Jiangsu Tianmu Lake Tourism Co., Ltd. Shareholder Reduction of Shares Plan Announcement

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Stock code: 603136 Stock abbreviation: Tianmu Lake Announcement No.: 2026-006

Jiangsu Tianmu Lake Tourism Co., Ltd. Shareholder Reduction of Holdings Plan Announcement

The board of directors of the Company, all directors, and relevant shareholders warrant that there are no false records, misleading statements, or material omissions in the contents of this announcement, and assume legal responsibility for the truthfulness, accuracy, and completeness of the content.

Key Points:

● Basic information regarding the shareholders’ shareholdings

As of the date of disclosure of this announcement, Mr. Tao Ping, a director of Jiangsu Tianmu Lake Tourism Co., Ltd. (hereinafter referred to as the “Company”), holds 9,251,000 shares of the Company, representing 3.42% of the Company’s total share capital; Mr. Chen Donghai, another director of the Company, holds 10,087,991 shares, representing 3.73% of the Company’s total share capital. The sources of the shares held by the above persons are all shares obtained before the Company’s initial public offering and shares obtained after listing through a capitalization of capital reserve fund (capitalization of capital surplus) by way of share transfer.

● Main content of the reduction plan

Due to personal capital needs, the Company’s director intends to reduce holdings. The details are as follows:

Mr. Tao Ping, a director of the Company, intends to reduce, by means such as centralized bidding and block trades, no more than 2,312,750 shares directly held by him in the Company, i.e., no more than 0.855% of the Company’s total shares; Mr. Chen Donghai, a director of the Company, intends to reduce, by means such as centralized bidding and block trades, no more than 2,521,997 shares directly held by him in the Company, i.e., no more than 0.9325% of the Company’s total shares.

The reduction period will be within 3 months after 15 trading days from the date of disclosure of this announcement (no reduction during the window period). The reduction price will be determined based on the market price.

I. Basic information on the reduction parties

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Shares obtained by other means were obtained through a capitalization of capital reserve fund (capital surplus) by way of share transfer.

The above reduction parties have no concerted action persons.

II. Main content of the reduction plan

■

During the pre-disclosure period, if the Company’s shares are suspended from trading, the actual start time of the reduction will be extended accordingly based on the suspension time.

(a) Whether the relevant shareholders have any other arrangements □ Yes √ No

(b) Whether the major shareholder and directors, supervisors, and senior management have previously made commitments regarding the shareholding proportion, shareholding quantity, holding period, reduction methods, reduction quantity, reduction price, etc. √ Yes □ No

According to the Company’s《Prospectus for the Initial Public Offering of Shares》, the commitments made by the above shareholders are as follows:

1. Conditions for reducing shares

I will reduce shares in accordance with the lock-up period requirements stated in the issuer’s prospectus for the initial public offering of shares and the various commitments issued by myself, and will strictly comply with the relevant provisions of laws and regulations. During the lock-up period, I will not reduce any shares of Tianmu Lake. After the above lock-up conditions are released, I may make a decision to reduce shares.

2. Quantity and method of reduced shares

During my tenure as a director, supervisor, or senior management personnel of the Company, the total number of shares of Tianmu Lake that I reduce each year shall not exceed 25% of the total number of shares of the Company that I hold directly or indirectly. The shares of Tianmu Lake that I reduce shall comply with the relevant provisions of laws, regulations, and rules, including but not limited to reduction through secondary-market transaction methods such as centralized bidding, block trades, and equity transfer agreements.

3. Price of reduced shares

The price at which I reduce the shares of Tianmu Lake that I hold shall be determined based on the price of the secondary market at that time, and shall comply with the relevant laws and regulations. If the shares of Tianmu Lake that I held before the Company’s initial public offering are reduced within two years after the lock-up period expires, the reduction price (if there are adjustments due to exclusion of dividends, bonuses, share transfers, increased share issuances, or other reasons, the reduction price must be adjusted accordingly in accordance with the relevant provisions of the China Securities Regulatory Commission and the Shanghai Stock Exchange) shall not be lower than the offering price of the shares of Tianmu Lake in the Company’s initial public offering.

4. Period of reduced shares

Before reducing the shares of Tianmu Lake that I hold, I will announce in advance three trading days. I will complete the reduction within 6 months from the date of the announcement, and will timely and accurately fulfill information disclosure obligations in accordance with the rules of the Shanghai Stock Exchange.

5. Supplementary commitments regarding the reduction

I will comply with the relevant provisions of the China Securities Regulatory Commission’s《Interim Measures for the Administration of Share Reductions by Shareholders of Listed Companies》, the Shanghai Stock Exchange’s《Rules Governing the Listing of Stocks on the Shanghai Stock Exchange (Revised April 2025)》, and the Shanghai Stock Exchange’s self-regulatory guidance for listed companies on reduction by shareholders and directors, supervisors, and senior management personnel under No. 15.

Whether the proposed reduction matters are consistent with the commitments previously disclosed √ Yes □ No

© Other matters required by this Exchange

None.

III. Risk warning related to the reduction plan

(a) Uncertainty risk regarding the implementation of the reduction plan, including the specific circumstances in which the plan’s implementation prerequisites and restrictive conditions are met or eliminated, etc.

This reduction plan has been independently decided by Mr. Tao Ping and Mr. Chen Donghai based on their own capital needs. During the reduction period, the reduced-share shareholders will choose whether to implement the reduction plan based on factors such as market conditions and the Company’s stock price, and there is some uncertainty.

(b) Risk of whether the implementation of the reduction plan may lead to a change in control of the listed company □ Yes √ No

The reduced-share shareholders in this case are not the controlling shareholder or the actual controller of the Company, and are not persons acting in concert. The implementation of the reduction plan does not affect the Company’s corporate governance structure and ongoing operations, and will not result in a change in the Company’s control.

© Other risk warnings

This share reduction plan complies with the relevant provisions of laws and regulations and departmental rules and normative documents, including the《Company Law of the People’s Republic of China》, the《Securities Law of the People’s Republic of China》, the China Securities Regulatory Commission’s《Interim Measures for the Administration of Share Reductions by Shareholders of Listed Companies》, and the Shanghai Stock Exchange’s self-regulatory guidance for listed companies under No. 15 on share reductions by shareholders and directors, supervisors, and senior management personnel, etc. There is no circumstance under which shares are not allowed to be reduced. During the period when shares of the Company are reduced according to the above plan, the shareholders will strictly comply with relevant laws and regulations and the Company’s rules and regulations, and will timely fulfill information disclosure obligations.

Announcement is hereby given.

Board of Directors of Jiangsu Tianmu Lake Tourism Co., Ltd.

March 31, 2026

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