Woori FG Confirms Stock Exchange to Make Dongyang Life Wholly-Owned – Small-Scale Exchange Proceeds with Only 0.6% Opposition | Woori Financial Group(316140)

Woori Financial Group confirms comprehensive stock exchange to make Dongyang Life Insurance a wholly-owned subsidiary (exchange ratio based on Woori FG share price of KRW 34,589)
Opposition period closed: only 4,396,004 shares (0.6% of total outstanding) opposed, well below 20% threshold, so small-scale exchange proceeds as planned
SEC registration exemption: US investors hold less than 10% of remaining Dongyang Life shares, so Form-CB will be filed instead of Form F-4
Dongyang Life's existing treasury shares to be cancelled before exchange; treasury shares acquired via appraisal rights will receive Woori FG shares
Future merger between Dongyang Life and ABL Life under review (not yet decided)
Special committee of independent directors established, approved exchange ratio and process as fair
Contract may be terminated if appraisal rights exceed KRW 200 billion (conditional risk)
Total of 8,696,875 new shares to be issued in the exchange

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Filing: [Correction of Description] Report on Major Matters (Decision on Stock Exchange and Transfer)
Company: Woori Financial Group (316140)
Submission: Woori Financial Group Inc.
Receipt: 05-14-2026