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Brainbees Solutions Limited Share Issue/Capital Change 2026

Feb 3, 2026

59158_rns_2026-02-03_6fd2a4f4-94f7-4fda-9542-1d6fb8168425.pdf

Share Issue/Capital Change

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FC/SE/2025-26/81

February 3, 2026

National Stock Exchange of India Limited Exchange Plaza, C – 1, Block G, Bandra-Kurla Complex, Bandra (E), Mumbai-400051 Symbol: FIRSTCRY

BSE Limited

Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai-400001 Scrip Code: 544226

Sub: Intimation of allotment and transfer of equity shares pursuant to exercise of ESOPs

Dear Sir/Ma’am,

Pursuant to Regulation 30 read with Schedule III to the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ SEBI Listing Regulations ”) and Regulation 10(c) of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, (“ SEBI SBEB Regulations ”), we hereby inform that the Nomination and Remuneration Committee of Brainbees Solutions Limited (the ‘ Company ’) has today i.e. on February 03, 2026, approved the allotment of total of 27,825 (Twenty Seven Thousand Eight Hundred and Twenty Five Only) Equity Shares and transfer of total of 1,07,199 (One Lakh Seven Thousand One Hundred and Ninety Nine Only) Equity Shares of face value of Rs. 2/- each fully paid up against the exercise of vested Options as detailed below:

  • Allotment of 4,825 (Four Thousand Eight Hundred and Twenty Five Only) Equity Shares under Employee Stock Option Plan 2011;

  • Allotment of 23,000 (Twenty Three Thousand Only) Equity Shares and Transfer of 97,837 (Ninety Seven Thousand Eight Hundred and Thirty Seven Only) Equity Shares under Brainbees Employees Stock Option Plan 2022 through cash exercise and cashless exercise method; and

  • Transfer of 9,362 (Nine Thousand Three Hundred and Sixty Two Only) Equity Shares under Brainbees Employees Stock Option Plan 2023 through cash exercise and cashless exercise method.

Note: In case of cashless exercise of options, Trust is authorized to sell shares on behalf of the option holders to recover the exercise price, tax amount etc. out of the options exercised by such option holder.

The equity shares so allotted and transferred shall rank pari-passu with the existing equity shares of the Company in all respects.

Consequent to the above allotment, the paid-up share capital of the Company stands increased from Rs. 1,04,40,28,318/- to Rs. 1,04,40,83,968/-. The detailed disclosures with respect to allotment of shares as required under Regulation 30 of SEBI Listing Regulations and Regulation 10(c) of SEBI SBEB Regulations are enclosed herewith as "Annexure-I" and “Annexure-II” respectively.

Brainbees Solutions Limited CIN: L51100PN2010PLC136340 Corporate/Registered Office :- Rajashree Business Park, Plot No. 114, Survey No. 338, Tadiwala Road, Nr. Sohrab Hall, Pune – 411001 Contact: +91-8482989157 Email Id : [email protected] Website : www.firstcry.com

CIN: L51100PN2010PLC136340

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  • This disclosure will also be hosted on the Company's website i.e. www.firstcry.com/investor relations.

Please take the information contained herein on your record.

For Brainbees Solutions Limited

Mandar Digitally signed by Mandar Chintaman Chintaman Joshi Joshi Date: 2026.02.03 18:28:44 +05'30' Mandar Joshi Company Secretary and Compliance Officer

Encl.: a/a

Brainbees Solutions Limited CIN: L51100PN2010PLC136340 Corporate/Registered Office :- Rajashree Business Park, Plot No. 114, Survey No. 338, Tadiwala Road, Nr. Sohrab Hall, Pune – 411001 Contact: +91-8482989157 Email Id : [email protected] Website : www.firstcry.com

CIN: L51100PN2010PLC136340

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Annexure-I

Disclosure under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Sr. No. Particulars Details – BBESOP 2011 Details – BBESOP 2022
a) Brief details of options granted; The present instance and
reporting is for the allotment of
4,825 equity shares of the
Company of face value of
Rs. 2/- each, fully paid up, upon
exercise of 4,825 number of
options under Employee Stock
Option Plan 2011 (“BBESOP
2011”).
These Options were granted by
the Company from time to time
and the details of the granted
options have been provided in
our offer documents.

The present instance and
reporting is for the allotment of
23,000 equity shares of the
Company of face value of
Rs. 2/- each, fully paid up, upon
exercise of 23,000 number of
options
under
Brainbees
Employees Stock Option Plan
2022 (“BBESOP 2022”).
These Options were granted by
the Company from time to time
and the details of the granted
options have been provided in
our offer documents.
b) Whether the scheme is in terms
of SEBI (SBEB) Regulations, 2021
(if applicable);
Yes Yes
c) Total number of shares covered
by these options;
The present disclosure is in
respect of allotment of 4,825
equity shares approved by the
Nomination and Remuneration
Committee on February 03,
2026 under the BBESOP 2011.
The present disclosure is in
respect of allotment of 23,000
equity shares approved by the
Nomination and Remuneration
Committee on February 03,
2026 under the BBESOP 2022.
d) pricing formula; Please refer theAnnexure A
given below.
These Options are exercised at
an exercise price of Rs. 2/-
each.
e) options vested; As on date, options vested
under the BBESOP 2011 are
1,33,520 excluding the total
shares
exercised/options
relinquished till date.
The present instance is of
allotment of 4,825 equity
shares upon exercise of 4,825
vested options.
As on date, options vested
under the BBESOP 2022 are
1,34,56,931 excluding the total
shares exercised till date.
The present instance is of
allotment of 23,000 equity
shares upon exercise of 23,000
vested options.
f) time within which option may be
exercised;
An Option granted hereunder
is exercisable according to the
terms hereof at such times and
under
such
conditions
as
determined
by
the
The exercise period is provided
in the option agreement as per
the BBESOP 2022.

Brainbees Solutions Limited

CIN: L51100PN2010PLC136340

Nr. Sohrab Hall, Pune – 411001 Contact: +91-8482989157 Email Id : [email protected] Website : www.firstcry.com

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Sr. No. Particulars Details – BBESOP 2011 Details – BBESOP 2022
Administrator
under
the
BBESOP 2011 and set forth in
the Option Agreement as per
the BBESOP 2011.
g) options exercised; 4,825 23,000(through direct route)
h) money realized by exercise of
options;
Rs. 51,898/- Rs. 46,000/-
i) the total number of shares
arising as a result of exercise of
option;
4,825 23,000 (through direct route)
j) options lapsed; 12,67,321 6,02,478
k) variation of terms of options; N.A. N.A.
l) brief details of significant terms; BBESOP 2011 provides for the
manner in which Stock Options
would be dealt with in case of
death, permanent incapacity,
resignation,
termination,
retirement, etc.
The equity shares allotted,
pursuant to the exercise of the
Stock Options, would not be
subject to lock-in.
All
equity
shares
of
the
Company allotted pursuant to
exercise of stock options shall
rank
pari-passu
with
the
existing equity shares of the
Company.
BBESOP 2022 provides for the
manner in which Stock Options
would be dealt with in case of
death, permanent incapacity,
resignation,
termination,
retirement, etc.
The equity shares allotted/
transferred, pursuant to the
exercise of the Stock Options,
would not be subject to lock-in.
All
equity
shares
of
the
Company allotted/ transferred
pursuant to exercise of stock
options shall rank pari-passu
with the existing equity shares
of the Company.
m) subsequent
changes
or
cancellation or exercise of such
options;
N.A. N.A.
n) diluted
earnings
per
share
pursuant to issue (allotment) of
equity shares on exercise of
options.
Rs. 0.595
The earnings as reported by the
Company for H1FY26 has been
taken for the calculation of
diluted
earnings
per
share
pursuant to issue of equity
shares on exercise of options.
Rs. 0.595
The earnings as reported by the
Company for H1FY26 has been
taken for the calculation of
diluted
earnings
per
share
pursuant to issue of equity
shares on exercise of options.

CIN: L51100PN2010PLC136340

Brainbees Solutions Limited

Nr. Sohrab Hall, Pune – 411001 Contact: +91-8482989157 Email Id : [email protected] Website : www.firstcry.com

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Annexure-II

Disclosure under Regulation 10(c) of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021

Regulations, 2021
Sr.
No.
Particulars BBESOP 2011 BBESOP 2022
a) Company name and address of
Registered Office:
Brainbees Solutions Limited
Rajashree Business Park, Plot No. 114, Survey No. 338,
Tadiwala Road,Nr. Sohrab Hall,Pune – 411001
b) Name of the recognised Stock
Exchanges
on
which
the
Company's shares are listed :
1. National Stock Exchange of India Limited (“NSE”)
2. BSE Limited (“BSE”)
c) Filing date of the statement
referred in regulation 10(b) of
the Securities and Exchange
Board of India (Share Based
Employee Benefits and Sweat
Equity) Regulations, 2021 with
the recognized Stock Exchange :
1. NSE: October 24, 2024
2. BSE: October 24, 2024
1. NSE: October 22, 2024
2. BSE: October 22, 2024
d) Filing Number, if any : 1. NSE: 44884 and in-principle
approval received through
letter
no.
NSE/LIST/44884
dated December 11, 2024
2.
BSE:
214709
and
in-principle approval received
through
letter
no.
DCS/IPO/JP/ESOP-
IP/3439/2024-25
dated
December 11,2024

1. NSE: 44801 and in-principle
approval received through
letter no. NSE/LIST/44801
dated December 11, 2024
2.
BSE:
214518
and
in-principle approval received
through
letter
no.
DCS/IPO/JP/ESOP-
IP/3438/2024-25
dated
December 11,2024
e) Title of the Scheme pursuant to
which shares are issued, if any:
Employee Stock Option Plan
2011 (“BBESOP 2011”)
Brainbees Employees Stock
Option Plan 2022 (“BBESOP
2022”)
f) Kind of securityto be listed: EquityShares
g) Par value of the shares : Rs. 2/- each
h) Date
of
issue
of
shares/allotment of shares :
February 03, 2026
i) Number of shares issued : 4,825 23,000
j) Share
Certificate
No.,
if
applicable:
N.A.
k) Distinctive number of the share,
if applicable :
522014160 to 522018984 522018985 to 522041984
l) ISIN Number of the shares if
issued in Demat :
INE02RE01045
m) Exercise price per share : Please refer theAnnexure A
given below.
Rs. 2/- per option

Brainbees Solutions Limited

CIN: L51100PN2010PLC136340

Nr. Sohrab Hall, Pune – 411001 Contact: +91-8482989157 Email Id : [email protected] Website : www.firstcry.com

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n) Premium per share : Please refer theAnnexure A
given below.
Nil
o) Total issued shares after this
issue:
52,20,41,984
p) Total issued share capital after
this issue:
Rs. 1,04,40,83,968/-
q) Details of any lock-in on the
shares:
N.A.
r) Date of expiryof lock-in: N.A.
s) Whether shares are identical in
all respects to existing shares? If
not, when will they become
identical?:
All equity shares of the Company allotted consequent to the
exercise of options shall rank pari-passu with the existing
equity shares of the Company.
t) Details of listing fees, if payable : N.A. N.A.

Brainbees Solutions Limited

CIN: L51100PN2010PLC136340

Nr. Sohrab Hall, Pune – 411001 Contact: +91-8482989157 Email Id : [email protected] Website : www.firstcry.com

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Annexure A – Exercise Price of options exercised under BBESOP 2011

Exercise Priceper share(Rs.) Premiumper share(Rs.) No. of securities
7.44 5.44 2,825
15.44 13.44 2,000
Total 4,825

Brainbees Solutions Limited CIN: L51100PN2010PLC136340 Corporate/Registered Office :- Rajashree Business Park, Plot No. 114, Survey No. 338, Tadiwala Road, Nr. Sohrab Hall, Pune – 411001 Contact: +91-8482989157 Email Id : [email protected] Website : www.firstcry.com

CIN: L51100PN2010PLC136340