Shin-etsu Chemical Co LtdTSE: 4063

Notice on the Determination of Conditions of the Issuance of 26th Share Warrants through Third-Party Allotment for Acquisition of Own Shares in ASR pdf

· Issued by Shin-Etsu Chemical Co Ltd

The following statement is an English-language translation of the original Japanese-language document provided for your convenience. In the event there is any discrepancy between the Japanese and English versions, the Japanese version is presumed to be correct.



To whom it may concern:

February 17, 2026

4-1, Marunouchi 1-chome, Chiyoda-ku, Tokyo

Shin-Etsu Chemical Co., Ltd.

Yasuhiko Saitoh Representative Director / President

(Code No. 4063)

Contact: Toshiyuki Kasahara

Corporate Officer, General Manager Finance and Accounting Department

TEL: +81-3-6812-2350

Notice Regarding the Determination of Conditions of the Issuance of 26th Series of Share Warrants through Third-Party Allotment for Acquisition of Own Shares through Accelerated Share Repurchase

Shin-Etsu Chemical Co., Ltd. (the "Company") hereby announces that as a result of the purchase of treasury stock through the Tokyo Stock Exchange's ("TSE") off-auction own share repurchase trading system (ToSTNeT-3) executed today, conditions have been determined for the issuance of the 26th series of share warrants (the "Share Warrants") through third-party allotment as resolved at its Board of Director's meeting on February 16, 2026.

For details, please refer to the "Notice Regarding the Acquisition of Own Shares through the Off-Auction Own Share Repurchase Trading System (ToSTNeT-3) (Acquisition of Own Shares through Accelerated Share Repurchase)" disclosed on February 16, 2026, and Company's electronic public notice.

1．Overview of the terms

(1) Exercisable shares

Exercisable shares: 17,570,700 shares (maximum)*

* The maximum number of exercisable shares is based on the assumption that the result of the Benchmark Amount divided by the Average Share Price stated in (2) below is 0.

(2) Calculation method for the

Number of exercisable shares = (i) Benchmark

Number of exercisable

Number of Shares - (ii) Benchmark Amount ÷ (iii)

shares upon exercise

Average Share Price

  1. "Benchmark Number of Shares" is 17,570,700 shares (the number of common shares of the Company sold by Daiwa Securities Co. Ltd. in the share repurchase through TSE's off-auction own share repurchase trading system (ToSTNeT-3) executed today);

  2. "Benchmark Amount" is 98,712,192,600 yen (the amount of the sale amount of the common shares of the Company sold by Daiwa Securities Co. Ltd. in the share repurchase through TSE's off-auction own share repurchase trading system (ToSTNeT-3) executed today);

  3. "Average Share Price" is the value derived by adding (a) and (b) below (calculated to the fifth decimal place and rounded to the nearest value at the fifth decimal place). Unless otherwise provided below, the calculation of the period includes the date set at the beginning and the end of the period:

    1. Average VWAP (mathematical average of the VWAP of ordinary trades of the common shares of the Company released by TSE on each trading day during the period from February 18, 2026 to the trading day preceding the exercise request date of the Share Warrants) × 99.9%;

    2. The cumulative sum of increased dividend amount (dividends per share for shares where the last trading day before the ex-rights date falls on any day during the period from February 17, 2026 to the trading day preceding the exercise request date of the Share Warrants attributable to cash dividends of surplus on the common shares of the Company (limited to cases where the

resolution for cash dividends under Article

454 or Article 459 of the Companies Act is adopted on or before the trading day preceding the exercise request date) (for the year-end dividend for the fiscal year ending March 2026, the portion exceeding 53 yen per share)) × (the number of trading days from the ex-dividend date corresponding to each dividend specified above to May 19, 2026) ÷ (the number of trading days from

February 18, 2026 to May 19, 2026).

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