Date: 31st July, 2026

Board Meeting Outcomes

Digicontent Limited provides clarification to the Notice dated 14th July, 2026 of the Extra-Ordinary General Meeting proposed to be held on 07th August, 2026. The clarification follows observations received from National Stock Exchange of India Limited (NSE) in connection with the company's application for obtaining in-principle approval for the proposed preferential issue of warrants.

Regulatory Compliance Update

The modifications/updations pertain specifically to the inclusion of details of 44,10,000 restricted stock units granted under the 'Digicontent Limited – Restricted Stock Unit Plan 2025' in the post-issue shareholding pattern calculations. These updates affect two specific sections of the explanatory statement to Item No. 2 of the EGM Notice:

  • Point No. 9: Shareholding pattern of the Company before and after the Preferential Issue
  • Point No. 12: Name of the proposed allottee(s) and the percentage of the post-Preferential Issue that may be held by the Proposed Allottees

The company confirms that there are no other changes in the EGM Notice and/or the Preferential Issue, including size of the issue, issue price, number of warrants proposed to be issued, objects of the issue, identity of the proposed allottees or any other material terms and conditions of the Preferential Issue as approved by the board of directors.

Shareholding Pattern Changes

Pre-Issue Shareholding (as of 10th July, 2026 BENPOS):

  • Total Shares: 5,81,87,078
  • Promoters' Holding: 3,88,76,364 shares (66.81%)
  • Indian Bodies Corporate: 3,88,76,364 shares (66.81%)
  • Non-Promoters' Holding: 1,93,10,714 shares (33.19%)
  • Institutional Investors: 26,369 shares (0.05%)
  • Private Corporate Bodies: 62,05,630 shares (10.66%)
  • Indian Public: 1,21,76,606 shares (20.93%)
  • Others (Including NRIs): 9,02,109 shares (1.55%)

Post-Issue Shareholding (Fully Diluted Basis):

  • Total Shares: 7,66,82,649
  • Promoters' Holding: 4,24,73,486 shares (55.39%)
  • Indian Bodies Corporate: 4,24,73,486 shares (55.39%)
  • Non-Promoters' Holding: 3,42,09,163 shares (44.61%)
  • Institutional Investors: 26,369 shares (0.03%)
  • Private Corporate Bodies: 1,48,00,857 shares (19.30%)
  • Directors and Relatives: 25,00,000 shares (3.26%)
  • Indian Public: 1,59,79,828 shares (20.84%)
  • Others (Including NRIs): 9,02,109 shares (1.18%)

The post-issue calculation assumes:

  • All warrants issued pursuant to this issue are exercised to subscribe to Equity Shares
  • Potential dilution from exercise of all 44,10,000 outstanding restricted stock units granted under the 'Digicontent Limited – Restricted Stock Unit Plan 2025'
  • RSUs may be exercised within 7 years from the date of each vesting subject to fulfilment of conditions

Proposed Allottees Details

| Allottee | Category | Current Shares | Current % | Proposed Shares | Post-Issue % |

| The Hindustan Times Limited | Promoter | 3,88,76,364# | 66.81% | 4,24,73,486 | - |

| Kiran Vyapar Limited | Non-promoter | 0 | Nil | 35,97,122 | - |

| Zapfin Teknologies Private Limited | Non-promoter | 0 | Nil | 7,57,288 | - |

| Peanence Commercial Private Limited | Non-promoter | 0 | Nil | 6,43,695 | - |

| Tremis Consultancy LLP | Non-promoter | 0 | Nil | 35,97,122 | - |

| Zafar Ahmadullah | Non-promoter | 0 | Nil | 18,93,222 | 2.47% |

Includes Equity Shares held jointly with nominee shareholder(s) on behalf of The Hindustan Times Limited

The post-preferential issue percentage of shareholding has been computed assuming all warrants are exercised and converted into Equity Shares, and after considering potential dilution from exercise of all 44,10,000 outstanding restricted stock units.

Not Specified Sections

No material disclosures under the following sections: Financial Results, Dividend Declaration, KMP/Board/Auditor Changes, Auditor's Report, Disinvestment/Strategic Actions, Media Release/Investor Communication, Other Operational/Legal/Strategic Disclosures.