note2)/Automotive(Notes1,2)/EVCS(Note2)/IT/ESG(Note3): short-term borrowings 3,038/4,805/-/3,000/165; current portion of long-term borrowings -/2,008/-/-/-; long-term borrowings 1,068/305/-/-/-; bonds 11,731/5,263/-/-/-; convertible bonds 1,807/-/-/466/-; derivative liabilities -/-/-/909/-; lease liabilities 35,058/-/-/333/-; lease deposits received 2,198/919/-/134/-; royalty provision 1,990/-/-/-/-; financial guarantee liabilities 7,872/-/-/-/-; other liabilities 117/-/-/-/-; total 3,185/213/-/6/- (the total row as printed does not equal the sum of the line items above it; kept as stated in the filing).

4. Overall assessment of the fairness of the merger ratio. The merger ratio was calculated under Article 176-5 of the Enforcement Decree of the Financial Investment Services and Capital Markets Act and Articles 5-13 and 4-8 of the Regulation on Issuance and Disclosure of Securities and its Enforcement Rules; the resulting market-price-based ratio is 1:0.96467. Bohyun Accounting Corporation's intrinsic-value method (asset value : earnings value weighted 1:1.5) found Humax's intrinsic value at KRW 24,194-29,608/share and Humax Holdings' at KRW 23,166-29,488/share, implying a ratio range of 1:0.957510 to 1:0.995947; because the statutory 1:0.96467 ratio falls inside that range, the merger ratio is judged appropriate. Bohyun's valuation-personnel profile: [Key personnel on Bohyun's engagement], Name / field / qualification / career: Baek Seung-heon, Audit, Valuation; KICPA; formerly Anjin Accounting Corporation (Audit); currently Partner, Bohyun Accounting Corporation. Song Jae-ho, Audit, Valuation; KICPA; formerly Samjong Accounting Corporation (Audit); currently Director, Bohyun Accounting Corporation. Park Jeong-seo, Audit, Valuation; KICPA; formerly Samjong Accounting Corporation (Audit); currently Manager, Bohyun Accounting Corporation. Choi Yoo-jin, Audit, Valuation; KICPA; formerly Samjong Accounting Corporation (Audit); currently Manager, Bohyun Accounting Corporation. [Appraiser overview] Appraiser name: Bohyun Accounting Corporation; Representative: Noh Myeong-hwan; Head office: 5th floor, Booyoung Taepyeong Bldg., 55 Sejong-daero, Jung-gu, Seoul (Taepyeong-ro 2-ga); Appraisal period: 2026-05-20 to 2026-06-29; External appraisal mandatory: No.

Additional historical detail (2023-2025 actuals; forecast years are 2026, 2027, 2028, 2029, 2030) for the segment tables above (unit: KRW million): Gateway, variable cost 2023 398,695 / 2024 301,517 / 2025 179,242; contribution margin 52,469 / 32,082 / 12,153; fixed cost 34,132 / 32,933 / 22,061. Automotive Electronics, cost of sales 2023 172,675 / 2024 172,711 / 2025 174,366; gross profit 28,795 / 29,248 / 25,489; SG&A 23,486 / 26,946 / 31,875. EVCS, 2025 cost of sales 2,200; 2025 SG&A 9,380. IT, operating cost 2023 9,712 / 2024 10,421 / 2025 8,904. ESG, operating cost 2024 1,096; the business description elsewhere in the filing also states a 2030 forecast revenue of KRW 19,440 million and operating profit of KRW 3,806 million, apparently carried over by error from the IT segment's description (as stated in the filing); the actual ESG segment figures are as tabulated above (2030 revenue 2,840, operating profit 393).

Further committee-independence detail: before selecting the final members, the boards also considered standing auditor Jung Hyun-chae, who served as Humax Holdings' statutory auditor from 2009 to 2017; given that roughly 9 years had passed since then, well beyond the Commercial Act's 2-year disqualification period, and given the statutory independence already built into the statutory-auditor role, the board found no obstacle to his serving, but ultimately the committees as constituted (see above) did not include him. Separately, Class Hankyul's legal opinion gives Jeong Seong-in's career in slightly more granular form: 1981-1997 KTB Network; 1997-1999 Team Leader, Hyundai Technology Investment Co., Ltd.; 1999-2001 Vice President, Intervest Co., Ltd.; 2001-2005 CEO, Intervest Co., Ltd.; 2005-2021 Managing Partner, Premier Partners LLC; 2021-present Standing Advisor, Premier Partners LLC.

Under the merger ratio, each dissolving-company common share with a par value of KRW 2,500 will be allotted 0.9646707 surviving-company common shares with a par value of KRW 5,000.

Note on investment-asset concentration: Humax carries a high proportion of investment assets (KRW 120,892 million) and associate/joint-venture investments (KRW 126,780 million) against an accumulated retained-earnings deficit of KRW 271,781 million and FVPL financial liabilities of KRW 98,468 million; Humax Holdings similarly carries investment assets of KRW 129,153 million and the same KRW 126,780 million of associate/joint-venture investments against a retained-earnings deficit of KRW 64,249 million and FVPL financial liabilities of KRW 99,578 million.

Material Event Report / Korea Exchange Disclosure Obligation To the Financial Services Commission / Korea Exchange June 30, 2026

Company name: Humax Holdings Co., Ltd. CEO: Byun Dae-gyu Head office address: 2 Yeongmun-ro, Cheoin-gu, Yongin-si, Gyeonggi-do Phone: 031-776-6114; Website: https://holdings.humaxdigital.com/ Preparer: (Title) CFO (Name) Jung Chang-su; Phone: 031-776-6114

Merger Decision

1. Merger method: Humax Co., Ltd. absorbs Humax Holdings Co., Ltd. by merger. Surviving company: Humax Co., Ltd. Dissolving company: Humax Holdings Co., Ltd. (Name of the surviving company after the merger: Humax Co., Ltd.) Merger form: not applicable

2. Purpose of the merger: as stated in Humax's parallel filing, to generate synergy through integrating management resources, strengthen business competitiveness, improve management efficiency, and improve corporate governance, maximizing corporate and shareholder value.

3. Material effects and impact of the merger: (1) Management effect, as of the filing date, Humax's largest shareholder is Humax Holdings (35.64% stake), and Humax Holdings' largest shareholder is Byun Dae-gyu (35.47% stake); after the merger, Byun Dae-gyu becomes Humax's largest shareholder with an expected 16.61% stake; Humax Holdings has completed cancellation of its 2,179 treasury shares and will cancel the 1,535,273 Humax shares it holds immediately after the merger via a separate board resolution (expected around October 30, 2026). (2) Financial effect, Humax is intensively developing its EV-charger business as a core growth driver, while its mobility-services businesses (smart parking, mobility platform, car-sharing, taxi, designated-driver services) provide a stable cash base; the merger is expected to strengthen cost competitiveness through scale and portfolio diversification and to expand the Company's financial structure, scale, and earnings. (3) Business effect, integrating Humax Holdings' enterprise-AI capability directly into Humax's operations removes the structural gap between the former holding-company's investment function and Humax's business execution, pairing Humax Holdings' AI architecture and design capability with Humax's mobility-infrastructure data to support the group's EV-charging and MaaS strategy. (4) Shareholder-value effect, as of the merger-new-share allotment record date, Humax Holdings' common shareholders will receive 0.9646707 Humax common shares per Humax Holdings share held (no new shares for Humax Holdings' own treasury shares or treasury shares arising from appraisal-rights exercise); under the government's delisting-reform plan, the merging companies could otherwise face administrative-issue designation or delisting procedures, and the merger is expected to stabilize the share price and support corporate value by maintaining an adequate public float.

4. Merger ratio: Humax : Humax Holdings = 1 : 0.9646707, calculated as described below.

5. Basis for calculating the merger ratio: calculated under Article 176-5, Paragraph 1, Item 1 of the Enforcement Decree of the Financial Investment Services and Capital Markets Act, as a merger between KOSDAQ-listed companies. (a) Humax's common-share merger value: reference market price as of the business day before the earlier of the board resolution date (June 30, 2026) and the merger-agreement execution date (June 30, 2026), i.e. June 29, 2026, computed as the simple average of the 1-month volume-weighted average closing price, 1-week volume-weighted average closing price, and most recent closing price, with no premium or discount applied. - 1-month volume-weighted average closing price (June 1-29, 2026): KRW 6,104 - 1-week volume-weighted average closing price (June 23-29, 2026): KRW 5,383 - Most recent closing price (June 29, 2026): KRW 5,490 - Humax merger value: KRW 5,659 (b) Humax Holdings' common-share merger value, calculated the same way: - 1-month volume-weighted average closing price (June 1-29, 2026): KRW 6,233 - 1-week volume-weighted average closing price (June 23-29, 2026): KRW 5,004 - Most recent closing price (June 29, 2026): KRW 5,140 - Humax Holdings merger value: KRW 5,459 Accordingly the merger ratio is 1 : 0.9646707 (Humax : Humax Holdings).

6. External appraisal: not applicable (statutory market-price method applies; no external-appraisal requirement under the Financial Investment Services and Capital Markets Act, as explained above; Humax Holdings nonetheless voluntarily obtained an intrinsic-value appraisal through its special committee, as set out in Parts I-III above).

7. Type and number of merger new shares: common shares 2,440,946; class shares -

8. Counterparty to the merger Company name: Humax Co., Ltd.; Main business: manufacture and sale of video and audio equipment; Relationship with the Company: affiliated company Most recent-fiscal-year financial information (KRW): Total assets: 491,060,172,734; Capital: 21,985,062,000; Total liabilities: 394,931,983,365; Revenue: 394,166,017,109; Total equity: 96,128,189,369; Net income: (81,408,692,851) External audit: auditor Seonghyun Accounting Corporation; Audit opinion: unqualified

9. Newly incorporated merger company: not applicable (same as Humax's parallel filing)

10. Merger schedule Merger agreement date: June 30, 2026 Record date for determining shareholders: July 15, 2026 Period for receiving notices of objection: August 5, 2026 to August 27, 2026 Expected shareholders'-meeting date: August 28, 2026 Appraisal-rights exercise period: August 28, 2026 to September 17, 2026 Expected trading-suspension period: September 29, 2026 to October 18, 2026 Creditor-objection submission period: August 28, 2026 to September 29, 2026 Merger date: October 1, 2026 Expected merger registration date: October 7, 2026 Expected listing date of new shares: October 19, 2026

11. Whether this is a backdoor listing: not applicable 12. Whether another company's backdoor-listing requirements are met: not applicable

13. Matters relating to appraisal rights: same exercise requirements, procedure, and schedule as described in Humax's parallel filing (demand within 20 days of the shareholders'-meeting resolution; purchase within one month of the exercise period's end). Expected purchase price: KRW 6,839 (calculated as the simple average of the volume-weighted average share prices over the most recent 2 months, 1 month, and 1 week). Demand period: Record date: July 15, 2026; Objection notices: August 5-27, 2026; Shareholders' meeting: August 28, 2026; Appraisal-rights exercise period: August 28 to September 17, 2026. Place of receipt: Humax (surviving company) and Humax Holdings (dissolving company), both at 2 Yeongmun-ro, Cheoin-gu, Yongin-si, Gyeonggi-do. Expected payment date: September 22, 2026, by transfer to the shareholder's registered account. Effect on the agreement: if the aggregate purchase amount payable to dissenting shareholders exceeds, for Humax, KRW 2,000,000,000, or, for Humax Holdings, KRW 1,000,000,000 (in each case including where the amount is reasonably expected to exceed that threshold even without agreement on price), either company may terminate the merger agreement.

14. Date of board resolution (decision date): June 30, 2026; Outside directors present: 1, absent: -; Statutory auditor (audit committee member who is not an outside director) present: Yes

15. Whether a put-option or similar agreement was entered into: No

16. Whether a Securities Registration Statement must be filed: Yes; this report's counterparty company, Humax, is scheduled to file the related Securities Registration Statement on July 22, 2026.

17. Future plans for corporate restructuring: none finalized as of the filing date.

18. Other matters relevant to investment decisions: (a)-(k) are as described in the corresponding items of Humax's parallel filing (special resolution requirement under Commercial Act Articles 522 and 434; no cash consideration beyond fractional-share settlement; termination conditions under Agreement Article 15, with the same KRW 2,000,000,000/KRW 1,000,000,000 thresholds for Humax/Humax Holdings and KRW 5,000,000,000/KRW 1,000,000,000 creditor-objection thresholds). Item (c) and the shareholding and share-count tables are as set out above under the amendment section. (l) covers the special-committee and external-expert fairness measures detailed in Parts I-III above.

(For further detail, see the Securities Registration Statement (Merger) of Humax Co., Ltd., which is scheduled for disclosure on July 22, 2026.)

(condensed translation)