Material event report (merger) (subsidiary)

What happened

Material event report / Exchange disclosure obligation matter

Material management matter report of subsidiary SNT Motive Co., Ltd.

To: Financial Services Commission / Korea Exchange

September 1, 2026

Company name: SNT Motive Co., Ltd. Representative director: Kwon Hyeong-sun Head office address: 363 Yeoraksongjeong-ro, Cheolma-myeon, Gijang-gun, Busan Phone: 051-509-2590 Website: http://www.sntmotiv.com Preparer: (Title) Director (Name) Hong Sun-in (Phone) 051-509-2590

Merger decision

1. Merger method SNT Motive Co., Ltd. absorbs and merges SNT Robotics Co., Ltd. - Merging (surviving) company: SNT Motive Co., Ltd. - Merged (dissolved) company: SNT Robotics Co., Ltd. - Merger type: small-scale merger

2. Merger purpose Strengthening corporate competitiveness through improved management efficiency and business synergy creation

3. Material impact and effects of the merger 1) Effect on the Company's management As of the date of filing of this material event report, the merging company, SNT Motive Co., Ltd., owns 100% of the issued shares of the merged company, SNT Robotics Co., Ltd. The merging company will absorb-merge the merged company at a merger ratio of 1:0, and no new shares will be issued by the merging company as a result of this merger. Upon completion of this merger, there will be no change in the largest shareholder, and the merging company, SNT Motive Co., Ltd., will continue as the surviving company.

2) Effect on the Company's finances and operations This merger is not expected to have a significant effect on the management, finances, or operations of the surviving company, SNT Motive Co., Ltd.; however, it is expected to strengthen corporate competitiveness through efficient combination of human and physical resources, improving management efficiency and creating business synergies.

4. Merger ratio SNT Motive Co., Ltd. : SNT Robotics Co., Ltd. = 1.0000000 : 0.0000000 (For a merger involving dissolution of a special purpose acquisition company: the multiple of the listing-day base price of the merger shares relative to the special purpose acquisition company's last trading-day closing price) -

5. Basis for the merger ratio The merging company, SNT Motive Co., Ltd., owns 100% of the shares of the merged company, SNT Robotics Co., Ltd., and since no new shares will be issued for the shares of the merged company upon the merger, the merger ratio was calculated as 1.0000000 : 0.0000000. - Entity value: Surviving company: - / Dissolved company: -

6. Matters relating to external valuation Whether an external valuation was obtained: not applicable - Basis and reason: the proviso to Article 176-5, Paragraph 8, Item 2(b) of the Enforcement Decree of the "Financial Investment Services and Capital Markets Act," read together with Article 165-4 of the Act, provides that where a company that owns the total issued shares of another company merges with that other company without issuing new shares, an external valuation institution's assessment of the appropriateness of the merger price is not required; since this merger falls under that provision, no external valuation institution's assessment was obtained. - Name of external valuation institution: - - External valuation period: - - External valuation opinion: -

7. Type and number of merger shares (shares) Common shares: - Class shares: -

8. Merger counterparty company Company name: SNT Robotics Co., Ltd. Main business: manufacture of industrial robots Relationship with the Company: subsidiary Financial details for the most recent fiscal year (KRW): Total assets: 30,538,106,426 Capital stock: 30,000,000,000 Total liabilities: 50,531,551 Sales: 4,050,000 Total equity: 30,487,574,875 Net income: 487,574,875 - Whether externally audited: - Institution name: - Audit opinion: - - (For a merger involving dissolution of a special purpose acquisition company) Representative director: - / Date of establishment: - / Head office address: - / Expected securities registration statement filing date: -

9. Newly established merged company Company name: - Financial details at establishment (KRW): Total assets: - / Total liabilities: - / Total equity: - / Capital stock: - - Sales of the newly established business segment for the most recent fiscal year, on a current basis (KRW): - Main business: - Whether re-listing will be applied for: not applicable

10. Merger schedule Merger agreement date: September 4, 2026 Shareholder record date: September 16, 2026 Shareholder register closure period: start date - / end date - Period for receiving notices of objection to the merger: start date September 16, 2026 / end date September 30, 2026 Expected general shareholders' meeting date: - Appraisal rights exercise period: start date - / end date - Old share certificate submission period: start date - / end date - Expected trading suspension period: start date - / end date - Creditor objection filing period: start date October 2, 2026 / end date November 2, 2026 Merger date: November 3, 2026 Merger completion report meeting date: November 3, 2026 Expected merger registration date: November 6, 2026 Expected new share certificate delivery date: - Expected listing date of new shares: -

11. Whether this constitutes a backdoor listing: not applicable

12. Whether the requirements for a backdoor listing by another company are met: not applicable

13. Matters relating to appraisal rights Exercise requirements: as this proceeds under the small-scale merger procedure of Article 527-3 of the Commercial Act, shareholders of SNT Motive Co., Ltd. are not granted appraisal rights. Expected purchase price: - Exercise procedure, method, period, and location: - Expected payment timing and method: - Matters relating to restrictions on appraisal rights: - Effect on the contract: -

14. Board resolution date (decision date): September 1, 2026 - Independent (outside) director attendance: Present (persons): 1 / Absent (persons): - - Attendance of auditor (audit committee member who is not an independent (outside) director): present

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

16. Whether a securities registration statement must be filed: No - Reason for exemption from filing: since this merger proceeds as a no-new-share merger in which no merger shares are issued, no offering or sale of securities requiring a securities registration statement occurs in the course of this merger. * "Independent director" applies to listed companies and "outside director" to unlisted companies.

17. Future plans for corporate restructuring As of the date of this report, SNT Motive Co., Ltd. has no finalized plans for corporate restructuring that it is pursuing or planning following completion of the merger.

18. Other matters material to investment decisions 1) As this merger is conducted under the small-scale merger procedure of Article 527-3 of the Commercial Act, appraisal rights are not recognized, and merger approval is substituted by board approval. 2) Although this merger proceeds as a small-scale merger, under Article 527-3, Paragraph 4 of the Commercial Act, if a shareholder holding 20% or more of the surviving company's total issued shares gives written notice of objection to the merger within two weeks from the merger announcement date, this merger cannot proceed as a small-scale merger. 3) Since the merging company owns the entire issued shares of the merged company, the merged company satisfies the requirements for a simplified merger under Article 527-2 of the Commercial Act, and general shareholders' meeting approval is substituted by board approval. 4) The financial details of the merger counterparty company in item 8 above are based on the financial statements as of the end of fiscal year 2025. 5) If, between the date of execution of the merger agreement and the merger date (or the deadline set in the merger agreement), grounds for termination arise under the merger agreement or there is a need to amend the merger agreement, the merger agreement may be amended or terminated. 6) The above merger schedule reflects the expected schedule as of the time of this material event report's disclosure, and may change depending on consultations and approval processes with relevant authorities and the circumstances of the merging party companies. 7) The merger completion report meeting in the above schedule is expected to be substituted, pursuant to Article 526, Paragraph 3 of the Commercial Act, by a board announcement.

Related disclosures: none

[Detailed statement of material merger matters]

1. Merger overview a. Basic matters relating to the merger 1) Merger counterparty Surviving company after merger Name: SNT Motive Co., Ltd. Address: 363 Yeoraksongjeong-ro, Cheolma-myeon, Gijang-gun, Busan Representative director: Kwon Hyeong-sun Corporate classification: listed company on the KOSPI market

Dissolved company after merger Name: SNT Robotics Co., Ltd. Address: 363 Yeoraksongjeong-ro, Cheolma-myeon, Gijang-gun, Busan Representative director: Lee Byeong-wan Corporate classification: unlisted company

2) Merger background This merger is intended to strengthen corporate competitiveness through improved management efficiency and business synergy creation, by the merging company, SNT Motive Co., Ltd., absorb-merging the merged company, SNT Robotics Co., Ltd., efficiently combining human and physical resources.

3) Whether this constitutes a backdoor listing: not applicable

4) Material impact and effects on the Company's management, finances, operations, etc. As of the date of this report, the merging company, SNT Motive Co., Ltd., owns 100% of the issued shares of the merged company, SNT Robotics Co., Ltd., and since the merger proceeds as a no-new-share merger, this merger is not expected to have a significant effect on the management, finances, or operations of the surviving company, SNT Motive Co., Ltd.; however, management efficiency is expected to increase through the merger of a wholly owned subsidiary.

5) Future plans for corporate restructuring As of the date of filing of this material event report, SNT Motive Co., Ltd. has no finalized matters relating to corporate restructuring that it is pursuing or planning.

6) Overview of the counterparty company Please refer to "2. Matters relating to the merger counterparty company" below.

7) Form of the merger (1) Merger method: the merging company, SNT Motive Co., Ltd., absorb-merges the merged company, SNT Robotics Co., Ltd.; SNT Motive Co., Ltd. survives and SNT Robotics Co., Ltd. is dissolved. (2) Whether this is a small-scale or simplified merger, and basis: this merger involves no new shares or treasury shares issued or delivered as merger consideration, and no cash is provided to shareholders of the merged company, so it constitutes a small-scale merger under Article 527-3 of the Commercial Act; and since the surviving company owns the entire issued shares of the merged company, it also constitutes a simplified merger with respect to the merged company under Article 527-2 of the Commercial Act. Both companies plan to approve the merger by board resolution. (3) Listing plans of the surviving company: the surviving company, SNT Motive Co., Ltd., is as of the date of this report listed on the KOSPI market, and retains that status after the merger. (4) Notable matters: under Article 527-3 of the Commercial Act, if a shareholder holding 20% or more of SNT Motive Co., Ltd.'s total issued shares gives written notice of objection to the merger within two weeks from the merger announcement date, this merger cannot proceed as a small-scale merger. Also, because this is a small-scale merger, shareholders of SNT Motive Co., Ltd. are not granted appraisal rights.

8) Progress and schedule (1) Major merger schedule Category - Date - Remarks Merger board resolution date - September 1, 2026 - - Material event report filing - September 1, 2026 - - Announcement of setting the shareholder record date - September 1, 2026 - posted on the Company's website Merger agreement date - September 4, 2026 - - Shareholder record date - September 16, 2026 - - Small-scale merger announcement - September 16, 2026 - posted on the Company's website Start of receiving notices of objection to the merger - September 16, 2026 - end date September 30, 2026 Board resolution approving the merger - October 1, 2026 - substituting for the general shareholders' meeting Creditor objection filing announcement - October 2, 2026 - posted on the Company's website Creditor objection filing period - start date October 2, 2026 - end date November 2, 2026 Merger date - November 3, 2026 - - Board meeting for merger completion report - November 3, 2026 - substituting for the general shareholders' meeting Merger completion report announcement - November 3, 2026 - - Expected merger registration date - November 6, 2026 - - Note: the above major merger schedule reflects the expected schedule as of the time of this disclosure, and may change depending on agreement between the merging party companies, permits and approvals under relevant laws, and consultation processes with relevant authorities.

(2) Whether a securities registration statement must be filed Whether a securities registration statement must be filed: not applicable Reason for exemption from filing: as this is a no-new-share merger, no offering or sale of securities requiring a securities registration statement occurs in the course of this merger.

9) Conditions for completion of the merger As this is a small-scale merger, under Article 527-3, Paragraph 4 of the Commercial Act, if a shareholder holding 20% or more of the surviving company's total issued shares gives written notice of objection to the Company within two weeks from the date of the small-scale merger announcement, the small-scale merger cannot proceed, and in that case, the board will subsequently decide whether to proceed.

10) Regulations or special provisions under relevant laws The parties must take all measures necessary or advisable to carry out this merger, including the creditor protection procedures set out in Article 527-5 of the Commercial Act, as well as under the Commercial Act, the KOSPI market listing regulations, and the merger agreement.

b. Merger price and basis for calculation 1) Merger ratio and basis The surviving company, SNT Motive Co., Ltd., owns 100% of the shares of the dissolved company, SNT Robotics Co., Ltd., and since no merger shares will be issued for the shares of the dissolved company upon the merger, the merger ratio was calculated as 1.0000000 : 0.0000000.

2) Whether an external valuation was obtained No external valuation institution's assessment was obtained, pursuant to the proviso to Article 176-5, Paragraph 8, Item 2(b) of the Enforcement Decree of the "Financial Investment Services and Capital Markets Act" (excluding external valuation institution assessment of the appropriateness of the merger price where a company owning the total issued shares of another company merges with that company without issuing new shares).

c. Investment risk factors 1) Investment risk factors relating to the merger, etc. (1) If, between the date of execution of the merger agreement and the merger date, a material change occurs in the property or management condition of the "surviving company" or the "dissolved company" due to a natural disaster or other cause, this agreement may be amended or terminated by agreement between the merging parties. (2) If a shareholder holding 20% or more of SNT Motive Co., Ltd.'s total issued shares gives written notice to SNT Motive Co., Ltd. objecting to the small-scale merger under Article 527-3, Paragraph 4 of the Commercial Act, the merger method and schedule will change. 2) Possibility of future listing or delisting of new shares allotted under the merger This merger proceeds as a no-new-share merger in which no merger shares are issued. In addition, this merger does not constitute a backdoor listing, and there is no possibility of delisting as a result of this merger. 3) Risk factors to consider when investing in related securities if the merger is completed This merger is a small-scale merger of SNT Robotics Co., Ltd., a wholly owned subsidiary of SNT Motive Co., Ltd., and there are no securities subject to offering or sale in connection with this merger. In addition, since this merger has the same effect on the consolidated financial statements before and after the merger, the risk factors to consider when investing in securities are limited. 4) Status of any option agreements relating to the merger: not applicable

d. Matters relating to appraisal rights As this merger is conducted under the small-scale merger procedure of Article 527-3 of the Commercial Act, appraisal rights are not recognized, and merger approval is substituted by board approval.

e. Interests between the party companies, etc. 1) Relationship with the party companies As of the date of this report, SNT Robotics Co., Ltd. is a subsidiary in which SNT Motive Co., Ltd. holds a 100% equity interest. 2) Concurrent officer positions Name - SNT Motive Co., Ltd. - SNT Robotics Co., Ltd. Lee Byeong-wan - unregistered officer - registered officer Kim Do-hwan - registered officer - registered officer 3) Where the largest shareholder of one party company is a related party of the other party company As of the date of this report, the merging company, SNT Motive Co., Ltd., is the largest shareholder of the merged company, SNT Robotics Co., Ltd., holding a 100% equity interest; accordingly, the largest shareholder and related parties of one party company are related parties of the other party company. 4) Other matters relating to competitive or complementary business relationships, etc.: not applicable 5) Transactions between the party companies (1) Investments: SNT Motive Co., Ltd. is the largest shareholder of SNT Robotics Co., Ltd., holding a 100% equity interest. (Unit: shares, %) Company - Account - Number of shares - Ownership ratio - Remarks SNT Robotics Co., Ltd. - Investment in subsidiary - 6,000,000 - 100.00% - - (2) Debt guarantees: not applicable (3) Provision of collateral: not applicable (4) Purchase and sales transactions (KRW thousand) Company: SNT Motive Co., Ltd. - Counterparty: SNT Robotics Co., Ltd. 2025: Sales, etc. 4,896,051 / Purchases, etc. 4,050 * SNT Robotics Co., Ltd. was established on July 1, 2025. (5) Operating receivables and payables, accrued amounts and receivables (KRW thousand) Company: SNT Motive Co., Ltd. - Counterparty: SNT Robotics Co., Ltd. 2025: Trade receivables - ; other receivables, etc. - ; trade payables - ; other payables, etc. - * SNT Robotics Co., Ltd. was established on July 1, 2025. 6) Transactions with the party companies' largest shareholders (1) Credit extended to the largest shareholder: not applicable (2) Asset acquisitions/disposals with the largest shareholder: not applicable (3) Business transactions with the largest shareholder (KRW thousand) Company: SNT Motive Co., Ltd. - Counterparty: SNT Holdings Co., Ltd. 2025: Sales, etc. - / Purchases, etc. 1,955,553 2024: Sales, etc. - / Purchases, etc. 1,882,945 2023: Sales, etc. - / Purchases, etc. 2,218,456

2. Matters relating to the merger counterparty company a. Company overview Company name: SNT Robotics Co., Ltd. Representative director: Lee Byeong-wan Business registration number: 460-86-03708 Address: 363 Yeoraksongjeong-ro, Cheolma-myeon, Gijang-gun, Busan Website: - Whether a small/medium enterprise: not applicable Fiscal year end: December Industry: manufacture of industrial robots Date of establishment: July 1, 2025

b. Business description SNT Robotics Co., Ltd. was established on July 1, 2025, and its main business is the design of industrial robots and machine manufacturing design.

c. Financial matters 1) Summary statement of financial position for the most recent 3 fiscal years (KRW thousand) Item - 2025 Assets I. Current assets: 24,215,418 II. Non-current assets: 6,322,688 Total assets: 30,538,106 Liabilities I. Current liabilities: 38,196 II. Non-current liabilities: 12,335 Total liabilities: 50,531 Equity Capital stock: 30,000,000 Capital surplus: - Retained earnings: 487,575 Total equity: 30,487,575 * SNT Robotics Co., Ltd. was established on July 1, 2025.

2) Summary income statement for the most recent 3 fiscal years (KRW thousand) Item - 2025 Operating revenue: 4,050 Operating expenses: (614,416) Operating income (loss): (610,366) Pre-tax net income (loss): 574,555 Net income (loss): 487,575 Total comprehensive income: 487,575 Basic earnings per share (KRW): 81 * SNT Robotics Co., Ltd. was established on July 1, 2025.

3) Matters relating to restatement of financial statements: not applicable 4) Financial regulation and costs for special purpose acquisition companies: not applicable 5) Matters relating to dividends: not applicable

d. External auditor's audit opinion SNT Robotics Co., Ltd. was established on July 1, 2025, and is not subject to mandatory external audit, so it has not been audited by an external auditor.

e. Matters relating to the board and other corporate bodies As of the date of this report, SNT Robotics Co., Ltd.'s board consists of 3 directors and 1 auditor in total. There are no committees within the board.

f. Matters relating to shareholders Shareholder - Shares held - Ownership ratio SNT Motive Co., Ltd. - 6,000,000 shares - 100.00%

g. Matters relating to officers and employees SNT Robotics Co., Ltd. has 3 registered directors and 1 auditor, plus 19 other officers and employees.

h. Matters relating to affiliated companies, etc. As of the date of this report, SNT Robotics Co., Ltd.'s affiliated companies are the same as the Company's; for details, please refer to SNT Motive Co., Ltd.'s business report.

i. Other matters necessary for investor protection 1) Material litigation: not applicable 2) Other contingent liabilities, etc.: not applicable 3) Sanctions status: not applicable