This document is the English translation of the official Japanese version of the Press Release (“OfficialJapanese Version”). This English translation was prepared for your reference, to help you understand whatis stated in the Official Japanese Version. In the event of any discrepancy between the Official Japanese
Version and the English translation, the Official Japanese Version will prevail.
August 3, 2023
To Whom It May Concern,
Company name:
Representative:
Stock listing

Code number:Contact:

Nippon Steel Corporation
Eiji Hashimoto,
Representative Director and President
Prime Market of Tokyo Stock Exchange / Nagoya Stock
Exchange / Fukuoka Stock Exchange / Sapporo
Securities Exchange
5401
Public Relations Center, General Administration Div.
(Telephone: +81-3-6867-2135, 2146, 2977, 3419)

Announcement of Conclusion of a Company Split Agreement regarding a Company Split (Simplified
Absorption-type Company Split) between
Nippon Steel Corporation and Nippon Steel Engineering Co., Ltd.
As announced in the press release titled "Announcement of Conclusion of a Memorandum of Understanding(“MOU”) regarding a Company Split (Simplified Absorption-type Company Split) between Nippon SteelCorporation and Nippon Steel Engineering Co., Ltd.” dated as of March 29, 2023, Nippon Steel Corporation(“NSC”) and Nippon Steel Engineering Co., Ltd. (“NSE”), a wholly-owned subsidiary of NSC, concluded
an MOU regarding the transfer of part of the steel plant business of NSE to NSC by means of a company
split (the “Company Split”). NSC and NSE hereby announce that they have today decided to conclude aCompany Split Agreement between them regarding the Company Split. At NSC, directors made the decision
based on a mandate from the board of directors, and at NSE, the decision was made by a resolution of theboard of directors. Details are as follows.

Since the Company Split is a simplified absorption-type company split in which the parent company
succeeds to the business of its wholly-owned subsidiary, the disclosed matters and contents are partiallyomitted.

1. Purpose of the Company Split
NSE provides in its steel plant business high-quality, environmentally conscious, and energy-saving steel
plant equipment, both in and outside of Japan, by utilizing its wealth of knowledge, technologies andachievements accumulated over more than half a century.

The purpose of the Company Split is to strengthen facilities engineering system through the optimal
allocation of management resources among Nippon Steel group to further promote the development ofinnovative process technologies and introduction of equipment, etc. to support NSC’s carbon neutrality
and the manufacture of high-value-added products. Under the Company Split, NSC will take over thebusiness (the “Business”) conducted by NSE’s Plant & Machinery Sector (excluding business, etc.
related to the coke dry quenching (CDQ) system conducted by the Plant & Machinery BusinessDepartment).

2. Outline of the Company Split(1) Schedule of the Company SplitDate of decision to conclude the company split agreement

August 3, 2023

Date of conclusion of the company split agreement

August 3, 2023

Scheduled date of closing (effective date)

October 1, 2023 (planned)* Since the Company Split falls under the category of: (i) for NSC, a simplified absorption-typecompany split as set forth in Article 796, Paragraph 2 of the Companies Act; and (ii) for NSE, botha short-form absorption-type company split as set forth in Article 784, Paragraph 1 of theCompanies Act and a simplified absorption-type company split as set forth in Article 784,
Paragraph 2 of the Companies Act, neither NSC nor NSE will hold a general meeting ofshareholders for approval of the company split agreement.

(2) Method of the Company Split
A company split in which NSC will be the successor company and NSE will be the splitting company.

(3) Details of the Allotment in Relation to the Company Split
Since this is a company split between a parent company and its wholly-owned subsidiary, no allotmentof shares or payment of other consideration will be made.

(4) Treatment of Stock Acquisition Rights and Bonds with Stock Acquisition Rights upon the CompanySplit
Not applicable.

(5) Change in Paid-in Capital as a Result of the Company Split
There will be no change in NSC’s paid-in capital as a result of the Company Split.

(6) Rights and Obligations Succeeded to by the Successor Company
Under the Company Split, NSC will succeed to the assets, liabilities and other rights and obligations
held by NSE in connection with the Business, as specified in the company split agreement.

(7) Prospects for Performance of Obligations
It has been determined that there are no problems foreseen in fulfillment of obligations to be incurredby NSC and NSE on and after the effective date of the Company Split.

3. Outlines of the Companies Involved in the Company Split(1) NSC
1. Name

Nippon Steel Corporation

2. Location

2-6-1 Marunouchi, Chiyoda-ku, Tokyo

3. Name and Title of Representative

Eiji Hashimoto, Representative Director and President

4. Description of Business Activities

Steelmaking and steel fabrication, engineering and construction,
chemicals and materials, system solutions

5. Capital¥419,524 million

6. Date of Incorporation

April 1, 1950

7. Number of Outstanding Shares

950,321,402 shares

8. Fiscal Year End

March 31

9. Major Shareholders and

The Master Trust Bank of Japan, Ltd. (Trust Account)

15.0％

Shareholding Ratios (as of MarchCustody Bank of Japan, Ltd. (Trust Account)

4.3％

31, 2023)

Nippon Life Insurance Company

2.1％

STATE STREET BANK WEST CLIENT – TREATY

1.7％505234
Meiji Yasuda Life Insurance Company

1.5％

Nippon Steel Group Employees Shareholding

1.3％

Association
Mizuho Bank, Ltd.

1.3％

Sumitomo Mitsui Banking Corporation

1.1％

MUFG Bank, Ltd.

1.0％

JP MORGAN CHASE BANK 385781

1.0％

10. Financial Position and Operating Results for the Immediately Preceding Fiscal Year(Consolidated/IFRS)Fiscal YearFY ended March 2023

Total Equity

JPY 4,646,417 million

Total Assets

JPY 9,567,099 million

Equity Attributable to Owners of

JPY 4,540.59

the Parent per Share
Revenue

JPY 7,975,586 million

Business Profit*

JPY 916,456 million

Operating Profit

JPY 883,646 million

Profit Before Income Taxes

JPY 866,849 million

Profit for the Year Attributable to

JPY 694,016 million

Owners of the Parent
Basic Earnings per ShareJPY 753.66

*Business profit on consolidated statements of profit or loss indicates the results of sustainable businessactivities, and is an important measure to compare and evaluate Nippon Steel group’s consolidated
performance continuously. It is defined as being deducted cost of sales, selling general and administrative
expenses and other operating expenses from revenue, and added share of profit in investments accounted
for using the equity method and other operating income. Other operating income and expenses arecomposed mainly of dividend income, foreign exchange gains or losses, and loss on disposal of fixed
assets.

(2) NSE
1. Name

Nippon Steel Engineering Co., Ltd.

2. Location

1-5-1 Osaki, Shinagawa-ku, Tokyo

3. Name and Title of Representative

Yukito Ishiwa, Representative Director and President

4. Description of Business Activities

Design, construction, operation, maintenance and managementof environment & energy related facilities, pipelines, urban andmarine infrastructure and steel plant and machinery

5. Capital

JPY 15,000 million

6. Date of Incorporation

February 13, 2006

7. Number of Outstanding Shares

300,000 shares

8. Fiscal Year End

March 31

9. Major Shareholders and100% owned by NSC

Shareholding Ratios
10. Financial Position and Operating Results for the Immediately Preceding Fiscal Year (Nonconsolidated/Japanese GAAP)
Fiscal YearFY ended March 2023

Net Assets

JPY 90,735 million

Total Assets

JPY 215,947 million

Net Assets per ShareJPY 302,450.30

Net Sales

JPY 223,983 million

Operating Profit (loss)(JPY 1,121 million)

Ordinary Profit

JPY 2,882 million

Net Profit (loss) for the Year

(JPY 3,567 million)

Earnings (loss) per Share(JPY 11,890.61)

4. Outline of the Business Division to be Succeeded(1) Business Description of the Division to be Succeeded
The business to be succeeded through the Company Split is the business conducted by NSE’s Plant &Machinery Sector (excluding business, etc. related to the CDQ system conducted by the Plant &Machinery Business Department).

(2) Operating Results of the Division to be Succeeded (Fiscal Year Ended March 2023)
Net sales JPY 28,086 million(3) Items and Amounts of Assets and Liabilities to be Succeeded
ASSETSLIABILITIESCurrent assets

JPY 1,341 million

Current liabilities

JPY 526 million

Fixed assets

JPY 1,401 million

Long-term liabilities

JPY 2,217 million

Total

JPY 2,742 million

Total

JPY 2,742 million*The above amounts are based on the balance sheet as of March 31, 2023.The actual amount of assets
and liabilities to be succeeded to will be determined after adjusting the above amounts for increases anddecreases up to the effective date of the Company Split.

5. Status Following the Company Split
There will be no changes in the NSC’s trade name, location of head office, name and title of therepresentative, business descriptions, paid-in capital or fiscal year-end as a result of the Company Split.

6. Future Prospects
Since the Company Split is an absorption-type company split between a parent company and its whollyowned subsidiary, the impact on NSC’s consolidated results will be immaterial.

(Reference) Consolidated Earnings Forecasts for the current Fiscal Year (released on May 10, 2023) andActual Consolidated Earnings Results for the Previous Fiscal Year of NSC
Profit for theyear
Revenue

Business Profit

Attributable toOwners of theBasic Earnings
per Share

ParentCurrent FY Forecasts

JPY(FY Ending March 31, 2024)

9,000,000
millionPrevious FY Results, Actual

JPY(FY Ended March 31, 2023)

7,975,586
millionJPY 650,000

JPY 370,000

millionmillionJPY 916,456

JPY 694,016

millionmillionJPY 402.00

JPY 753.66